Private Media Group Plans on Acquiring Gamelink in All-Stock Deal

BARCELONA — In one of the largest adult entertainment acquisitions of the year, Private Media Group Inc. said it plans on buying video-on-demand company Gamelink.

On Tuesday, the adult entertainment giant announced it executed a binding letter of intent to buy Gamelink in an all-stock deal worth about $20 million.

The acquisition would create “a uniquely positioned, multi-faceted, global content, distribution and development company in the adult entertainment sector," Private officials said.

Private spokesman Miguel Vermehren told XBIZ that talks between the two companies have been going on for much of the year and that Private officials were particularly interested in Gamelink’s ability to reach consumers in different formats, such as the iPhone and other devices.

“What we’re talking about is Gamelink’s technological wizardry,” Vermehren said. “They’re masters of transmission with so many platforms. This an ideal pairing of a European company that has a large library of content and an American company that is one of the top three U.S. companies in distribution.”

The agreement calls for Gamelink to receive about 8.5 million shares of Private common stock at closing. In addition Gamelink will be entitled to receive up to an additional 4.6 million shares if the combined figures between Private and Gamelink meet specified targets in 2009, 2010 and 2011. The deal calls for the transaction to be completed by the end of the year.

Private shares currently trade at $1.55 on the Nasdaq.

The estimated combined revenue of both companies for 2007 was $53.8 million, with San Francisco-based Gamelink and its related companies representing 36 percent. Gamelink has about 70 employees, while Private has about 110.

The deal would be the second-largest deal in nearly a year for the adult entertainment business. Penthouse Media Group Inc. last December purchased Various Inc., the Internet social networking behemoth that owns Adult FriendFinder, in a deal that was worth $500 million in cash and securities.

Private delivers adult content through a wide range of platforms including mobile telephone handsets via 85 network operators in 36 countries, IPTV via 35 platforms in 18 countries, Internet, TV, DVDs and magazines.

Gamelink delivers VOD through its website. The site's installed user base represents over 1 million customers and it serves more than 10,000 users daily.

Gamelink has one of the largest libraries of adult media with 60,000 video titles that streams over the Internet and on platforms such as the iPhone. It also sells sex toys and novelties on its site.

Gamelink's infrastructure is customizable and scalable designed to support multiple retail strategies and products simultaneously. It also offers third-party and white-label ecommerce solutions and development.

Private COO Peter Cohen said the companies will be expanding joint Internet strategies globally with new formats and applications to be launched in 2009.

“The combined content assets of Private and core competencies of Gamelink offer a compelling new business model,” he said.

Gamelink CEO Ilan Bunimovitz said that the deal would catapult both brands and that the "Gamelink team is excited to join with Private."

"GameLink has always focused on being the leader in VOD and e-commerce in the adult entertainment space," Bunimovitz said. "The combination of Gamelink's digital focus and Private's brand, global reach and market leading content, will allow us to create the dominant company in adult entertainment going forward."

Private CEO Berth Milton said the "unique synergies" of the deal will create a major company with an "unrivalled combination of content, brand and global reach."

He said the purchase would help Private "become the world leader in the digital adult media sector."

"The acquisition of Gamelink is a major step in an acquisition strategy to target leading companies and consolidate the fragmented adult entertainment sector," Milton said. "This undoubtedly will create an even more dominant global brand and substantially enhance shareholder value."