In Football-Stars, players become the managers of their dream teams, choosing from any of the real-world football players and clubs in the Bundesliga, the 2nd Bundesliga, and the English Premier League (EPL). Players can also compete in challenges in Europe’s top football competitions, such as the Champions League, Europa League, La Liga, Serie A, and Ligue 1.

 

Of special relevance to the Company’s focus is the next step of Football-Stars’ development, which includes the addition of blockchain gaming elements, starting with the integration of a collectible game using NFTs centered around real football players and clubs.

 

Stryking holds an official license from Deutsche Fußball Liga (“Bundesliga”), the top-tier German football league, for the right to use all Bundesliga club logos and player pictures in Football-Stars. 

 

Stryking also has a license from FC Bayern München e. V. (“Bayern Munich”), the most successful club in German football history, for the right to use the Bayern Munich brand and assets to produce dedicated content for fans within Football-Stars, starting with the 2019/2020 football season. Bayern Munich will promote the collaboration to their fans in Europe and Asia through their website and their more than 60 million social media followers.

 

Stryking is currently in advanced negotiations with other international leagues, clubs, and media houses to secure additional premium partnerships.

 

Finally, Stryking has access to detailed statistics and performance data for all relevant European football leagues and some national team matches, allowing it to keep Football-Stars content and in-game stats fully accurate and up to date.

Transaction details
The Company will acquire 100% of the equity in Stryking Entertainment GmbH, being a total of 139,092 common shares, for an upfront consideration of €1 million (approximately A$1.58 million) payable in common shares of Animoca Brands, plus earn-out payments totalling a maximum of €2 million (approximately A$3.15 million), payable in cash or shares, at the Company’s discretion, subject to conditions including:

• That Stryking be profitable and Cash Flow positive; and

• €1.2 million net revenues per post audit per period for two (2) periods to be eligible.

 

The number of Animoca Brands shares to be issued to Stryking will be determined at a price per share of A$0.10. The shares are subject to a lock-up period of 12 months, and the recipients of those shares will be subject to certain selling restrictions following the end of the lock-up period. 

 

The Company will seek shareholders’ approval for this acquisition.

 

Strategic rationale
The acquisition of Stryking is highly complementary to Animoca Brands and its projects. Stryking has a highly experienced management team of serial entrepreneurs in the fields of games and finance, with hundreds of millions of dollars in successful exits. 

 

Dirk Weyel, the founder and CEO of Stryking, has 20 years of experience in the games industry. He was the co-founder and COO of Frogster Interactive Pictures AG, listed on the Frankfurt Stock Exchange, until he exited that company via a trade sale at a valuation of US$100 million in 2011. He was also the co-founder of the agency Torben, Lucie & die gelbe Gefahr GmbH (TLGG), which was sold to Omnicom Group in 2015.

 

Hong Thieu, the CFO of Stryking, is a serial entrepreneur and investor with 20 years of experience in corporate finance, investor relations, public relations, and compliance at listed companies. He oversaw two initial public offerings (IPOs) in Germany with a total market capitalization of approximately €600 million: Pironet AG and Epigenomics AG.

 

In addition to the sports-related work of its AI-driven fitness and wellness subsidiary OliveX, the Company is also expanding into the lucrative sports gaming space, seeking new global fan bases for its products and initiatives, including its blockchain and non-fungible token (NFT) projects. Today’s announcement adds two prominent sports brands to the Animoca Brands portfolio, which also includes the recently announced Formula 1® (see ASX announcement of 26 March 2019), and the fantasy sports game MLB Champions™, based on Major League Baseball (see ASX announcement of 3 April 2019). 

 

Football-Stars is a game that aligns strongly with the Company’s own blockchain and NFT strategy, with an upcoming game update that will offer NFTs based on real football players and clubs.

Capital raise
In order to take advantage of multiple business opportunities and to fast track development and promotion of upcoming games and NFT launches, the Company has completed a strategic capital raise of A$4.6 million to international blockchain investors, high-quality Australian institutional investors, and existing shareholders. 

 

The capital raise was conducted at a price per share of price of $0.10, a 4.2% premium to the 30-day VWAP of $0.096, and includes a lock-up mechanism in the form of an attaching 1:2 loyalty option (one option for every two shares) priced at A$0.125 per share, which vests if the placement stock is held for 15 months from issuance and expires 12 months from the date of issue. The Company intends to issue the new shares under the capacity provided by ASX Listing Rules 7.1 and 7.1A. The proposed security split between Listing Rule 7.1 and 7.1A is shown in the table below. Should 100% of the unlisted options vest and be exercised, then this would result in a dilution of 8.4%.

 

Share Split