DLA Piper has advised the Stillfront Group on its acquisition of 100% of the shares in Game Labs Inc. from its unidentified founders and management. Orrick advised the sellers on the deal.
The transaction combines an upfront consideration of cash and shares including USD 32.5 million payable in cash, out of which USD 9.75 million is payable in 981,813 of Stillfront’s newly issued shares.
In addition, the sellers may receive an earn-out payment for each of the 2021, 2022, and 2023 financial years, depending on the EBIT development of Game Labs during each of those financial years, though not exceeding USD 30 million in aggregate. The earn-out consideration will be payable 70% in cash and 30% in newly issued shares in Stillfront during the subsequent year of the respective earn-out period.
Game Labs is an independent game studio with a team of approximately 30 people located in Ukraine, Russia, Greece, UAE, Italy, and Estonia.
Stillfront is a Stockholm-based developer of free-to-play strategy online games.
DLA Piper’s team in Ukraine consisted of Partner Alla Kozachenko, Legal Directors Anastasiya Bolkhovitinova and Natalia Kirichenko, and Associates Ivan Shatov and Anna Vizniak.
Orrick’s team included US-based Partners Bryan Gadol, Glenn Dassoff, Joe Urwitz, Eric Wall, Daniel Forester, Amanda Galton, Tim Greene, and Lisa Lupion, Managing Associates Nicole Huang and Julien Barbey, and Of Counsel Wendy Kottmeier; and UK-based Partners Faraaz Samadi, Katie Cotton, and Amanda Voss, Corporate Associate Aoife Casey, and Trainee Solicitor Chloe Palios.
