A SPAC with Russian flavors: Nexters and Kismet complete merger

Nexters, one of the most successful Russian-founded game development companies, is going public today through a merger with special-purpose acquisition company (SPAC) Kismet. The company is traded on the NASDAQ under the new ticker symbols “GDEV” (ordinary shares) and “GDEVW” (warrants).

The Kismet SPAC which just merged with Nexters closed its $250 million NASDAQ IPO in August 2020.  It signed a  merger agreement in February 2021, placing Nexters’ enterprise value at $1.9 billion. Initially scheduled for completion in the second quarter, the merger has been postponed to Q3 — “due to a marketwide change related to certain SPAC accounting treatments that have been introduced by regulators in Q2,” as Kismet explained in a previous exchange with East-West Digital News.

The merger will deliver approximately $132 million in cash to Nexters and its shareholders, the company announced. These include funds from the Kismet trust account, Kismet Sponsor Limited, and PIPE investors Mubadala Investment Company and VPE Capital.

“These proceeds are expected to accelerate both organic and inorganic growth initiatives at the company, and will be deployed, among other things, to fund the development of new products with a focus on further expansion into more casual genres, the launch of games across additional geographies, and deals with premier gaming companies through Nexters’ well-established connections in the gaming industry,” according to the press-release.

Nexters expects its IPO will “support its aim to become the leading consolidator in the gaming space in Russian speaking countries, Eastern Europe and beyond.”

Three SPACs in a row

Founded by Russian telco top executive Ivan Tavrin, Kismet has launched two other SPACs, which raised $230 million and $287.5 million, respectively, almost simultaneously in April 2021. All these vehicles have an almost identical focus — the technology and sectors primarily in Russia or more broadly the EMEA region.

Asked about the strategy behind creating these multiple vehicles, Kismet told EWDN: “Having [these] vehicles enables [us] to pursue multiple transaction opportunities simultaneously. We have the team, the pipeline, and the expertise to support this expansion.”

“We have the ambition of building the leading SPAC franchise in EMEA, and the practice of running several SPAC vehicles in parallel is a part of this strategy,” Kismet said, referring to a “well-precedented practice” in more mature SPAC markets such as the USA.

In March 2021, Denis Sverdlov, a Russian serial entrepreneur and former government member, also took advantage of the SPAC wave, introducing his company Arrival on the NASDAQ. 

Topics: Capital markets, Finance, Gaming, International, M&A, News, Venture / Private equity
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