Filed by Electronic Arts Inc.
pursuant to Rule 14a-12 under the
Securities Exchange Act of 1934, as
Subject Company: Glu Mobile Inc.
Commission File No.: 001-33368
In connection with the announcement by Electronic Arts Inc.
(“Electronic Arts” or the “Company”) of its proposed acquisition of
Glu Mobile Inc., a Delaware corporation (“Glu”), Jeff Karp, Senior
Vice President of the Company, Global General Manager Mobile, sent
the following email to EA Mobile on February 8, 2021:
To: EA Mobile
Subject: FW: EA ACTION | Electronic Arts To Acquire Glu Mobile
This is a really exciting day for EA Mobile as we look to
significantly expand our business and welcome Glu Mobile to
Electronic Arts. Nick and the team at Glu are well known to many of
us and bringing together these two tremendously talented mobile
organizations is a significant step in our growth strategy. I am
extremely proud of what we’ve been able to achieve over the last
few months together. Never more so than at the Global Town Hall
last week where we were able to update the entire organization on
some of our recent wins and share our mobile playbook.
As Andrew noted below, EA Mobile and Glu share a passion for
creating mobile live services that deeply engage large communities
over many years. The combined expertise and IP of the two
organizations are very complimentary and this acquisition unlocks a
lot of potential for us and for our players.
I know you likely have a lot of questions about what this
announcement means for us. We will be sending out an invite for an
AMA tomorrow and I will be happy to answer what questions I can.
It’s important to keep in mind this announcement is just the first
step in a process that will play out over the next few months.
There will be a lot of logistical questions that we just aren’t
able to answer yet.
Given the media attention this acquisition will get, it is
important to remember not to comment publicly or to the media. All
inquiries should be referred to Kellyanne Dignan in Corporate
This communication may contain statements, other than statements of
current or historical fact, that constitute “forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995, including statements with respect to the
proposed merger of a wholly owned subsidiary of Electronic Arts
with and into Glu on the terms and subject to the conditions set
forth in the Agreement and Plan of Merger, dated as of
February 8, 2021 to which Electronic Arts and Glu are party
(the “Merger Agreement”), and the benefits and the anticipated
timing of the proposed transaction. In some cases, you can identify
forward-looking statements by terminology such as “anticipate,”
“believe,” “expect,” “intend,” “estimate,” “project,” “forecast,”
“plan,” “predict,” “seek,” “goal,” “will,” “may,” “likely,”
“should,” “could,” and similar expressions or expressions of the
negative of these terms. These forward-looking statements are not
guarantees of future performance and reflect management’s current
expectations. Electronic Arts’ actual results could differ
materially from those discussed in the forward-looking statements.
Some of the factors which could cause Electronic Arts’ results to
differ materially from its expectations include the following: the
impact of the announcement of the merger on Electronic Arts’ and
Glu’s business and operating results, including the effect of the
announcement of the merger on the ability of Electronic Arts or Glu
to retain and hire key personnel and maintain relationships with
players, partners and others with whom Electronic Arts or Glu do
business; the occurrence of any circumstance or any other events
that could give rise to the termination of the proposed
transaction, or the failure to obtain Glu’s stockholder approval or
failure to satisfy any other conditions precedent to consummate the
proposed transaction, including the receipt of all necessary
regulatory approvals on a timely basis or at all; Electronic Arts’
ability to successfully integrate Glu’s operations and employees;
risks that the merger disrupts current ongoing business operations;
risks of litigation and/or regulatory actions related to the
merger; the impact of the COVID-19 pandemic; Electronic Arts’
ability to realize the anticipated benefits of acquisitions; and
other factors described in Part II, Item 1A of Electronic Arts’ or
Glu’s latest Quarterly Report on Form 10-Q under the heading “Risk Factors,”
as well as in other documents Electronic Arts or Glu have filed
with the Securities and Exchange Commission, including Electronic
Arts’ Annual Report on Form 10-K for the fiscal year ended
March 31, 2020 and Glu’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2019. These forward-looking statements are
current as of the date hereof. Neither Electronic Arts nor Glu
assumes any obligation to revise or update any forward-looking
statement for any reason, except as required by law.