Thursday, February 22, 2024

Garrigues, Baker act on MGI´s €165m acquisition of AxesInMotion

Gaqrrigues has advised AxesInMotion´s private investors on its sale to Media and Games Invest SE (MGI) for €55 million plus €110 earn-out payments, with the buyer represented by Baker McKenzie


Media and Games Invest SE (MGI) has successfully entered into an agreement with the founders of mobile game developer AxesInMotion S.L. to acquire 100 % of the shares in AxesInMotion. ​

AxesInMotion, established in 2014 and based in Seville, is a leading free-to-play mobile games developer with a strong portfolio of visually stunning racing games that have generated over 700 million downloads worldwide. The company has amassed a portfolio of high-quality racing games, with 87% of the revenues being generated via in-game advertising, with the US being the strongest market, accounting for app. 33% of revenues. With pro forma IFRS revenues of €7.9 million and an adj. EBITDA of €5.0 million in 2021 (a 64 % adj. EBITDA margin) combined with an organic revenue CAGR of 36% over the past three years, the company is well-positioned for further growth opportunities within the MGI universe.

Based on management assumptions and taking mid-term synergies with MGI into account, AxesInMotion would have added €17 million EBITDA and more than 20% in adj. EBITDA on a pro forma basis (2021).

The parties have agreed to a fixed purchase price of €55 million, plus up to €110 million that may be paid to the sellers as earn-out payments, depending on EBITDA performance compared to the Business Plan until the end of 2024.

The acquisition of AxesInMotion reflects MGI’s new investment focus following its transformation into an Ad-Software-Platform with strong first party data from games content. MGI’s management expects that the integration of AxesInMotion’s mobile games into MGI’s Ad-Software-Platform will result in significant revenue synergies due to more efficient user acquisition and better monetization of in-game-advertising-space.

Baker McKenzie Barcelona acted as legal adviser for MGI in connection with the Transaction. Agnitio Capital acted as M&A adviser and Garrigues acted as Legal adviser to the seller in connection with the transaction.

Garrigues advised the seller (private investors) with a Seville office team formed by Corporate/Commercial partner and head of the firm´s Andalusia and Canary Islands practices Carlos López Mariano and Corporate/Commercial principal associate Guillermo Zamora.

Baker McKenzie advised MGI with a team formed by partner and head of of the Corporate and M&A Barcelona Practice Group Jorge Adell, together with Corporate/M&A lawyer Laura García Fuster.

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