Press Releases

Gameforge makes takeover offer to Frogster shareholders

Frogster’s presence at GamesCom and Outlook 2011

Berlin, 16.08.2010:

Gameforge AG, international publisher of online games based in Karlsruhe, has offered a takeover via a subsidiary to the shareholders of Frogster Interactive Pictures AG, international publisher of massively multiplayer online games with headquarters in Berlin and subsidiaries in Berlin, San Francisco and Seoul for a share price of 25 Euro. Hence, the bid lies slightly below the current Frogster share price of lastly 25.90 Euro (16.08.2010, 12pm). According to the publication of Gameforge, the offer is valid until September 20th 2010, can however be accepted by the Frogster shareholders until October 8th 2010. Should Gameforge rise the amount of 25 Euro, the offer would run until October 4th 2010, could however be accepted within two additional weeks. Two weeks ago, Gameforge had announced to be already in the possession of 60% of Frogster. Except for common non-disclosure agreements, no other agreements or arrangements exist between Gameforge and Frogster. Whether Gameforge, as quoted in the takeover offer, actually pursues the target of acquiring all Frogster shares and if they – upon reaching 95% stake – intend to conduct a squeeze-out and whether the takeover bid generally will have to be regarded as friendly or hostile, depends on the decision making of Gameforge, which are not transparent to Frogster. Gameforge has in any case expressed the aim to maintain Frogster an independent company with the existing management and team at the current locations, its own culture and its successful brands, regardless of the shareholder structure. In the conviction of the management of Frogster, the independence of the company in its business relations with developers, press and customers as well as concerning its management and team is an important precondition of the future success.

Generally the Frogster management does not give any recommendation to buy or sell the share at a particular price, not on the occasion of the takeover bid either, but feels obliged to the shareholders to make the following statements: Since the pool shareholders’ decision to sell its almost 37% in Frogster at a share price of 25 Euro, Frogster has achieved license deal closings, which significantly increase the profit perspectives from 2011 onwards in the opinion of the management. The analysts watching the Frogster share recommend not to accept the takeover offer for a price of 25 Euro (see reference at www.frogster.de). The consensus for their share price targets currently amounts to 36.50 Euro. Neither does the management itself have an intention to accept the takeover offer concerning their own shares at present, nor do they plan to leave the company. Currently, according to knowledge of the company, a good 25% of Frogster is free float and just under 15% is owned by the management.

Update on current revenues and guidance 2010
As expected the monthly revenue in the heat record month of July 2010 was down and turned out to be about 400k Euro below the present monthly revenue record in June 2010 of almost 2.3m Euro according to preliminary projections. Due to seasonality Frogster expects a further, slight decrease for August and for the same reasons noticeably rising monthly revenues thereafter. The management continues to hold on to its guidance for a revenue target in 2010 of at least 25m Euro, but will probably slightly decrease its guidance of the net profit target in 2010 of 1.47 Euro per share, the amount being adjusted by 13 Cent for the dilution deriving from the capital raise, for the intention of investments in the pre-launch marketing for ‘Mythos’ and ‘Tera’ which yet again represent incremental revenue opportunities in 2011. According to preliminary estimates, the company that has experienced strong growth from month to month, has earned around 40 to 50 Cent already in the first half of 2010 despite the extraordinary negative impact of the shut-down of the development studio in Korea. The half year interim report shall be released at the beginning of September.

Presentation of the product pipeline 2011 at the GamesCom
This week, Frogster will for the first time present its recently announced and 2011 to be released MMO Game titles ‘Mythos’ and ‘Tera’ at the leading international computer games show GamesCom in Cologne. With their renowned Asian developers and production budgets in the two-digit millions range, both virtual worlds belong to the communities’ highest anticipated MMO Games worldwide. The management is convinced that herewith and with its ‘Project X’ from the ‘Runes of Magic’ hit maker Runewaker, Frogster has got an outstanding pipeline of top quality MMO Games among the European publishers. Accordingly, Frogster enjoys great attention from the games press and has already made over 150 appointments at the show with print-, online- and TV magazines.

Outlook 2011
With the announced products Frogster expects further acceleration of its persistant, strong and profitable expansion for 2011. The analysts’ consensus currently amounts to 43m Euro revenue forecast 2011 and 3.35 Euro net profit forecast per share. Assuming a similar development as both of Frogster’s well-known online games competitors have taken during the last two years coming from a similar revenue size as Frogster’s current one, the growth ought to take an even faster course. In the management’s view Frogster’s product pipeline supports this assumption. Provided that the cooperation between Gameforge and Frogster intended by both companies runs constructively, it should also contribute significantly to the results and values of both companies latest from 2011 on.

Bounty Bay Online

Pirates, Merchants & Explorers

With ‘Bounty Bay Online’ players enter the historic Age of Discoveries when famous circumnavigators were roaming the seas. Since 2007, they start an online career as a merchant, sailor, fisherman, pirate, explorer or in one of several other professions in a charming sailor setting. Alone or with a guild of players they follow gripping quests, start a flourishing overseas trade and discover monumental sights. Following exciting player vs. player battles on land and sea, powerful guilds can take control of cities and entire colonies and thus control their destinies.

More information on www.bountybayonline.com.

Runes of Magic

a world full of wizardry and adventure

‘Runes of Magic’ has been redefining the standard for free-to-play MMORPGs since 2009 with its massive amount of features. The online role-playing game is based on an exciting, multi-layered story, driven by thousands of quests set in the atmospheric fantasy world of Taborea. ‘Runes of Magic’ features a unique multiple class system enabling players to combine one of eight primary classes with a second and third class. Thanks to a comprehensive crafting system, individual player homes, arenas and battlefields, guild castles and siege wars, challenging dungeons and many other features, ‘Runes of Magic’ offers plenty of online adventures for all kinds of players.

More information can be found on www.runesofmagic.com.

TERA

online game world to set new standards in the genre

An impressive and highly-detailed virtual world with triple-A quality claim awaits thousands of players with ‘TERA’. Entirely developed in Unreal Engine 3, ‘TERA’ transcends current representatives of the genre with breathtaking 3D graphical environments, thrilling animations and spectacular effects. With seven races and eight character classes, ‘TERA’ offers an abundance of possibilities for character creation and development. The dynamic real-time combat system of ‘TERA’ gets players engaged in battles considerably more actively than all conventional MMORPGs available on the market. ‘TERA’ is set to be released in May 2012 based on a subscription model.

More information can be found on www.tera-europe.com.

Eligium

The Chosen One

In ‘Eligium – The Chosen One’, MMO fans will come face-to-face with hordes of menacing demons. It is up to the chosen one to reunite the four races in order to repel the hellish creatures. Through its various features including an atmospheric game world, numerous gloomy dungeons with demanding boss battles, raid instances, an inspired PvP and ranking system, open world events, an unique item upgrade system, and mounts which players can train and watch grow, ‘Eligium’ provides players with a feature packed gaming experience unlike no other.

More information can be found on www.eligium.com.

RaiderZ

An Action-Packed Fantasy Game World

With ‘RaiderZ’, Frogster will release an action-oriented online game that requires sophisticated tactical combat skills. Unlike traditional point-and-click MMO games, players will have direct control over their characters in combat due to the game’s innovative non-targeting combat system. ‘RaiderZ’ sets itself apart with its detailed and atmospheric game environments, an epic background story and impressive boss opponents. Frogster is currently planning to unveil the title as a free download starting in the second half of 2012.

More information can be found on www.raiderz-europe.com.

Seth Iorio

CEO | Frogster Interactive Pictures AG | Managing Director and COO | Frogster Online Gaming GmbH

Seth Iorio assumed the role of Managing Director and COO at Frogster Online Gaming GmbH at the beginning of October 2010, taking over responsibility for the technical and customer-focused areas of customer care, community management, payment and fraud management, localization, programming, and IT. In January 2011, he was appointed to the executive board of Frogster Interactive Pictures AG and has held the position of CEO since 1 January 2012. Seth Iorio is also a member of the executive board as COO at Frogster’s parent company Gameforge AG.

Prior to his start at Frogster, Seth Iorio, who holds a diploma in business management, was VP Business Development and authorized representative responsible for Customer Communications and Marketing at Gameforge. In 2000 he founded Rabbit Software AG which he led as CTO. Following this, he was active as an IT consultant for companies such as Victoria Versicherung AG and as project leader for United Internet.

Tobias Haar

Member of the Executive Board | Frogster Interactive Pictures AG

The supervisory board appointed Tobias Haar to the executive board of Frogster with effect of January 1, 2012. In this position, he is responsible in particular for the activities of the foreign subsidiaries, licence contracting, and the legal and administrative business areas. Tobias has led the joint Legal Department of Frogster and Gameforge since September 2011 as General Counsel. In addition to his positions at Gameforge and Frogster, he is Vice Chairman of the Executive Board of G.A.M.E., the German Computer Game Industry Association in Berlin. The legal graduate, lawyer and legal informatics specialist specialises in national and international economic and IT law as well as mergers and acquisitions and recently coordinated the legal and administrative aspects of the takeover of Frogster by Gameforge. He came to the Gameforge group in 2008, after many years of professional experience as a lawyer in a leading international law firm as well as in the private sector.

Dominic Scheve

Vice President Finance | Frogster Interactive Pictures AG | Managing Director and CFO | Frogster Online Gaming GmbH

Dominic Scheve came to Frogster in 2006 holding a university diploma in business administration. After completing his postgraduate degree as Master of Business Administration (MBA) successfully, he works as Vice President Finance at Frogster Interactive Pictures AG since spring of 2009. As of October 2010 Dominic Scheve has taken responsibility as Managing Director and CFO at Frogster Online Gaming leading the fields of finance and controlling.