- One-of-a-kind playAWARDS Loyalty Platform drives growth in its
existing portfolio of games, de-risks new game launches, and
supports consolidation
- Capitalized to act on strategically compelling acquisitions and
growth opportunities
- Institutional Investors including funds and accounts managed by
BlackRock, ClearBridge Investments, and Neuberger Berman Funds,
together with MGM Resorts International, Commit to an Upsized $250
Million Common Equity PIPE
- Transaction Values PLAYSTUDIOS at Approximately $1.1
Billion
- PLAYSTUDIOS Founder & CEO Andrew Pascal to Continue Leading
the Company
- Investor Call Scheduled for Tuesday, February 2, 2021 at 8:30
AM EST
PLAYSTUDIOS, Inc. (“PLAYSTUDIOS” or the “Company”), an
award-winning developer of free-to-play casual games for mobile and
social platforms that offer real-world rewards to loyal players,
and Acies Acquisition Corp. (Nasdaq: ACAC) (“Acies”), a
publicly-traded special purpose acquisition company, announced
today that they have entered into a definitive merger agreement
that will result in PLAYSTUDIOS becoming a publicly listed company.
Upon the closing of the transaction, the combined company will be
named PLAYSTUDIOS and remain listed on Nasdaq under the new ticker
symbol “MYPS.”
PLAYSTUDIOS has developed a portfolio of beautifully designed,
top-ranked games that have attracted a loyal following due, in
part, to the company’s unmatched playAWARDS Loyalty Program. The
program lets players earn real-world rewards from a curated
collection of over 80 partners and 275 entertainment, retail,
travel, leisure, and gaming brands. To date, the PLAYSTUDIOS
community has used its in-app loyalty points to purchase over 10
million rewards with a retail value of nearly $500 million. The
Company has been named a Top Developer by App Annie, the gaming
industry’s leader in app analytics and aggregated app performance
data.
Acies’ management team is led by Chairman Jim Murren, formerly
Chairman and CEO of MGM Resorts International, and Co-Chief
Executive Officers Dan Fetters and Edward King, formerly Managing
Directors at Morgan Stanley. PLAYSTUDIOS is led by Founder,
Chairman, and Chief Executive Officer Andrew Pascal, who will
continue to lead the combined company along with his current
founder-led management team. Mr. Pascal will remain a significant
equity participant in the Company.
“From our inception, we set out to create wonderfully compelling
games that were free-to-play and offered real-world rewards,” said
Mr. Pascal. “We’ve now demonstrated the positive, long-term impact
of this value proposition with our current portfolio of apps, and
we’re poised to carry that success into new products and new game
genres. Becoming a public company and securing the resources and
support of key institutional investors will enable us to accelerate
our growth as we launch new products, pursue new acquisition
opportunities, and scale up our unique playAWARDS loyalty
program.”
“Within today’s vast and growing games market, PLAYSTUDIOS is
unique in offering their audience the opportunity to play for fun
and earn for real. They know how to make engaging and enduring
games, and stand apart in having harnessed the power of a robust
and full-featured loyalty program,” said Mr. Murren, Chairman of
Acies. “The focus is now to take PLAYSTUDIOS platform and
super-charge its growth. We have abundant initiatives, including
targeted, strategic acquisitions; an expansion of the rewards
program into new categories such as sports entertainment; and the
exploration of opening the playAWARDS platform under a
loyalty-as-a-service model. We look forward to leveraging Acies’
M&A knowledge and broad relationships for the benefit of
PLAYSTUDIOS and its shareholders.”
PLAYSTUDIOS Highlights
Proprietary playAWARDS Loyalty Program
- One-of-a-kind loyalty program elevates key game performance
metrics
- Extends retention
- Drives more frequent engagement
- Drives increased monetization
Portfolio of Franchise Games
- Collection of game brands with evergreen characteristics
- Imminent expansion into casual and RPG game genres
Massive Market Opportunity
- $152 billion+ estimated global gaming market (Statista,
IBISWorld)
Global Network of Award Partners
- 4 continents, 17 countries, 84 brands, 275 partners
- 10+ million rewards purchased to-date, valued at nearly $500
million
Highly Attractive Financial Profile
- Compelling key performance indicators across average revenue
per daily user, player monetization, and daily payer growth
- 22% CAGR revenues 2017-2019A, projected 27% CAGR revenues
2020-2022E
- 46% CAGR Adjusted EBITDA 2017-2019A, projected 67% CAGR
Adjusted EBITDA 2020-2022E
Key Transaction Terms
The transaction implies an enterprise valuation for PLAYSTUDIOS
of $1.1 billion, or 2.5x projected 2022 revenue of $435 million or
12.3x projected 2022 pro forma Adjusted EBITDA of $90 million.
Consideration to PLAYSTUDIOS will comprise at least 89.1 million
shares of ACAC common stock and up to $150 million in cash. In
addition, funds and accounts managed by BlackRock, ClearBridge
Investments, Neuberger Berman Funds, and MGM Resorts International
are leading participants in the $250 million PIPE, at a price of
$10.00 per share of common stock of Acies immediately prior to the
closing of the transaction.
After giving effect to the transaction, the company is expected
to have approximately $290 million of cash and a public equity
currency to accelerate PLAYSTUDIOS’ growth initiatives, which
include substantially expanding product development and
acquisitions of other gaming and related companies. Upon the
closing of the transaction, and assuming none of Acies public
stockholders elect to redeem their shares, existing PLAYSTUDIOS
shareholders are expected to own 64% of the combined company, the
Acies sponsors are expected to own 3% of the combined company, PIPE
participants are expected to own 18% of the combined company, and
public stockholders are expected to own 15% of the combined
company.
The boards of directors of each of Acies and PLAYSTUDIOS have
approved the transaction. The transaction will require the approval
of the stockholders of Acies, and is subject to other customary
closing conditions, including the receipt of certain regulatory
approvals. The transaction is expected to close during the second
quarter of 2021.
Advisors
J.P. Morgan and LionTree Advisors are acting as financial
advisors to PLAYSTUDIOS and Davis Polk is acting as legal advisor
to the company. Morgan Stanley is acting as capital markets advisor
to Acies Acquisition Corp., and Latham & Watkins LLP is acting
as legal advisor to Acies. J.P. Morgan, LionTree Advisors, Morgan
Stanley, and Oppenheimer & Co. are acting as placement agents
for the PIPE.
Conference Call and Webcast Information
Investors may listen to a pre-recorded call discussing the
proposed business combination on February 2, 2021 at 8:30 am EST.
The call may be accessed by dialing 1 (877) 407-3982 for domestic
callers or 1 (201) 493-6780 for international callers. Once
connected with the operator, please ask to join the “PLAYSTUDIOS
and Acies Acquisition Corp. Business Combination Announcement
Conference Call.”
A replay of the call will also be available at 11:30 am EST to
11:59 pm EST on February 16, 2021. To access the replay, the
domestic toll-free access number is 1 (844) 512-2921 and
participants should provide the conference ID of “13716108”.
Please visit the Investor Info section of PLAYSTUDIOS’ website
https://playstudios.com to access the webcast.
About PLAYSTUDIOS
PLAYSTUDIOS is the developer and operator of award-winning
free-to-play casual games for mobile and social platforms. Its
collection of original and published titles is powered by the
company’s groundbreaking playAWARDS loyalty marketing platform,
which enables players to earn real-world rewards from a portfolio
of global entertainment, retail, technology, travel, leisure, and
gaming brands across 15 countries and four continents. Founded by a
team of veteran hospitality, technology, and gaming entrepreneurs,
PLAYSTUDIOS brings together the best of mobile gaming with an
innovative loyalty platform in order to provide its players with an
unequaled entertainment experience and its partners with actionable
business insights. To learn more about PLAYSTUDIOS, visit
playstudios.com
About Acies Acquisition Corp.
Acies Acquisition Corp. is a newly organized blank check
company, formed for the purpose of effecting a merger, share
exchange, asset acquisition, share purchase, reorganization or
similar business combination with one or more businesses. The
Company was established in October 2020 to focus on identifying a
business combination target within the live, location-based and
mobile experiential entertainment industries. To learn more about
Acies, visit https://aciesacq.com
Forward-Looking Statements
This press release includes "forward-looking statements" within
the meaning of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995. The Company's and Acies’
actual results may differ from their expectations, estimates and
projections and consequently, you should not rely on these forward
looking statements as predictions of future events. Words such as
"expect," "estimate," "project," "budget," "forecast,"
"anticipate," "intend," "plan," "may," "will," "could," "should,"
"believes," "predicts," "potential," "continue," and similar
expressions are intended to identify such forward-looking
statements. These forward-looking statements include, without
limitation, the Company's and Acies expectations with respect to
future performance and anticipated financial impacts of the
proposed business combination, the satisfaction of the closing
conditions to the proposed transaction, the timing of the
completion of the proposed transaction, future financial condition
and performance of PLAYSTUDIOS and expected financial impacts of
the transaction (including future revenue, adjusted EBITDA, pro
forma equity value and cash balance), the PIPE transaction, the
level of redemptions of Acies’ public stockholders and the products
and markets and expected future performance and market
opportunities of PLAYSTUDIOS. These forward-looking statements
involve significant risks and uncertainties that could cause the
actual results to differ materially from the expected results. Most
of these factors are outside the Company's and Acies’ control and
are difficult to predict. Factors that may cause such differences
include, but are not limited to: (1) the risk that the transaction
may not be completed in a timely manner or at all, which may
adversely affect the price of Acies’ securities; (2) the risk that
the transaction may not be completed by Acies’ business combination
deadline and the potential failure to obtain an extension of the
business combination deadline if sought by Acies (3) the failure to
satisfy the conditions to the consummation of the transaction,
including the approval of the merger agreement by the stockholders
of Acies, the satisfaction of the minimum trust account amount
following any redemptions by Acies’ public stockholders and the
receipt of certain governmental and regulatory approvals; (4) the
lack of a third party valuation in determining whether or not to
pursue the proposed transaction; (5) the inability to complete the
PIPE transaction; (6) the effect of the announcement or pendency of
the transaction on the Company’s business relationships, operating
results, and business generally; (7) the ability to maintain the
listing of Acies’ securities on a national securities exchange; (8)
changes in the competitive and regulated industries in which the
Company operates, variations in operating performance across
competitors, changes in laws and regulations affecting the
Company’s business and changes in the combined capital structure;
(9) the ability to implement business plans, forecasts, and other
expectations after the completion of the proposed transaction, and
identify and realize additional opportunities; (10) costs related
to the transaction and the failure to realize anticipated benefits
of the transaction or to realize estimated pro forma results and
underlying assumptions, including with respect to estimated
shareholder; or (11) other risks and uncertainties indicated from
time to time in the registration statement containing the proxy
statement/prospectus discussed below relating to the proposed
business combination, including those under "Risk Factors" therein,
and in Acies’ or the Company's other filings with the SEC. The
foregoing list of factors is not exclusive, and readers should also
refer to those risks that will be included under the header “Risk
Factors” in the registration statement on Form S-4 to be filed by
Acies with the SEC and those included under the header “Risk
Factors” in the final prospectus of Acies related to its initial
public offering. Readers are cautioned not to place undue reliance
upon any forward-looking statements in this press release, which
speak only as of the date made. Acies and the Company do not
undertake or accept any obligation or undertaking to release
publicly any updates or revisions to any forward-looking statements
in this press release to reflect any change in its expectations or
any change in events, conditions or circumstances on which any such
statement is based.
No Offer or Solicitation
This press release shall not constitute a solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the proposed transaction. This press release shall
also not constitute an offer to sell or the solicitation of an
offer to buy any securities, nor shall there be any sale of
securities in any states or jurisdictions in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act of 1933, as amended.
Additional Information
In connection with the proposed business combination, Acies
intends to file a registration statement on Form S-4 with the
Securities and Exchange Commission (the “SEC”), which will include
a proxy statement/prospectus, that will be both the proxy statement
to be distributed to holders of Acies’ common stock in connection
with its solicitation of proxies for the vote by Acies’
stockholders with respect to the proposed business combination and
other matters as may be described in the registration statement, as
well as the prospectus relating to the offer and sale of the
securities to be issued in the business combination. After the
registration statement is declared effective, Acies will mail a
definitive proxy statement/prospectus and other relevant documents
to its stockholders. This document does not contain all the
information that should be considered concerning the proposed
business combination and is not intended to form the basis of any
investment decision or any other decision in respect of the
business combination. Acies’ stockholders, the Company’s
stockholders and other interested persons are advised to read, when
available, the preliminary proxy statement/prospectus included in
the registration statement and the amendments thereto and the
definitive proxy statement/prospectus and other documents filed in
connection with the proposed business combination, as these
materials will contain important information about the Company,
Acies and the business combination. When available, the definitive
proxy statement/prospectus and other relevant materials for the
proposed business combination will be mailed to stockholders of
Acies as of a record date to be established for voting on the
proposed business combination. Acies’ stockholders and the
Company’s stockholders will also be able to obtain copies of the
proxy statement / prospectus and other documents filed with the
SEC, without charge, once available, at the SEC’s website at
www.sec.gov, or by directing a request to: Acies Acquisition Corp.,
1219 Morningside Drive, Suite 110, Manhattan Beach, CA 90266.
Participants in the Solicitation
Acies and PLAYSTUDIOS and their respective directors and
officers may be deemed participants in the solicitation of proxies
of Acies’ stockholders in connection with the proposed business
combination. A list of the names of such directors and executive
officers and information regarding their interests in the business
combination will be contained in the proxy statement/prospectus
when available. You may obtain free copies of these documents as
described in the preceding paragraph.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210201005923/en/
Investor Relations Jacques Cornet IR@playstudios.com
Media Relations Doug Donsky / Amy Rossetti
media@playstudios.com
Acies Acquisition Corp. info@aciesacq.com
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