Atari Closes the Acquisition of Nightdive Studios

Atari Closes the Acquisition of Nightdive Studios

PARIS, FRANCE (May 15, 2023 - 8.00 am CET) - Atari (the “Company”) — one of the world's most iconic consumer brands and interactive entertainment producers — is pleased to announce the closing of the acquisition of Night Dive Studios Inc. (“Nightdive”), a full service game development and publishing company based in Vancouver, Washington, USA and organized under the laws of the same state, announced on March 22, 2023.

With this acquisition Atari will enrich its large library of owned IP, be able to leverage Nightdive’s proprietary technology, and utilize Nightdive’s publishing capabilities in order to support Atari’s retro-focused growth strategy.

“Our shared passion for preservation and innovation in retro gaming makes Atari the ideal partner, and our team is excited to take this next step,” said Stephen Kick, CEO of Nightdive. “Atari’s support is going to allow us to grow our business and expand our reach.”

“Nightdive has a tremendously talented team and they’ve earned their reputation as leaders in retro gaming,” said Wade Rosen, Chairman and CEO of Atari. “Like the rest of their fans, I’m looking forward to their upcoming releases, and I am confident we will help their business flourish.”

The purchase price of Nightdive consists of (i) an initial consideration of US$9.5 million, paid in cash for US$4.5m (€ 4.1m)¹ and in newly issued Atari shares for US$5.0m (€4.55 M)², plus (ii) an earn-out of up to US$10 million, payable in cash over the next three years based on the future performance of Nightdive.

The contribution by Nightdive's founders and Wade Rosen³ of 1,912,500 common shares of Nightdive resulted in the issuance of 38,129,423 new Atari shares. As a result, Nightdive's founders together hold upon completion of the contribution 7.9% of Atari's share capital and 7.8% of its voting rights, while Wade Rosen holds upon completion of the contribution 27.7% of Atari's share capital and 27.5% of its voting rights⁴.

Nightdive's founders have agreed to a 6-month lock-up on their Atari shares as from the completion of the contribution⁵.

The cash portion of the purchase price will be partially refinanced by the issuance of the €30 million Convertibles Bonds announced on March 22, 2023 whose terms and conditions will be released in the coming weeks, subject to the Autorité des marchés financiers (AMF) approval on the prospectus.