• UAE-based gaming startup Jawaker has been acquired by Sweden-based Stillfront Group for a total of $205 million on a cash and debt-free basis.

• Founded in 2009 in Jordan by Mohamad Hasan and Yousef Shamoun, Jawaker is a mobile gaming studio that holds one of the largest classic PvP (Player versus Player) gaming apps in the world, with a focus on board and card games and other popular games specific to the region.

• Abu Dhabi’s state-backed media zone twofour54 took a minority stake in Jawaker in 2011 after investing $2.5 million.

• The acquisition of Jawaker will enable Stillfront to build a free-to-play powerhouse of gaming studios, and further strengthen its presence in Mena. This is Stillfront’s second Mena acquisition after it purchased Jordan-founded Babil Games in 2016 for $17 million. 

• The acquisition is expected to be completed on 4 October 2021. 

Press release from Stillfront:

Stillfront Group AB has entered into an agreement to acquire 100 per cent of the shares in Jawaker FZ LLC for a total upfront of $205 million on a cash and debt-free basis.

Jawaker, a leading mobile gaming studio in the Mena region founded in 2009, holds one of the largest classic PvP (Player versus Player) gaming apps in the world, with a focus on board & card games and other popular games specific to the region. The sellers of Jawaker are the founders and main owners, the investment company Media Zone Investments FZ LLC (“twofour54”) and certain employees. Jawaker is headquartered in Abu Dhabi, the UAE, with a team of approximately 50 people. To finance a part of the Transaction, Stillfront’s Board of Directors has decided to raise additional equity through a directed share issue of SEK one billion ($116 million).

“Stillfront has been active in the Mena region since 2016 and we continue to be impressed by the amazing talents and strong growth that we have seen in the region over the past five years. Mohamad and the Jawaker team have built an impressive studio adopting a one-app approach that allows users to play several different games within one app, while connecting with friends and socialising, creating strong engagement and loyalty within the user base. With the acquisition of Jawaker, we add a fast-growing and highly profitable studio to the group, and further strengthen our presence in the strategically important Mena region. We see significant scaling potential for Jawaker as a part of Stillfront, with opportunities to fuel user acquisition both in the Mena region and among the Arabic speaking population worldwide, leveraging Stillfront’s successful experience from marketing Babil’s games. Jawaker’s expertise in the region is complementary to Babil’s in terms of both genre mastery and regional reach, making them a perfect strategic fit for Stillfront and creating several growth opportunities going forward”, says Jörgen Larsson, CEO, Stillfront.

“From its humble beginnings 12 years ago, Jawaker has always maintained its belief that steady profitable growth can achieve meaningful results over the long term. The best investment we made over the years was in our culture. This created the environment that unlocked the potential of our truly inspirational team who made Jawaker what it is today. The overwhelming feeling now is one of the new beginnings within the Stillfront family. We are so excited to be joining an organisation that shares our belief in making long term investments and creating a forever franchise in our genre of games”, says Mohamad Hasan,” Co-founder and CEO of Jawaker.

“With investments in leading online gaming companies like Jawaker, twofour54 is once again demonstrating that it is a pioneer of the regional gaming industry. This deal is just one more demonstration that the Emirate’s gaming sector is moving from strength to strength, and through the AD Gaming initiative, Abu Dhabi remains committed to driving its growth in the years to come,” says Michael Garin, CEO of twofour54.

The acquisition of Jawaker is an important step in Stillfront’s ambition to build the leading free-to-play powerhouse of gaming studios. The acquisition will further strengthen Stillfront’s presence in the strategically important and fast-growing Mena region, as well as broaden Stillfront’s games portfolio, fuel future organic growth and enable substantial scaling and collaboration potential within Stillfront’s group of studios.

The Jawaker app is a single hub for +30 games and allows users to play, connect with friends, join clubs and socialise. The one-app approach bundles a high number of players in one ecosystem, which supports cross-promotion between titles within the app and strengthens retention. Today, more than 50 per cent of Jawaker’s users play two or more different games within the app every week. The successful one-app approach eases future cross-promotion activities and supports Stillfront’s strategic initiative to keep more traffic within Stillfront’s own ecosystem.

Transaction in brief:

• The total upfront consideration for the acquisition of 100 per cent of the shares in Jawaker amounts to USD 205 million on a cash and debt-free basis (the “Upfront Purchase Price”).

• Of the Upfront Purchase Price, 74 per cent is payable in cash, and 26 per cent is payable in 8,540,092 newly issued shares in Stillfront.

• Certain sellers may receive an earn-out payment of up to USD 20 million payable in cash if Jawaker reaches certain EBIT targets for 2021. The earn-out payment for 2021 will be zero for the midpoint of the expected EBIT range for 2021 described below. In addition, certain sellers may receive additional earn-out payments of 1.0x EBIT for each of the financial years 2022, 2023, 2024, 2025 and 2026 whereof 70 per cent is payable in cash and 30 per cent in newly issued shares in Stillfront.

• Jawaker has preliminary unaudited IFRS converted net revenue and adjusted EBIT for the period H1 2021 of approximately SEK 132 million and approximately SEK 82 million respectively.

• Jawaker is expected to generate net revenue of approximately SEK 270-310 million, with approximately SEK 180-210 million in adjusted EBIT, for the calendar year 2021.

• The Upfront Purchase Price is equivalent to approximately 8.9x Jawaker’s forecasted and unaudited adjusted EBIT for the calendar year 2021, assuming a mid-range EBIT for 2021.

• The acquisition of Jawaker will further strengthen Stillfront’s presence in the strategically important and fast-growing MENA region, as well as further broaden Stillfront’s games portfolio and fuel future organic growth. Further, the acquisition will enable substantial scaling and collaboration potential within Stillfront’s group of studios.

• To finance a part of the Transaction, Stillfront’s Board of Directors has decided to raise additional equity through a directed share issue of SEK 1,000 million in the form of an accelerated book-building procedure which is announced separately in connection with this press release

• Completion of the Transaction is expected to occur on October 4, 2021.