Transaction Structure

Pursuant to the Amended and Restated Share Purchase Agreement (Amended SPA) executed among:

  • Bluetile Games, S.L. (Bluetile)
  • Bestplay Systems, S.L. (Bestplay)
  • Shareholders and founders of the Target Companies
  • Nazara Technologies UK Limited (Nazara UK), a wholly-owned subsidiary of Nazara Technologies Limited

Funding Infusion

On August 03, 2026, Nazara Technologies Limited infused capital into Nazara UK through two instruments:

  • Equity Subscription: USD 33,846,807 (equivalent to approximately INR 323.58 Crores)
  • Loan: USD 57,395,833 (equivalent to approximately INR 548.70 Crores)

Total Infusion: USD 91,242,640 (equivalent to approximately INR 872.28 Crores)

Acquisition Payment

On August 06, 2026, Nazara UK paid the first tranche of the acquisition consideration:

  • Amount Paid: USD 89.45 million (equivalent to approximately INR 851.51 Crores)
  • Payment Type: Cash payment
  • Total Consideration: USD 303.02 million (equivalent to approximately INR 2,990 Crores)

The balance consideration will be discharged as outlined in the Amended SPA, with future updates to be provided.

Corporate Structure Impact

Effective August 03, 2026:

  • Target Companies (Bluetile Games, S.L. and Bestplay Systems, S.L.) became wholly-owned subsidiaries of Nazara UK
  • Target Companies became step-down subsidiaries of Nazara Technologies Limited