Take-Two Buys Gearbox Entertainment From Embracer For $460 Million

Video game publisher Take-Two Interactive Software has acquired Gearbox Entertainment, the company behind the Borderlands franchise, for $460 million in an all-stock deal with Embracer, the latest big deal in the video game business.

The deal comes as Lionsgate is releasing Eli Roth’s theatrical adaptation of Borderlands in August.

Take-Two said it expects the transaction “to deepen its successful relationship with Gearbox Entertainment and to provide increased financial benefits through a fully-integrated operational structure.” Gearbox’s extensive IP portfolio includes full ownership of the popular Borderlands and Tiny Tina’s Wonderlands franchises, as well as Homeworld, Risk of Rain, Brothers in Arms, Duke Nukem. Gearbox currently has six interactive entertainment projects in various stages of development, including five sequels, two of which are from the Borderlands and Homeworld franchises, and at least one new property.

Beyond these plans, Take-Two said it believes that there are incremental opportunities to invest in new projects and to expand Gearbox’s proven franchises.

Our acquisition of Gearbox is an exciting moment for Take-Two and will strengthen our industry-leading creative talent and portfolio of owned intellectual property, including the iconic Borderlands franchise,” said Strauss Zelnick, Chairman and CEO of Take-Two. “This combination enhances the financial profile of our existing projects with Gearbox and unlocks the opportunity for us to drive increased long-term growth by leveraging the full resources of Take-Two across all of Gearbox’s exciting initiatives.”

“With nearly 20 years of history working together, Gearbox has played an integral role in our success, given their unique ability to create interactive entertainment experiences that feature beloved characters, exciting new worlds, and humorous storytelling,” added David Ismailer, President of 2K. “We are thrilled to welcome Randy Pitchford and his team of passionate, talented developers to 2K and we look forward to releasing numerous projects in the future as colleagues. We have loved partnering with Gearbox on every iteration of the Borderlands franchise and are excited to be in active development on the next installment in the series.”

“Joining forces with Take-Two Interactive and 2K will help Gearbox ascend to our next level,” said Randy Pitchford, Gearbox founder and CEO. He will continue to run it, along with current management, as a studio within Take-Two. “Take-Two and 2K have demonstrated repeatedly their commitment to our engine of generating creativity, happiness, and profit. We set the bar for interactive entertainment and achieved remarkable results with groundbreaking, record-setting games when we worked together at arm’s length as partners. I’m incredibly excited about what we can accomplish now that we’re fully aligned as one.”

Gearbox operates studios in Frisco, Texas, Montreal and Quebec City.

The space has been an active one for deals, from Microsoft’s mammoth $69 billion acquisition of Microsoft last fall, on down.

The number of Take-Two shares in the transaction will be calculated by dividing the purchase price by Take-Two’s average closing share price over the five trading days prior to closing, anticipated in the September quarter.

The transaction excludes certain third-party publishing and other assets that Take-Two deemed non-core to its business.

The purchase price assumes a debt-free, cash-free company with a normalized level of net working capital (excluding cash) at the time of the closing of the acquisition.