Nazara Technologies Limited

INR 1,405

ition, retention and cross-promotion across mobile games CY25 Financials: Revenue: USD 153.6M (~INR 1,405 Cr) EBITDA: USD 27.7M (~INR 254 Cr) 2 Bluetile: Diversified Portfolio of High-Growth Casual, Soc

INR 254

on across mobile games CY25 Financials: Revenue: USD 153.6M (~INR 1,405 Cr) EBITDA: USD 27.7M (~INR 254 Cr) 2 Bluetile: Diversified Portfolio of High-Growth Casual, Social Games 17 Active Games 375

375 million

254 Cr) 2 Bluetile: Diversified Portfolio of High-Growth Casual, Social Games 17 Active Games 375 million Downloads 22 million Monthly Active Users 9 million monthly installs 3 BestPlay: Propriet

22 million

versified Portfolio of High-Growth Casual, Social Games 17 Active Games 375 million Downloads 22 million Monthly Active Users 9 million monthly installs 3 BestPlay: Proprietary Rewards Network Powe

rs 9 million

wth Casual, Social Games 17 Active Games 375 million Downloads 22 million Monthly Active Users 9 million monthly installs 3 BestPlay: Proprietary Rewards Network Powering User Acquisition User downlo

1.2 million

n option to withdraw the rewards 4.2 Avg. Number of Bluetile games a BestPlay Power User plays 1.2 million monthly installs and 2.2 million monthly active users 4 Strategic Rationale: Acquisition strengt

2.2 million

4.2 Avg. Number of Bluetile games a BestPlay Power User plays 1.2 million monthly installs and 2.2 million monthly active users 4 Strategic Rationale: Acquisition strengthens Nazara’s casual, social gami

rs 4

games a BestPlay Power User plays 1.2 million monthly installs and 2.2 million monthly active users 4 Strategic Rationale: Acquisition strengthens Nazara’s casual, social gaming platform Expands Casu

40%

ars The portfolio demonstrates diversified, broad-based games Top - growth contributed to less than 40% of total revenues in CY25 5 and 90–95% AI embedded across the full of stack: data 80% of archit

95%

, broad-based games Top - growth contributed to less than 40% of total revenues in CY25 5 and 90–95% AI embedded across the full of stack: data 80% of architecture backend code is AI-developed, with

80%

less than 40% of total revenues in CY25 5 and 90–95% AI embedded across the full of stack: data 80% of architecture backend code is AI-developed, with code automatic reviews on all repositories Prove

50%

Proven velocity: games shipped in 6 months validating a reusable AI-powered game template targeting 50% faster development AI 5 Bluetile and Bestplay bring AI-native development, proven profitability,

“• The transaction will be treated as a full acquisition (Business Combination under Ind AS 103) from the date of first close, even though shares are acquired in two tranches • The total consideration — including deferred payments and earn-outs — is recognized upfront at fair value on acquisition date.”

“As a result, 100% of the financials of Bluetile and Bestplay will be consolidated at the time of first close, without recognizing any minority interest 7 FAQs: Acquisition Rationale Q: What is the strategic rationale for this acquisition?”

Proven velocity

1

Proven velocity

games shipped in 6 months validating a reusable AI-powered game template targeting 50% faster development AI 5 Bluetile and Bestplay bring AI-native development, proven profitability, integrated distribution and portfolio diversification to Nazara's global gaming ecosystem 5 Bestplay’s AI native development platform provides faster path to game launches 6 Synergistic Acquisition with Performance Linked Payouts Upfront Consideration • Nazara UK will initially acquire 50% of the equity in Bluetile and Bestplay for USD 100.3 million (INR ~918 crores) at close. • Out of this, USD 59.7 million is payable at first close, while remaining USD 40.6 million within 6 months from 1st close Put/Call Option • Nazara UK may acquire the remaining ~50% by 2028, at a valuation based on 6.6x trailing calendar year EBITDA • The consideration can be paid up to 25% in equity at the discretion of Nazara • In addition, performance-linked earn-outs, estimated at a total of USD 98.2 million (INR ~898 crores) ba