Company Presentation Carnegie, September 3, 2019 CEO & Co-Founder Lars Wingefors
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STORY OF THQ NORDIC SEKm 2019 H1: 2018 Q1: Koch Media and Deep Silver acquired 2013–2016: 2018 Q4: Scaling up Coffee Stain 2016 Nov: organization: Asset acquired IPO on Care, launching Nasdaq major development 5 426 First North projects Stockholm 2013 Q2: Rebranding from Strong IPs acquired Nordic Games to 4 124 2011 Q2: from THQ incl. All assets incl. THQ Nordic Darksiders, MX vs. IPs in JoWooD ATV, Red Faction acquired and and Titan Quest key people recruited 508 178 213 302 8 12 102 2011 2012 2013 2014 2015 2016 2017 2018 TTM Jun 2019 Raised equity capital before transaction costs: 240 598 1,448 2,090 Track record of strong growth and value creation through major acquisitions, well-positioned for further growth 3
Operational and financial highlights Financial performance driven by strong Selected pipeline updates digital back catalog of owned games Q1 FY19/20 Record investments in game Net sales YoY growth development in the quarter: SEK 1,142m 36% SEK 356m (SEK 208m same quarter last year) Operational EBIT YoY growth SEK 204m 193% 81 pipeline projects (of which 34 have been announced) Cash flow from operating activities (after change in working capital) SEK 441m At least two AAA projects Increased profitability driven by: expected to be released in FY20/21 • Strong back catalog • Owned titles • Digital sales Further strengthening of the Executive Management Team: • New Group CFO: Johan Ekström • Prior CFO and Co-Founder Erik Stenberg promoted to deputy Group CEO
THQ Nordic acquires experienced studio Gunfire Games THE THE THE STUDIO DEAL FUTURE TEAM BEHIND THE UNDISCLOSED PURCHASE DARKSIDERS SERIES PRICE REMAIN INDEPENDENT Core team has worked together THQ Nordic expects to recoup Maintain creative freedom for over a decade its investment over the with focus on developing course of 3-4 years successful games FINANCIAL CONTRIBUTION EXPANDING FOOTPRINT TOP TIER DEVELOPMENT TO THQ NORDIC IN THE US STUDIO New IP generating cash flow from THQ Nordic’s first owned studio in Creates first-class games day one and savings on royalty Austin, Texas, the third largest and development cost game industry hub in the US FOUNDERS AND PIPELINE LEADING VR DEVELOPER MANAGEMENT Owned IP “Remnant - From the Successful collaborations Strongly incentivized to ashes” releasing 20th Aug 2019 with Oculus execute on plan Note: *Net revenue equals revenue after returns and price protections 5
THE THE THE BUSINESS DEAL FUTURE GLOBALLY LEADING UPFRONT PURCHASE PRICE EUR 55.8M CONTINUED DEVELOPMENT OF RACING GAMES COMPANY EQUIVALENT TO AN EV OF EUR 44.9M THE BEST RACING EXPERIENCES IMPRESSIVE PORTFOLIO PURCHASE PRICE STRUCTURE STRONG PIPELINE 50 games developed and • Whereof cash: EUR 44.3m Ten games planned (FY20-22), 8 million games sold since 2013 including five currently in development • Whereof THQ Nordic B-shares: EUR 11.5m • Net cash: EUR 10.9m (per closing) Plus potential earn-out (FY20-22)1 REALIZING POTENTIAL SYNERGIES A LEADING RACING DEVELOPER based on achieved accumulated Adj. EBIT2 levels within distribution, marketing, know-how creating epoch-defining two wheel racing titles and IP development using state-of-the-art AI technology below 70% of target Adj. EBIT = No earn-out 100% of target Adj. EBIT = EUR 28.9m above 130% = Earn-out capped at EUR 37.6 ATTRACTIVE BUSINESS MODEL STRONG FINANCIAL CONTRIBUTION INCREASING ITALIAN PRESENCE recurring cash flows Net revenues EBITDA Oper. EBIT with established developer and publisher from yearly/bi-yearly releases 27.5-32.25 MEUR 15.5-18.0 MEUR 10.75-12.5 MEUR Target financials FY201 1. Refers to Milestone’s financial year July-June 2. Based on agreed adjustments and according to Italian GAAP 6
GROUP OVERVIEW Group HQ SEK 5.4bn net sales (LTM June 2019) Group strategy and M&A SEK 900m operational EBIT (LTM) Karlstad 2,418 headcount Two complementary business areas Games Partner Publishing Development, publishing and marketing of games Publishing and distribution of (mainly) games and film Three autonomous sub-groups: Munich 13 offices across the world: Selected partners: Vienna Munich Skövde Details on next slides 8
GAMES – OVERVIEW Three autonomous sub-groups: 9% 31% % of net sales (Trailing 9 Months Jun-19) 61% Own IPs within AAA development. Creative, very focused on gaming Core strategy to acquire and build Publishing on external products Focus making and development, new based on established IPs. that needs powerful marketing and IPs, teams up to ~20 people. physical distribution power. 22 41 52 141 24 15 134 STUDIOS NORTH Skövde Stockholm 64 21 17 internal studios ## = Approx. headcount 31 173 70 5 22 29 Lavapotion 7 58% digital 75% owned IP 51% new releases 130+ owned IPs See next slide per quarter of LTM net sales of LTM net sales 1,800+ Game developers average last four (internal + external) 81 projects in pipeline quarters See pipeline slide Note: All studios are 100% owned except Coffee Stain North (60%), Lavapotion (60%) and Bugbear (90% but with an option for the remaining 10%) Note: LTM = Last Twelve Months ending 30 June 2019. Other figures refer to as per 30 June 2019. Number of game developers refer to both internal and external. 9
GAMES – KEY IP:S 100+ IPs 15+ IPs 9 IPs Exclusive license 130+ IPs SEK 10BN+ 100M+ COPIES in total lifetime sales by 10 key IPs lifetime sales by 10 key IPs 10
SELECTED UPCOMING RELEASES Games business area Partner publishing Q2 FY19/20: Dragon Quest Builders PC PS4 XB1 PC PS4 XB1 PC PS4 XB1 Switch PS4 XB1 PC PS4 2 IP: Own IP: Own IP: 3rd party IP: Own IP: 3rd party by Square Enix THQ Nordic THQ Nordic THQ Nordic THQ Nordic Deep Silver Final Fantasy XIV Shadowbringers by Square Enix PC PS4 XB1 PC PS4 XB1 PC PC PS4 XB1 PC PS4 XB1 IP: Own IP: Own IP: Own IP: Own IP: 3rd party Wolfenstein THQ Nordic Deep Silver Coffee Stain THQ Nordic Deep Silver Cyberpilot by Bethesda In total 81 projects Wolfenstein (34 announced Youngblood Deluxe Edition and 47 by Bethesda Deep Silver Deep Silver Coffee Stain Deep Silver unannounced) 11
GROWTH TRACK RECORD SINCE IPO Organic and acquisitive (30% dilution*) growth since IPO until 30 Jun 2019 has yielded: # of game developers # of internal development studios Key IPs acquired since IPO +5x +4x Long-term exclusive license 1 828 17 STU DI OS 339 4 Lavapotion Sep 2016 Jun 2019 Sep 2016 Jun 2019 (IPO) (IPO) Net sales, SEKm Operational EBIT, SEKm Cash, SEKm Top talent +20x +10x +19x Highly talented 5 462 900 3 159 key people with complementary skillsets 272 90 167 TTM Sep TTM Jun joined THQ Nordic TTM Sep TTM Jun Dec 2016 Jun 2019 2016 (IPO) 2019 2016 (IPO) 2019 (IPO) * Based on 72m shares immediately post IPO and 103m shares as of 30 Jun 2019 12
GROWTH STRATEGY Continue established and proven growth strategy – now leveraging across larger group Group level ORGANIC GROWTH: 1 Releasing of current development pipeline (currently 81 releases) ü ü ü 2 Continued investments into new content/games (on existing and new IPs) ü ü ü 3 Further organic consolidation of Partner Publishing market ü ACQUISITIVE GROWTH: ü 4 Acquire IPs or established catalogues of assets ü ü 5 Acquire development studios ü ü ü 6 Acquire publishers, adding niches, markets or consolidation ü ü ü We will continuously seek to allocate capital towards our highest risk-adjusted ROI opportunities, benchmarking both organic and M&A 13
M&A PROCESS Typical M&A process Success factors 1. Scouting – Ongoing, patient scouting and ü Professional but research activity at HQ in Sweden, THQ Nordic fast and lean Vienna, Koch Media Deep Silver and Coffee process – focus on Stain key issues Typically performed 2. Proceeding with specific lead ü Giving autonomy “entrepreneur to to creative, driven 3. In-house DD – Commercial and financial due entrepreneur” with entrepreneurs diligence on key games, people and business in-house capacity plan and light on third- ü Accessing a party advisors on plethora of 4. Handshake on Heads of Terms – Negotiating either side knowledge and heads of terms, business plan and post- experience within acquisition structure (subject to legal, financial, the THQ Nordic tax and further commercial due diligence) family 5. Execution: Due diligences, finalizing terms, legal Engaging leading ü Cash on balance docs, etc. legal (Baker McKenzie), corp, 6. Signing and closing – Normally same day finance, financial and tax advisors (EY) 14
3. Gamescom
ASSORTED GAMESCOM ANNOUNCEMENTS Metro Exodus New trailer for DLC release Shenmue 3 IP: own IP: 3rd party Tuesday 5 PM Wednesday 9 AM Early access in early Publishing deal 2020 Release Oct 17, 2019 IP: 3rd party IP: Own IP: 3rd party IP: 3rd party Release winter New trailer and New trailer released 2019/2020 release date by Microsoft 16
4. Financials
FINANCIAL OVERVIEW Net sales EBITDA Operational EBIT CAGR: 218% CAGR: 167% CAGR: 134% 5 426 1 549 900 4 124 974 484 273 202 133 108 302 508 2016 2017 2018 LTM 2016 2017 2018 LTM 2016 2017 2018 LTM Jun-19 LTM Margin: 44% 54% 24% 29% Margin: 36% 40% 12% 17% Intangible assets at 30 Jun 2019 Net sales in “Games” business area Liquidity position (30 Jun 2019) (Last 9 Months ending Jun 2019) Item SEKm Share • SEK 3.2bn cash IP-rights 1,000 26% 9% Coffee Stain Yet-to-be released games 1,280 34% • SEK 4.7bn cash and available Goodwill 787 21% 31% THQ Nordic credit facilities Released games 427 11% Surplus value Partner Publishing/Film 161 4% Other int. assets (film etc.) 163 4% 61% Deep Silver Total 3,819 100% 18
INVESTMENTS Investments in intangible assets the quarter Investments in game development by quarter Q1 FY19/20 Internal capitalized development SEKm 225 378 External game development and advances SEKm 400 356 131 350 305 300 131 22 250 208 0 Other External 200 Other intangible IP-rights External game Internal capitalized development and advances assets (Film etc.) development Total intangible… game… 150 IP-rights Internal Total capitalized… 100 225 50 0 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Finalized and completed game development: SEK154m 2016 2017 2018 2019 Note: Not including investments in property, plant and equipment which was SEK 11m in the quarter 19
Reported Balance Sheet Balance Sheet - Reported Specification - Net Operational Assets MSEK 2019-03-31 MSEK 2019-03-31 Cash and cash equivalents 2 929 Inventory 323 Ongoing Game Development 1 115 Current receivables (excl taxes) 1 247 Completed Game Development & Other Intangibles 545 Current liabilities (excl taxes) -1 159 Tangible Assets (Real Estate) 170 Working capital 410 Acquisition related Intangible Assets 2 047 Taxes (Net current and deferred) -156 Other Operational Assets 1 802 Provisions (excl deferred taxes) -429 8 608 -175 Equity 5 713 Net operational Interest-bearing Debt 918 assets (SEK-175m) Other Operational Liabilities 1 977 8 608 § Acquisition related intangible assets consists of surplus values from PPA relating to IP-rights (1,056m), Goodwill (830m) and Partner Publishing Relationships (161m). § Completed Games Development & Other Intangibles (SEK 545m) consists of Completed games (395m), Film (139m) and Other intangible assets (11m). § Net operational assets amount to (SEK -175m) and is specified in table above. 20
Operational- and Non-operational Balance Sheet Balance Sheet - Opertional Items Balance Sheet - Non Opertional Items MSEK 2019-03-31 MSEK 2019-03-31 Ongoing Game Development 1 115 Net Cash 2 011 Completed Game Development & Other Intangibles 545 Acquisition related Intangible Assets 2 047 Tangible Assets (Real Estate) 170 4 058 1 830 Equity 4 058 Net Operational liabilities 175 4 058 Equity 1 655 1 830 § From an operational perspective we have invested most of our funds into our gaming portfolio, where on-going projects amount to SEK 1,115m. SEK 545m is invested in Completed games (395m), Film (139m) and Other intangible assets (11m). Further we have another SEK 170m invested into PPE (156m) and participations in associated companies (14m). The sources of funds stem from Equity and Net operating liabilities. § From a non-operational perspective we have SEK 2,011m invested in net cash and equivalents and SEK 2,047m invested into surplus values from acquisitions, all funded with Equity. 21
5. Appendix
RENAMING PARENT COMPANY TO “EMBRACER GROUP” • Before parent company shared name with THQ Nordic Vienna – Embracer Group AB confusing to the industry Group strategy and M&A ß 17 Sep 2019 • Renaming to clarify group Karlstad structure and strategy with parent company as a holding company Games Partner Publishing Vienna Munich Skövde Munich 23
MARKET TRENDS Market trends favorable for publishers and owners/creators of quality content Robust market growth Competition to Steam Cloud Gaming: Subscription based services: for PC and console continues boosts publisher margins Billions of dollars up for grabs “Netflix for games” Current services already generates Market Growth notable revenues: Msoft GamePass, size 18e–21e Publisher/developer share: +26% Sony PSNow, EA Origin 2021e (CAGR) 70% Established and upcoming services PC $32bn 4% 88% needs our content excl. browser Console $39bn 4% Monetizing catalogue, increase revenues on DLCs 30% Mobile $88bn 16% 12% Brings new players to sequels for established IPs Total $180bn 9% Even stronger with cloud gaming Shift to digital distribution Games as a Service (GaaS) boosts publisher margins Console or gaming PC not needed the new normal Steam (Valve) dominates digital if games are stored, computed and distribution to PC – but its 30% rendered in the cloud Games as a Service (GaaS) Digital (vs. physical): revenue take is at risk if new strong continues to grow in importance competitors enter Billions of dollars up for grabs: + Interact with community and Epic Games Store will take 12%, 1. Console hardware spend headed analyse their gaming behaviour to Digital gross margin: ~95% leaving 88% to publisher/developer toward content/subscriptions Physical gross margin: ~70% when it launches in 2019 drive community engagement and 2. Market expansion (more gamers) post-launch monetization through = Steam lowered its take Oct 2018: as no console required to play: DLC and other in-game purchases, 25% on sales beyond $10m, and lapsed gamers, mobile gamers, Publisher gross margin: 20% on sales beyond $50m females, families Gives games longer life and engagement Source: Newzoo, steamcommunity.com, unrealengine.com, THQ Nordic 24
Name Capital % Votes % Founder management Renouned institutions OWNERSHIP 30 June 2019 Lars Wingefors through companies 35.1 51.5 Co-Founder, Group CEO Swedbank Robur Funds 9.1 5.1 Erik Stenberg through company 7.6 11.2 Co-Founder, Deputy Group CEO Handelsbanken Funds 6.0 3.3 Mikael Brodén through company 2.6 3.8 AP1 Första AP-fonden 2.3 1.3 Didner & Gerge Funds 2.2 1.2 Olsson Family and Foundation 2.2 1.2 SEB Funds 2.0 1.1 Life Insurance Skandia 1.9 1.0 Avanza Pension 1.2 0.7 Klemens Kreuzer through company 1.1 1.6 Co-Founder, CEO THQ Nordic ODIN Fonder 1.0 0.5 AP2 Andra AP-fonden 0.9 0.5 Martin Larsson 0.9 0.5 Capital Group 0.9 0.5 Pelle Lundborg with family through company 0.8 1.9 Reinhard Pollice through company 0.8 1.0 Co-Founder, Director THQ Nordic Skandia Funds 0.7 0.4 Rolf Lundström 0.6 0.4 BlackRock 0.6 0.3 RAM Rational Asset Management 0.5 0.3 Inwestbergh AB 0.5 0.3 Chahine Capital 0.4 0.2 Koch Media Holding GmbH 0.4 0.2 - Partly owned by Founder and Sensor Funds 0.4 0.2 CEO of Koch Media/Deep Silver TIN Funds 0.4 0.2 Länsförsäkringar Funds 0.3 0.2 Knutsson Holdings AB 0.3 0.2 Michael Knutsson 0.3 0.2 Aktia Asset Management 0.3 0.2 Founder-managers jointly own: Svenska Handelsbanken AB for PB 0.3 0.2 45% of capital, and Meme Addict AB 0.3 0.2 65% of votes Spelfisken AB 0.3 0.2 Amyril AB 0.3 0.2 Grillus Janus Invest AB 0.3 0.2 Vedtraven Finans AB 0.3 0.2 Hippies With Attitude AB 0.3 0.2 Long Name Holding AB 0.3 0.2 Stefan Spel & Bry AB 0.3 0.2 Equity research coverage: TOTAL TOP 40 86.1 92.2 Berenberg, Carnegie, Handelsbanken, Nordea, Pareto Securities, ABG Sundal Collier (paid), Redeye (paid) OTHER 13.9 7.8 TOTAL 100.0 100.0
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