Animoca Brands raises US$110 million in funding round led by Temasek, Boyu Capital, GGV Capital
Existing investors in the round include Mirae Asset, True Global Ventures
08 September 2022 - Animoca Brands Corporation Limited (“Animoca Brands” or the “Company”), the company advancing digital property rights for the open metaverse, today announced that it has closed a strategic funding round for US$110 million (approximately A$159 million) from the issuance of convertible notes (“Notes”) to a small number of institutional investors at a conversion price of A$4.50 (subject to conditions, see “Details of raise” section below), valuing the Company similarly to its previous funding round. The Notes round included new investors Temasek, Boyu Capital, and GGV Capital, as well as existing investors Mirae Asset Management and True Global Ventures (TGV).
The strategic consortium of new investors, formed by Temasek, Boyu Capital and GGV Capital, will provide advice to the Company as it continues to grow and build its organisational capabilities. This will include engaging and advising the Company on a range of business issues as well as providing input on its business and capital plans.
Yat Siu, co-founder and executive chairman of Animoca Brands, commented, “We are incredibly pleased to complete a special strategic round of fundraising comprising several of the most respected institutional investors in the world, and we are honored by the continued support from existing investors. Animoca Brands has grown significantly as a company in the last year, and our new investors will contribute strategic advice and perspective as we build the world’s leading company furthering digital property rights in the Web3 industry.”
Animoca Brands will use the new capital to continue to fund strategic acquisitions, investments, and product development, secure licenses for popular intellectual properties, and advance the open metaverse, including through its efforts to promote digital property rights for online users.
The Company has established itself as one of the world’s leading technology groups in blockchain and gaming by spearheading and innovating decentralized in-game rewards and monetization in video games for the emerging open metaverse.
Using technologies including blockchain and NFTs, Animoca Brands is working to deliver true digital ownership of users’ virtual assets and data, enabling various DeFi and GameFi opportunities (including play-and-earn), asset interoperability, and an open framework that can lead to greater equitability for all participants in the open metaverse.
Details of raise
Animoca Brands has issued US$110 million in convertible notes to institutional investors. The key terms of the Notes are set out below:
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Term: The Notes have a maturity date of 3 years from the date of issuance.
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Conversion Price: The Notes may be converted at any time prior to the maturity date at the election of the noteholder for the lower of:
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A$4.50;
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the price per share offered for sale to the public in an IPO;
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the price per share of the Company based on the pre-money valuation of the Company in connection with a liquidation event (including a sale or merger); or
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the lowest price per share of the Company issued in any equity financing round after issuance of the Note and prior to conversion.
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Events of default: The Notes are subject to events of default and include governance covenants customary for this type of investment.
The Company has also issued warrants to the same investors for a total face value of US$55 million (“Warrants”). The Warrants are subject to the same Conversion Price as the Notes. The Warrants expire 60 days after the date of conversion of the Notes (in full); the date an IPO or liquidation event is completed (including a sale or merger); or 3 years from the date of issuance of the Notes.
The potential dilutionary impact of full conversion of the Notes is 1.8% based on the Company’s current outstanding capital and the conversion price. If the Warrants are also exercised, the potential dilutionary impact is 2.7%.
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About the new Investors
Boyu Capital is a leading alternative asset management firm based in Asia with over US$40 billion in assets under management.
GGV Capital is a global venture capital firm that invests in seed-to-growth stage investments, and manages $9.2 billion in capital across 17 funds.
Temasek is a global investment company headquartered in Singapore, with a net portfolio value of US$297 billion (S$403 billion) as at 31 March 2022.
About Animoca Brands
Animoca Brands, a Deloitte Tech Fast winner and ranked in the Financial Times list of High Growth Companies Asia-Pacific 2021, is a leader in digital entertainment, blockchain, and gamification that is working to advance digital property rights and contribute to the establishment of the open metaverse. The company develops and publishes a broad portfolio of products including the REVV token and SAND token; original games including The Sandbox, Crazy Kings, and Crazy Defense Heroes; and products utilizing popular intellectual properties including Disney, WWE, Snoop Dogg, The Walking Dead, Power Rangers, MotoGP™, and Formula E. It has multiple subsidiaries, including The Sandbox, Blowfish Studios, Quidd, GAMEE, nWay, Pixowl, Forj, Lympo, Grease Monkey Games, Eden Games, Darewise, Notre Game, TinyTap, and Be Media. Animoca Brands has a growing portfolio of more than 340 investments, including Colossal, Axie Infinity, OpenSea, Dapper Labs (NBA Top Shot), Yield Guild Games, Harmony, Alien Worlds, Star Atlas, and others. For more information visit www.animocabrands.com or follow on Twitter or Facebook.
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