Asmodee Group (ASMDEE) investor relations material

Deal rationale and strategic fit

• Acquisition creates a leading global player in social games, the fastest-growing board games segment, strengthening global positioning and supporting ongoing M&A strategy.

• ATM Gaming brings strong IPs, hit titles, and digital go-to-market expertise, complementing the acquirer's global platform and brands.

• Shared vision and values, with a history of successful collaboration since 2019.

Financial terms and conditions

• Purchase price is EUR 180 million: EUR 120 million in cash, EUR 30 million in class B shares, and EUR 30 million deferred cash payment (June 2027).

• Performance-based earn-out up to EUR 70 million in class B shares, tied to EUR 30-50 million average annual EBITDA over five years, with possible early payment up to EUR 25 million based on FY 26/27 performance.

• Cash consideration financed from available cash.

• Closing expected by end of April 2026, with earn-out instalments in June 2027, September 2027, and July 2031.

Synergies and expected cost savings

• Expected to be margin accretive and contribute to organic growth, supporting progress toward an adjusted EBITDA margin target above 18%.

• Synergies expected from leveraging ATM Gaming’s portfolio and digital go-to-market model with global distribution.

• ATM Gaming's digital marketing and e-retailer expertise to enhance operational efficiency.