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2016-01-21

Starbreeze AB : STARBREEZE and Smilegate in long term strategic partnership

Smilegate invests 40 MUSD (344 MSEK) in Starbreeze, Starbreeze to develop an
all-new co-op version of the CROSSFIRE franchise and Starbreeze titles to be
published in Asia.

* The leading Korean game company Smilegate has undertaken to invest a total
of 40 MUSD (344 MSEK) in Starbreeze, 15 MUSD (129 MSEK) in equity, combined
with 25 MUSD (215 MSEK) in a convertible bond.
* Starbreeze receives a 10 year right to develop, publish and distribute an
all-new first person co-op game on Smilegate's CROSSFIRE franchise for
western markets. CROSSFIRE is the world's largest grossing online
first-person-shooter (FPS) game with 500 million users.
* Starbreeze receives distribution rights on the Smilegate platform, and will
launch PAYDAY 2 and OVERKILL's The Walking Dead on Asian markets via the
platform.
* A representative from Smilegate will be proposed to Starbreeze's Board of
Directors.
* Starbreeze to call a Extra General Meeting on February 22 2016 to approve
the share issues. The share issues are a prerequisite for the transaction.

Starbreeze AB, an independent creator, publisher and distributor of high
quality entertainment products, has entered into a long term strategic
partnership with the leading Korean game company Smilegate. Smilegate will
invest a total of 40 MUSD (344 MSEK) in Starbreeze. Starbreeze will develop
and, in the west, publish an original game based on Smilegate's CROSSFIRE
franchise.

The long term strategic partnership allows Starbreeze to publish and
distribute Starbreeze games, including PAYDAY 2 and OVERKILL's The Walking
Dead, into the Asian PC and Mobile markets.

"The Eastern entertainment market has been an enigma for western game
developers and vice versa. This in-depth collaboration uniquely positions
Starbreeze and Smilegate to bridge the gap between the two markets.
Starbreeze gains an extraordinary market position for our present and future
products," said Bo Andersson Klint, Starbreeze CEO.

"The innovative and financially strong Smilegate with its billion-dollar
CROSSFIRE franchise is a perfect partner for us. This strategic move will
propel Starbreeze several years ahead in our evolution as a producer and
publisher of truly global digital entertainment products.
I am genuinely excited to have the opportunity to work together with the
successful, agile and smart team at Smilegate. We will create a powerhouse of
a partnership for the next decade."

Smilegate invests 40 MUSD (344 MSEK) in Starbreeze

Starbreeze will issue new shares equivalent to 129 MSEK (15 MUSD) to
Smilegate, pending approval from the Extra General Meeting. In total,
3,376,016 A shares will be issued at 13.27 SEK and 6,244,015 B shares will be
issued at 13.49 SEK, representing 4.9 percent of votes and 3.5 percent of
capital in Starbreeze on a fully diluted basis.

After the share issues, the total number of A shares in Starbreeze will amount
to 59,851,123 and the total number of B shares to 180,129,999.

Starbreeze will also issue 25 MUSD (215 MSEK) in a five year convertible bond
to Smilegate under the Board's mandate. The bond will have a coupon of 2
percent per year. Smilegate may convert the bond into B shares at a
conversion price of 13.49 SEK per share or if the actual share price is
lower, at the 60 day average share price with a minimum conversion price of
9.35 SEK per share.

When certain pre-defined milestones are met, Starbreeze may also convert the
bond into B shares, at a conversion price of 13.49 SEK per share or if the
actual share price is lower, at the 60 day average share price with a minimum
conversion price of 9.35 SEK per share.

If fully converted at 13.49 SEK, Smilegate's holding in Starbreeze will
increase by 15,941,586 B shares, to 6.9 percent of votes and 9.4 percent of
capital on a fully diluted basis.

The bond is issued together with the rights to develop and publish an all-new
game title based on the blockbuster CROSSFIRE in western markets. Starbreeze
will hold a 10 year right to publish and service the title.

The issue prices of A shares at 13.27 SEK and B shares at 13.49 SEK, represent
a 4.2 percent and 3.8 percent discount to the respective average share price
during the last 60 trading days.

The deal documentation includes a lock-up clause for Starbreeze CEO Bo
Andersson Klint, COO Mikael Nermark and CTO Emmanuel Marquez. Additionally,
the documentation includes a change-of-control clause as is customary in game
development deals, as well as certain penalty clauses that primarily apply if
Starbreeze materially fail to perform.

Starbreeze to create premium co-op PC FPS game based on the CROSSFIRE
franchise

Starbreeze will develop an all new premium first-person-shooter (FPS) co-op
game for PC based on Smilegate's CROSSFIRE franchise, aimed to attract
western gamers in particular.
Starbreeze will leverage its knowledge and expertise to create a game that can
be further expanded over time to attract long term interest from players. The
new game will be based on Starbreeze's game engine Valhalla. The game's
release date will be announced at a later date.
Starbreeze and Smilegate have agreed on a substantial revenue share from the
first unit, Smilegate will retain the rights to the IP.

Joon Ho Sung, CIO of Smilegate Group, said: "Asian, European and US gamers
have a lot to look forward to as a result of this collaboration. The aim for
both of us is to bring the best from our home markets to new audiences. With
its impressive PAYDAY track record, Starbreeze is an ideal partner for
bringing the CROSSFIRE franchise to western markets and new titles to our
home markets. This is a long term strategic partnership for us."
The original CROSSFIRE franchise has more than 500 million users with six
million concurrent players and is one of the top grossing online games
worldwide, generating over 1,300 MUSD in sales during 2014, of which a large
part is originating from China. The first-person-shooter (FPS) game applies a
free-to-play model.
Expanding and attracting further interest to the franchise, the CROSSFIRE
movie will premiere in three to five years with "Fast and the Furious"
producer Neal Moritz as the movie creator. The movie will represent a
valuable marketing opportunity for Starbreeze all new CROSSFIRE title.

Distribution in the Asian market

As part of the strategic partnership, Starbreeze receives distribution rights
on the Smilegate platform, enabling it to distribute its titles, including
PAYDAY 2 and OVERKILL's The Walking Dead, in Asia.
OVERKILL's The Walking Dead will be expanded with more content where an Asian
version will be developed for simultaneous launch with the western version.
To maximize the new opportunities, Starbreeze, 505 Games and Skybound have
decided to release the game in all markets during the second half of 2017.
The partners are convinced this will pave the way to success, maximize
revenues and cement it as a tent pole product for the next decade to come.
"What the Starbreeze team has achieved in the last few years is amazing. This
partnership with Smilegate with an upfront cash injection secures our plans,
opens new markets and proves yet again that we have an expansive and
ambitious business plan focusing on creating long term value. This deal
creates a new paradigm for independent developers in the digital market that
we are excited to pioneer," said Michael Hjorth, Starbreeze Chairman of the
Board.

Extraordinary General Meeting on February 22

Starbreeze has decided to call an Extraordinary General Meeting to be held on
22 February 2016 in order to resolve on the equity issues.

At the meeting, a representative from Smilegate will be proposed as new member
of the Board. The proposed will be presented well in advance of the General
Meeting.

For more information, see the notice to the Extraordinary General Meeting also
separately released today. Meeting materials will be made available from
February 8 on Starbreeze websitewww.starbreeze.com.

Smilegate - Creators of CROSSFIRE

Smilegate is the game company behind CROSSFIRE, one of the most played
first-person-shooter games with over 500 million users and six million
concurrent players across the globe. CROSSFIRE is currently serviced in 80
countries throughout Asia, Europe, South and North American regions.
Smilegate invests heavily in companies that show potential and encourage
partnership. This approach not only creates a robust, sustainable corporate
structure, but also broadens the ability to provide industry leading level of
entertainment and service.
At Smilegate, the passion for digital entertainment is key to provide
world-class gaming entertainment. By working with partners, Smilegate
continuously strives to serve players with quality content.
Founded in 2002, Smilegate has increased its annual revenue by over double for
the past five years. With regional offices in the U.S., China and Southeast
Asia, the company is well positioned for global growth as it expands its
business areas from software development to publishing and investment. Total
revenue for 2014 was approximately 531 billion KRW (approx. 425 MUSD, based
on consolidated revenues), and 90 percent of the revenue was generated from
global export and distribution of the company's digital gaming contents.

###

Media information

Press kit for Starbreeze and Smilegate can be found
onwww.starbreeze.com/presskit

For more information, please contact:

Maeva Sponbergs, Investor Relations, Starbreeze AB
Tel: +46(0)8-209 208, email:ir@starbreeze.com

Kay Lee, Director of Public Relations, Smilegate Group
Tel: +82 31 600 8283 email:hklee@smilegate.com

About Starbreeze
Starbreeze AB is an independent creator, publisher and distributor of high
quality entertainment products. With studios in Stockholm, Paris and Los
Angeles, the company creates games by own design and through licensed
content, aiming to create franchises that prosper as games and elsewhere. We
live and die by gameplay.
Starbreeze's most recent games include PAYDAY 2, the adrenaline fueled bank
robbing co-op game and the upcoming survival co-op FPS OVERKILL's The Walking
Dead based on the hit comic series. Starbreeze is pioneering digital
self-publishing, inviting developers to leverage its self-publishing knowhow
on Steam, having one of the largest communities on the digital distribution
platform.
Next, Starbreeze is set to develop truly immersive virtual reality
experiences, integrating software and hardware in the Project StarVR and the
StarVR head mounted display.
Headquartered in Stockholm, Sweden, Starbreeze's shares are listed on Nasdaq
Stockholm First North Premier under the tickers
STAR A and STAR B with the ISIN-codes SE0007158928 (A-share) and SE0005992831
(B-share).
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