TIDMTBLD
RNS Number : 2957X
tinyBuild, Inc.
26 August 2022
26 August 2022
tinyBuild, Inc
("tinyBuild" or the "Company")
Acquihire of Konfa Games and acquisition of Bossa Studios IP
Related Party Transaction
tinyBuild, a premium video games publisher and developer with
global operations, is pleased to announce the acquihire of Konfa
Games, the development team of Despot's Games, and the acquisition
of the IP of Surgeon Simulator, Surgeon Simulator VR, Surgeon
Simulator 2, I am Fish and I am Bread (the "Bossa's IP Catalogue")
from Bossa Studios Limited ("Bossa").
Acquihire of Konfa Games
The maximum consideration for Konfa Games is up to $5.4m,
consisting of upfront and deferred payments over the next three
calendar years, split approximately in 40% cash and 60% newly
issued tinyBuild shares, subject to stretched operational targets
being met. The deal will be marginally accretive in 2022 and from
2023 onwards.
tinyBuild has been working with Konfa Games for two years as the
publisher of Despot's Game, a title successfully released as early
access (Steam only) in October 2021. Version 1.0 is scheduled for
launch on PlayStation 5, PlayStation 4, Xbox Series X/S, Xbox One,
Nintendo Switch, and PC via Steam and Epic Games Store, on 15
September 2022, along with the first downloadable content
("DLC").
Despot's Game is a rogue-like tactics auto-battler, culminating
in an asynchronous multiplayer mode. The player chooses from a wide
range of weapons, mutations and abilities to lead his army of
earthlings through procedurally generated levels dominated by a
despot AI. Version 1.0 will include reworked mechanics, new quests,
enemies and mutations, and an expanded soundtrack. The DLC
Challenges will add 20 new missions to complete, where each item
and enemy has a precise spawn point to sharpen the player's
tactical skills.
Acquisition of Bossa's IP Catalogue
The consideration for Bossa's IP Catalogue includes an upfront
payment of $3m, comprising of $2.55m in cash and the equivalent of
$0.45m in newly issued tinyBuild shares. The franchise delivered
total revenues of $6.0m in the year ending 31 December 2021. 2021
revenues were boosted by the launch of new titles and the
acquisition is expected to be marginally accretive in 2022 and from
2023 onwards.
The deal further expands tinyBuild's existing back catalogue
with the acquisition of several high quality, mature games focused
on simulation and adventure. The Surgeon Simulator franchise is an
over-the-top operation simulator which has released three titles to
date, while I Am Fish is a physics-based adventure game starring
four fish friends forcibly separated from their home in a pet shop
fish tank, and I am Bread, the story of a slice of bread's journey
to become toast. Under tinyBuild ownership, the Company has the
option to improve Bossa's IP Catalogue through potential spin-offs,
sequels, expansions and DLC that could generate additional
sales.
Admission and Total Voting Rights
As part of the initial consideration at closing of the
acquisition of Bossa's IP Catalogue, the Company will issue 320,900
New Common Shares of $0.001 each in the Company ("New Common
Shares") at a price of 116.29p per New Common Share to Bossa. The
New Common Shares will be subject to a 12 month lock up period and
rank pari passu in all respects with the existing Common Shares of
the Company. Application will shortly be made to the London Stock
Exchange for the admission of the New Common Shares to trading on
AIM ("Admission") which is expected to take place on or around 1
September 2022. Following Admission, the total number of voting
rights in the Company will be 203,848,987 and shareholders may use
this figure as the denominator for the calculations by which they
will determine if they are required to notify their interest in, or
a change to their interest in, the Company under the FCA's
Disclosure Guidance and Transparency Rules.
Related party transaction
Henrique Olifiers, Non-executive Chairman of the Company, is the
Founder and CEO of Bossa. As a result of this relationship, the IP
Catalogue acquisition represents a related party transaction in
accordance with the AIM Rules for Companies. The Directors of
tinyBuild, excluding Henrique Olifiers, consider, having consulted
with Berenberg, tinyBuild's nominated adviser, that the terms of
the transaction are fair and reasonable in so far as shareholders
of tinyBuild are concerned.
Alex Nichiporchik, Chief Executive Officer of tinyBuild,
commented:
"We continue investing into expanding our portfolio of own IP
and today's deals are a unique opportunity to bring both Konfa's
talented team of developers in-house and to add the amazing Bossa
intellectual property to the tinyBuild portfolio. Alongside our
existing titles, it allows us to maximize our long-term revenue
potential, as well as gives our internal teams more established IP
to choose from when considering next projects."
For further information, please contact:
tinyBuild, Inc investorrelations@tinybuild.com
Alex Nichiporchik - Chief Executive Officer
and co-founder
Luke Burtis - Chief Operating Officer and
co-founder
Antonio Jose Assenza - Chief Financial Officer
Giasone (Jaz) Salati - Head of M&A and IR
Berenberg (Nominated Adviser and Sole Broker)
Mark Whitmore, Ciaran Walsh, Milo Bonser +44 (0) 20 3207 7800
SEC Newgate (Financial PR) tinybuild@secnewgate.co.uk
Robin Tozer, Bob Huxford, George Esmond +44 (0)7540 106366
About tinyBuild:
Founded in 2013, tinyBuild (AIM: TBLD) is a global video games
publisher and developer, with a catalogue of more than 70 premium
titles across different genres. tinyBuild's strategy is to focus on
its own intellectual property (IP) to build multi-game and
multimedia franchises, in partnership with developers.
tinyBuild is headquartered in the USA with operations stretching
across the Americas and Europe. The Group's broad geographical
footprint enables the Company to source high-potential IP, access
cost-effective development resources, and build a loyal customer
base through its innovative grassroots marketing.
tinyBuild was admitted to AIM, a market by the London Stock
Exchange, in March 2021.
For further information, visit: www.tinybuildinvestors.com
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