Amsterdam-listed European FinTech IPO Company 1 (EFIC1), a special purpose acquisition company, announced that it has agreed to merge with Schiphol-Rijk-based Azerion Holding BV, a digital gaming and adtech company.
Upon completion of the merger, the company will be renamed as Azerion Group NV and will start trading on the Amsterdam stock exchange in early February 2022.
EFIC1 will buy 100 per cent of the issued and outstanding share capital of Azerion. The deal would value the company at up to €1.39B.
The transaction is expected to provide the combined company with up to €313M of net primary cash proceeds, which will be used to pursue acquisitions. The proceeds will also be used to invest in organic growth initiatives such as new games and features, platform investments, etc. as well as general corporate purposes.
As part of the deal, Azerion and its shareholders will receive gross total cash proceeds of upto €405M, which will include €23.15M from the sponsor and co-investor commitment, and €382M from the EFIC1 escrow account.
How will the funds be utilised
Atilla Aytekin, co-founder and co-CEO of Azerion, says, “Azerion has experienced significant growth since its inception in 2014, and we have been looking for effective ways to build on this growth while consolidating our leading position in the markets we operate in. This business combination, and the subsequent listing of Azerion, will not only give us access to the capital markets but will also help us raise our profile amongst our customer and partner groups and talented workforce globally.”
“Furthermore, in a consolidating and competitive market, it will help us stay financially flexible while fuelling our business expansion, both organically and through acquisitions. We are very pleased to partner with a highly reputable and well-established team in EFIC1. The continued support of their experienced professionals, both within our Supervisory Board and Executive Committee, will be instrumental in securing long-term value creation for our shareholders,” adds Aytekin.
With this deal, three members of the current EFIC1 team will join the combined company. Ben Davey will become a member of the Executive Committee, Chris Figee will become a member of the Supervisory Board and Chair of the Audit and Risk Committee, while Klaas Meertens will become a member of the Supervisory Board.
Digital entertainment and media platform
Founded in 2014 by two Dutch entrepreneurs, Umut Akpinar and Atilla Aytekin, Azerion claims to have built an ecosystem that combines content, technology, and data for publishers, advertisers, and consumers.
According to Atilla Aytekin, “Online entertainment has become central to people’s lives. It has enormous business potential. Our vision is to make digital entertainment better, safer, and more reliable. That way everyone can enjoy the basic human need to play in a carefree environment, and advertising and publishing businesses can thrive.”
The company develops and operates online social gaming and entertainment platforms for people of all ages to enjoy. Currently, it has more than 16,000 game titles with over 425 million monthly active users. Besides, it also has monetisation features and provides solutions to automate the purchase and sale of digital advertising for media buyers and sellers.
Azerion generates revenue in two ways – through advertising spend across its platform and through in-game purchases across its premium games (approx 22 per cent of 2020 reported revenue), with additional revenue coming from AAA game distribution.
Since its inception, the company has had an active acquisitions strategy, having added 38 companies in the digital entertainment and technology sectors to the Azerion family. It layers these acquisitions on top of its existing business into a single, coherent platform.
Some of Azerion’s acquisitions include Improve Digital, HiMedia Germany, Zoomin, Collective Media Europe, Widespace, Sellbranch, Sulake, Smeet, Semilo, Adpulse, Adux, and the mobile division of Spil Games.
For the current year, 2021, Azerion has reported that its revenue target is at least €355M. It has already spent €139M in 2021 on nine acquisitions so far this year, with an actionable pipeline of further acquisition opportunities.
According to Azerion’s Q3 2021 interim report, the company’s net revenue amounted to €83.5M for the quarter, a 99.2 per cent increase compared to Q3 2020 (€41.9M). Adjusted EBITDA amounted to €17.42M for the quarter, a 202 per cent increase compared to Q3 2020 (€5.8M).
In 2022, Azerion aims to target organic revenue of at least €450M without taking into account any potential acquisitions.
EFIC1 is a special purpose acquisition company incorporated under the laws of the Netherlands. It was incorporated for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganisation or similar Business Combination with or by acquisition of an operating business or entity.
The firm aims to complete a Business Combination with a suitable partner that operates or is headquartered in Europe, including the UK, or Israel.