Gaming
Take-Two and Zynga to Combine, Bringing Together Best-in-Class Intellectual Properties and a Market-Leading, Diversified Mobile Publishing Platform, to Enhance Positioning as a Global Leader in Interactive Entertainment
Take-Two Interactive and Zynga, two leaders in interactive and mobile entertainment, today announced that they have entered into a definitive agreement, under which Take-Two will acquire all of the outstanding shares of Zynga in a cash and stock transaction valued at $9.861 per Zynga share, based on the market close as of January 7, 2022, with a total enterprise value of approximately $12.7 billion. Under the terms and subject to the conditions of the agreement, Zynga stockholders will receive $3.50 in cash and $6.361 in shares of Take-Two common stock for each share of Zynga common stock outstanding at the closing of the transaction. The purchase price represents a premium of 64% to Zynga’s closing share price on January 7, 2022.
This transformative combination unifies two global leaders in the interactive entertainment business and establishes Take-Two as one of the largest and most diversified mobile game publishers in the industry, with $6.1 billion in pro-forma Net Bookings for the trailing twelve-month period ended September 30, 2021.
Both companies have created and expanded iconic franchises, which will combine to form one of the largest and most diverse portfolios of intellectual properties in the sector. Take-Two’s labels are home to some of the most beloved series in the world, including Grand Theft Auto®, Red Dead Redemption®, Midnight Club®, NBA 2K®, BioShock®, Borderlands®, Civilization®, Mafia®, and Kerbal Space Program®, while Zynga’s portfolio includes renowned titles, such as CSR Racing™, Empires & Puzzles™, FarmVille™, Golf Rival™, Hair Challenge™, Harry Potter: Puzzles & Spells™, High Heels! ™, Merge Dragons!™, Toon Blast™, Toy Blast™, Words With Friends™, and Zynga Poker™.
Management Comments
“We are thrilled to announce our transformative transaction with Zynga, which significantly diversifies our business and establishes our leadership position in mobile, the fastest growing segment of the interactive entertainment industry,” said Strauss Zelnick, Chairman and CEO of Take-Two. “This strategic combination brings together our best-in-class console and PC franchises, with a market-leading, diversified mobile publishing platform that has a rich history of innovation and creativity. Zynga also has a highly talented and deeply experienced team, and we look forward to welcoming them into the Take-Two family in the coming months. As we combine our complementary businesses and operate at a much larger scale, we believe that we will deliver significant value to both sets of stockholders, including $100 million of annual cost synergies within the first two years post-closing and at least $500 million of annual Net Bookings opportunities over time.”
“Combining Zynga’s expertise in mobile and next-generation platforms with Take-Two’s best-in-class capabilities and intellectual property will enable us to further advance our mission to connect the world through games while achieving significant growth and synergies together,” said Frank Gibeau, CEO of Zynga. “I am proud of our team’s hard work to deliver a strong finish to 2021, with one of the best performances in Zynga’s history. We are incredibly excited to have found a partner in Take-Two that shares our commitment to investing in our players, amplifying our creative culture, and generating more value for stockholders. With this transformative transaction, we begin a new journey which will allow us to create even better games, reach larger audiences and achieve significant growth as a leader in the next era of gaming.”
Strategic Rationale and Stockholder Value Creation
With Zynga’s stockholders receiving approximately 64.5%1 of the transaction consideration in Take-Two stock, both groups of stockholders will benefit from the combined company’s greater scale, enhanced financial profile, and the synergies created through the transaction.
Combined company is well-positioned to capitalize on the interactive entertainment industry’s strong tailwinds, including a leadership position in mobile. The video game sector has experienced rapid growth over the last few years and is now the largest vertical in the entertainment industry2. Mobile gaming is the fastest growing segment within the industry, with an estimated $136 billion2 in gross bookings in 2021, and an expected compound annual growth rate of 8%2 over the next three years. The transaction is expected to establish Take-Two as a leader in mobile gaming, with mobile expected to comprise over 50% of its Net Bookings in Fiscal Year 2023 (as compared to an estimated 12% in Fiscal Year 2022). The transaction will bolster Take-Two’s mobile offerings, which include popular games such as Dragon City, Monster Legends, Top Eleven, Two Dots, and WWE SuperCard, and consist of a diverse array of titles that focus on many of the most popular genres in mobile gaming, including casual, hyper-casual, lifestyle, mid-core, puzzle, social casino and sports games.
Formation of an industry-leading portfolio, comprising Take-Two’s best-in-class intellectual properties and Zynga’s renowned mobile titles. The transaction will create a powerful and diverse portfolio of industry-leading titles that span key platforms and genres across interactive entertainment, developed by some of the most creative and forward-thinking talent within the industry. By sharing best practices and key data insights across the enterprise, the Company is expected to benefit from significant development and publishing synergies, unlock new revenue streams and reach new audiences around the world.
The combined entity has significantly greater scale, with $6.1 billion in Net Bookings, and $769 million3 in Adjusted Unrestricted Operating Cash Flow on a pro-forma basis for the trailing twelve-month period ended September 30, 2021. Looking ahead, the combined company is expected to deliver a 14%4 compound annual growth rate for Net Bookings (excluding the annual Net Bookings opportunities and any future acquisitions) over the three-year period from Take-Two’s Fiscal Years 2021 through 2024.
Addition of Zynga’s mobile titles will expand the Company’s base of Recurrent Consumer Spending (“RCS”). Through the addition of Zynga’s mobile business, particularly its diversified portfolio of live services and upcoming pipeline of new releases, Take-Two will increase its sources of RCS, a highly-attractive revenue stream that helps reduce volatility across reporting periods that has historically been driven by the cadence of Take-Two’s console and PC release slate.
Take-Two has also identified over $500 million of incremental annual Net Bookings opportunities to unlock over time, driven by:
Creation of new mobile games for many of the iconic franchises within Take-Two’s portfolio of intellectual property. Take-Two has an extensive catalog of commercially and critically successful console and PC titles with engaged and loyal communities of players, and there is a meaningful opportunity to create mobile games and new cross-platform experiences for many of these properties. Zynga’s nearly 3,000 employees include highly-talented mobile developers, paving the way for Take-Two to accelerate this strategic initiative and introduce its iconic intellectual properties across the fastest-growing platform in the industry.
Ability to optimize RCS by leveraging the collective knowledge across both companies. Both Take-Two and Zynga have extensive capabilities to engage players through live operations (“LiveOps”) and RCS initiatives. By combining resources and proven acumen, the teams at Take-Two and Zynga will deploy best-in-class practices throughout the organization to enhance and grow existing titles across the portfolio. Key opportunities include cross-marketing through a larger, shared customer database and improving game economies through more effective data analytics and machine learning models.
Other strategic benefits include the use of Zynga’s Chartboost advertising platform, which will improve new user acquisition through better audience targeting and optimize mobile advertising inventory to achieve greater yields; geographic expansion into growth markets across Asia, including India, and the Middle East, among other regions; and an enhanced focus on technological innovation and new business models that will utilize the collective knowledge of forward-thinking talent.
Take-Two expects approximately $100 million of annual cost synergies within the first two years after closing, primarily driven by the rationalization of duplicative overhead including corporate general and administrative expenses and public company costs, as well as the benefit of scale efficiencies across the enterprise.
The acquisition is structured to maintain a strong balance sheet, including significant annual cash generation. The combined company’s strategic and financial flexibility is expected to be greater than each company on a standalone basis, providing Take-Two with the financial resources to continue to invest in talent, development, and innovation, while also pursuing select inorganic growth opportunities.
Leadership
At the close of the transaction, Strauss Zelnick will continue to serve as Chairman and CEO, and the management team of Take-Two will continue to lead the combined company. Zynga’s highly skilled and proven management team, led by Frank Gibeau and Zynga’s President of Publishing, Bernard Kim, will drive the strategic direction for Take-Two’s mobile efforts and will oversee the integration, and day-to-day operations of the combined Zynga and T2 Mobile Games business, which will operate under the Zynga brand as its own label within the Company. Additionally, Take-Two will expand its Board of Directors to 10 members upon the closing of the transaction to add two members from Zynga’s Board of Directors.
Terms of the Acquisition
Zynga stockholders will receive $3.50 in cash and $6.361 in shares of Take-Two common stock for each share of Zynga common stock outstanding at the closing. The transaction is valued at $9.861 per share of Zynga common stock based on the market closing as of January 7, 2022, implying an enterprise value of approximately $12.7 billion.
The transaction includes a collar mechanism on the equity consideration, so that if Take-Two’s 20-day volume weighted average price (“VWAP”) ending on the third trading day prior to closing is in a range from $156.50 to $181.88, the exchange ratio would be adjusted to deliver total consideration value of $9.86 per Zynga share (including $6.36 of equity value based on that VWAP and $3.50 in cash). If the VWAP exceeds the higher end of that range, the exchange ratio would be 0.0350 per share, and if the VWAP falls below the lower end of that range, the exchange ratio would be 0.0406 per share.
Within the collar range, the final number of Take-Two shares estimated to be issued on a fully diluted basis will range between approximately 50.3 million and 58.5 million shares. Upon closing of the transaction, current Take-Two stockholders will own between 67.2% and 70.4% and current Zynga stockholders are expected to own between 29.6% and 32.8% of the combined company on a fully diluted basis, respectively, including the shares associated with expected settlement of Zynga’s two outstanding series of convertible notes due 2024 and 2026.
As part of the transaction, Take-Two has received committed financing of $2.7 billion from J.P. Morgan and intends to fund the cash component of the transaction through a combination of cash from its balance sheet as well as proceeds of new debt issuance.
The merger agreement provides for a “go-shop” provision under which Zynga and its Board of Directors may actively solicit, receive, evaluate, and potentially enter negotiations with parties that offer alternative proposals during a 45-day period following the execution date of the definitive agreement, expiring on February 24, 2022. There can be no assurance this process will result in a superior proposal. Zynga does not intend to disclose developments about this process unless and until its Board of Directors has made a decision with respect to any potential superior proposal.
1Within a 7.5% symmetrical collar based on a Take-Two share price of $169.19 as the midpoint.
2 Source: IDG Consulting.
3 Based on the trailing twelve-month period ended September 30, 2021. Combines Take-Two’s Adjusted Unrestricted Operating Cash Flow of $467 million and Zynga’s Operating Cash Flow of $302 million.
4 Due to different fiscal year ends, appropriate modifications were made to calculate information based on Take-Two’s fiscal year end.
Approvals and Close Timing
The transaction, which is expected to be completed during the first quarter of Take-Two’s Fiscal Year 2023, ending June 30, 2022, is subject to the approval of both Take-Two and Zynga stockholders and the satisfaction of customary closing conditions, including applicable regulatory approvals.
The transaction has been unanimously approved by the Take-Two and Zynga Boards of Directors. Moreover, each director and executive officer of Take-Two and Zynga have entered into voting agreements to support the transaction.
Gaming
Global Gaming League Launches New Era of Competitive Video Gaming with T-Pain vs. NE-YO Showdown and More
The Global Gaming League (GGL) announced its first season of year-around competitions titled SZN Zero. Backed by entertainment visionary Clinton Sparks and Grammy-winning artist and streaming icon T-Pain, the GGL is the first-of-its-kind, multi-title, live-action gaming entertainment league, where professional gamers, influencers, and casual players compete side-by-side in front of live audiences in Las Vegas and available globally on major platforms. Teams compete in popular game titles ranging from Call of Duty and Rocket League to Tetris and Street-Fighter.
Each event will feature two celebrity owned teams made up of four players each – high profile influencers, actors, athletes, artists, and both professional and casual gamers – facing off in four round matches covering four different genres. Superstar hosts and half time shows from major artists will turn up the entertainment factor. SZN Zero events will take place in Las Vegas, building up to a championship match in November live from the iconic Palms resort and casino, and the Global Gaming League will continue with SZN One in 2026.
SZN Zero’s first competition on August 23rd will feature T-Pain’s team Nappy Boy Grizzlies against three-time, Grammy award-winning hitmaker NE-YO and his Gentleman’s Gaming Team – finally facing off after months of social media trash talk and rivalry about who’s better at Tekken. The event will stream live on the GGL’s YouTube channel and other major platforms.
T-Pain, who is GGL’s Director of Strategy, was the league’s first team owner. NE-YO joins previously announced owners Flavor Flav and Bryce Hall along with Gillie Da Kid & Wallo.
“We wanted to build something that brought gamers from different backgrounds and cultures together in a unique way that was equally fun and competitive. With SZN Zero, we will introduce an authentic and relatable form of entertaining competition that will converge music, fashion, celebrity, and culture bringing the biggest form of entertainment in the world – video gaming – to the masses,” said Clinton Sparks, Founder and CEO of the Global Gaming League.
“Gaming is just as important as music or any other sport, to me. NE-YO had some words for me on socials, I heard enough of what he had to say and felt it was time to show him that I actually do this. But honestly I’m just ready to have some fun with my friend, because bottom line, that’s what gaming is all about. Now folks will just have to see what happens on August 23rd when we face off in Las Vegas at the GGL SZN Zero launch,” said T-Pain.
NE-YO responded: “Honestly, I was trying to connect with T-Pain to maybe be part of his team but when he kept blowing me off and then I saw that video of him talking about my lips, I decided the only way to get his attention would be to call him out. Now, we’ll see just how good he really is – or isn’t – when we go head to head.”
World-class Publishers such as Activision Blizzard, Bandai Namco, Capcom, EA, Tetris, and Ubisoft have all agreed to allow GGL to use some of the most popular and challenging games during SZN Zero, attracting a new audience and offering viewers a unique and compelling gaming experience. In addition to YouTube, the Global Gaming League SZN Zero will be available on other major streaming platforms in partnership with Dooya Media Group.
A fresh beat is about to drop in the world of music rhythm games. Today marks the official launch of RedOctane Games, a small but passionate studio founded by veterans of the rhythm game world, alongside exceptional new-generation developers, creators, and community leaders from the global rhythm gaming scene.
RedOctane Games is focused solely on advancing the rhythm game genre combining the past with the future and being driven forward hand in hand with this well-established and respected community of gamers. The team has been busy in pre-production over recent months and has now officially entered production on its debut rhythm-based title, which is expected to be announced later this year.
Heading up the studio is Simon Ebejer, a seasoned games industry leader who was the Production Director on several Guitar Hero titles during his time at Neversoft, later becoming Studio Head at Vicarious Visions and VP of Operations at Blizzard Entertainment, where he played a pivotal role in the organization and delivery of Diablo IV.
The RedOctane Games team includes creators and developers who helped create and scale Guitar Hero and DJ Hero nearly two decades ago, as well as proven emerging development talent and community leaders from across today’s rhythm gaming space. The studio is being built with the community from the ground up, ensuring that players are part of the creative journey from day one.
In addition, it has been announced that brothers Charles and Kai Huang will join a special advisory board for the company. Charles and Kai were the original founders of the Guitar Hero franchise back in 2005, having partnered with Harmonix Music Systems to launch the groundbreaking title that helped define a generation of rhythm gaming. Their involvement brings deep heritage and insight to the studio’s future direction.
“Rhythm games are about more than just gameplay they’re about feel, flow, and connection to the music and to each other,” said Simon Ebejer, Head of Studio. “RedOctane Games is our way of giving back to a genre that means so much to us, while pushing it forward in new and exciting directions.”
With community-built development at its core and a strong foundation of technical and creative talent, RedOctane Games is ready to deliver the next evolution in rhythm gaming.
The Evolution Championship Series (known as Evo) concluded its flagship event in Las Vegas presented by Chipotle tonight, crowning 16 champions while celebrating the Fighting Game Community and its culture with the biggest and most immersive three-day festival of the year. Representing the largest and longest-running fighting game tournaments on Earth, Evo welcomed tens of thousands over the weekend with millions of fans who tuned in globally.
Next up, Evo will make its European debut at the Palais des Expos in Nice, France, on October 10-12, 2025, which will become the largest fighting game festival in EU history. Registration is still open at https://evo.gg/events/2025-france. Evo also announced it will return to Japan on May 1-3, 2026 and Las Vegas on June 26-28, 2026 along with the second annual Evo Awards in 2026 with more details to be unveiled later this year. Evo Singapore is now scheduled for early 2027.
“We feel strongly about the future of Evo after Japan became the largest in-person tournament in the history of the country earlier this year and now Las Vegas as our most immersive event ever,” said Stuart Saw, CEO for RTS, who co-owns and manages Evo along with Sony Interactive Entertainment. “Our team is focused on delivering unforgettable experiences for our diverse and passionate fighting game community, and we can’t wait to reveal our evolution in France.”
Evo Las Vegas packed a punch for everyone over the weekend, anchored by competitors from 60+ countries across the eight Arena Finals and eight Extended Lineup Finals. The Evo Arena on Sunday sold out, hosting 10,000 fans who enjoyed the newly redesigned space with larger screens to not miss a punch. On Saturday, SonicFox won their eighth Evo championship, only second all-time to fighting game legend Justin Wong’s nine Evo victories. Arslan Ash won his sixth Evo championship tonight in dramatic fashion along with his third consecutive Evo Las Vegas title and second-straight TEKKEN 8 championship. MenaRD became the first Street Fighter 6 champion to win Evo Japan and Evo Las Vegas in the same year and now owns three Evo titles.
Fans were also treated to the opportunity to play unreleased major gaming titles for the first time, including Quarter Up’s (Skybound Entertainment) Invincible VS and Arc System Works’ Marvel Tōkon: Fighting Souls along with new characters in Street Fighter 6, 2XKO and Fatal Fury: City of Wolves.
“Las Vegas is Evo’s flagship event, so we worked meticulously to refine and improve it this year with curated experiences that celebrate competitive fighting games,” said Rick Thiher, General Manager of Evo. “Every year what I love most about Evo is seeing the first timers explore, while at the same time, welcoming back generations of fans who grew up with the community.”
Major publishers surprised fans tonight during the Arena Finals with new announcements for Invincible VS, Guilty Gear -Strive-, Marvel Tōkon: Fighting Souls, Virtua Fighter, Fatal Fury: City of the Wolves, TEKKEN 8, UNDER NIGHT IN-BIRTH II Sys:Celes, and Street Fighter 6.
ARENA FINALS CHAMPIONS
Street Fighter 6 – Capcom
Dominican Saul Leonardo “MenaRD” Mena II stormed through the bracket for his third Evo title after sweeping “Kakeru” from Japan in the Winners Final and the Grand Final in a rematch of Evo Japan from last year.
TEKKEN 8 – Bandai Namco Entertainment
In a 2024 rematch, Pakistan’s Arslan “Arslan Ash” Ash became a six-time Evo champion after defeating fellow countryman Atif “ATIF” Butt in a thrilling 3-1 Grand Final Reset battle. ATIF swept Arslan Ash in the Grand Final 3-0 before falling in the reset. This marked the third-straight year Arslan Ash has won in Evo Las Vegas.
Fatal Fury: City of the Wolves – SNK’s
Japanese competitor from Osaka, Goichi “GO1” Kishida faced off against Lin “ET” Chiahung of Taiwan three times in a thrilling competition as Kishida scored a victory, 3-2, in the Grand Final Reset. GO1 became the first Evo champion of Fatal Fury: City of the Wolves.
Guilty Gear -Strive- – Arc System Works
American Kyle “Kshuewhatdamoo” Shumate from Dublin, Ohio., took home the title in his first-ever Evo by knocking off fellow American Nathan “RedDitto” Chen of Monterey Park, Calif., 3-0. “Kshuewhatdamoo” dropped his match in the Grand Final, 3-0, before sweeping his opponent in the Grand Final Reset.
Granblue Fantasy Versus: Rising – Cygames
American Matthieu “Kojicoco” Fardet who currently lives in Japan, defeated Matthew “Zane” Wanders from Trabuco Canyon, Calif., in a Grand Final Reset victory, 3-1, showcasing an incredible run from the Losers bracket. In 2024, Kojicoco finished in third place, marking the second consecutive year with a top three finish at Evo in Las Vegas.
MARVEL vs. CAPCOM 2 – Capcom
American Ken “Khaos” Villalobos from Los Angeles, Calif., knocked off fellow American Andy “Vigga” Nguyen from Seattle, Wash., for his first Evo championship in another thrilling contest, 3-2.
Under Night In-Birth II Sys:Celes – Arc System Works
American Jaden “Defiant” E., from Jacksonville, Fla., who finished fourth in Evo 2024, took home the title after defeating fellow Florida native from Palm Bay, Izayah “BigBlack” Davis, 3-2. Defiant came from the Losers bracket and knocked off “BigBlack” in the Grand Final and then again in the Grand Final Reset to become a first time Evo champion.
Mortal Kombat 1 – Warner Bros. Games
American Dominique “SonicFox” McLean from Seattle, Wash., made Evo history winning their eighth overall Evo title, moving second overall to Justin Wong. They pulled out a thriller 3-2 over Nicolás “NicoLas” Martínez from Chile in a rematch from 2024.
EXTENDED LINEUP CHAMPIONS
The King of Fighters XV – SNK
Taiwan’s Lin “ET” Chiahung found redemption tonight after losing the Fatal Fury: City of the Wolves Grand Final earlier in the day to capture his third Evo championship after beating Kofero “Layec” Honesto of Mexico, 3-1. ET is considered to be one of the best The King of Fighters players of all time.
BlazBlue: Central Fiction – Arc System Works
American Ryane “XCaliburBladez” Jimenez from New York defeated “J-Anson” from Japan in the Grand Final, 3-2, to take the BlazBlue: Central Fiction title back to the Big Apple.
Virtua Fighter 5 R.E.V.O – SEGA
Fellow Japanese competitors faced off as the top seed “Akani Shiwapo” defeated “Itabashi Zangief” 3-1 in the Grand Final.
Killer Instinct – Xbox Game Studios
Roman “Roman22s” Gilbert from Phoenix, Ariz., made an astonishing comeback from the Losers bracket by winning six-straight games over the defending champion Anthony “DaaChronicle” Garcia from Kerman, Calif. This was Gilbert’s first-career Evo title in his fourth Evo appearance.
Rivals of Aether II – offbrand games & Aether Studios
American Justin “Plup” McGrath from Orlando, Fla., knocked off countrymate Nick “Stango” Stanton of Philadelphia, Pa., 3-1. It was a dominating performance throughout the tournament from McGrath, who only dropped a single game earning his first Evo championship.
Samurai Shodown – SNK
Brad “Scrub Saibot” Hanasyk, from Edmonton, Canada, defeated “Watanabe Shachou” from Japan in a Grand Final Reset in a winner-take-all game five. This is Scrub Saibot’s first Evo championship and solidified his position as the top Samurai Shodown player in the world.
Capcom vs. SNK 2 – Capcom
Ryo “BAS” Yoshida from Japan won his third Evo championship winning 2-0 over American John “ChoiBoi” Choi from San Jose, Calif., a 2025 Evo Hall of Fame inductee during the Evo Awards in February and who has competed in every Evo.
Guilty Gear Xrd REV 2 – Arc System Works
American TJ “Vogue” Huckabee from Lake Forest, Calif., won his first Evo championship 3-2 defeating American Bennett “KTP” Gerlach from Nashville, Tenn., who competed in his first Evo.
Evo produced its most immersive festival yet to unite the fighting game community. Major brands connected with fans at Evo including Chipotle (headlined with the foiled-wrapped Burrito Bus welcoming fans all weekend with free rides to a nearby Chipotle location to satisfy their cravings), AT&T, PlayStation, Qiddiya Gaming, Nacon, Zenni, Red Bull, White Claw Zero Proof, Under Armour, Voodoo Ranger IPA, and Grand Archive TCG.
The Evo Arcade Controller Museum truly came into its own this year with a history of fighting game controllers by PlayStation that channeled the life and soul of the arcade era. The museum also featured an exhibit recreating Evo Moment #37, and its Icons Art Exhibition with guest artists including Shinkiro and jbstyle honoring characters that transcend the experiences found within the games themselves.
At the center of the festival, the Evo Arcade offered fans the opportunity to play for free 300+ classic cabinet games spanning nearly the half of a football field and anchored by the Voodoo Ranger IPA Pop-Up Bar.
The expanded Evo Showcase featured new announcements, collaborations with publishers, and legends including six-time Evo champion Arslan Ash and Japanese influencer Betty facing off against nine-time Evo champion Justin Wong.
Other notable interactive experiences during Evo included the Artist Alley to purchase curated fighting game art at Evo, the Cosplay Contest with Steff Von Schweetz from Las Vegas, Nev., capturing the crown as Cagliostro from the Granblue Fantasy universe and winning an all-expense trip to a future Evo event globally, the BYOC (Bring Your Own Console) community-led area for fighting games, and the new Indie Dev Gallery featuring 14 up-and-coming fighting game publishers for fans to explore.
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