Andrew
Ross Sorkin and Seth
Schiesel, February
25, 2008
Electronic
Arts, the video gaming
giant, made an unsolicited
$2 billion bid on Sunday for
rival
Take-Two Interactive,
publisher of the Grand Theft
Auto franchise, a deal that
would further a wave of
consolidation in the rapidly
growing industry.
Electronic
Arts, which publishes hit
games like the Madden N.F.L.
and Need for Speed series,
offered to pay $26 a share
for Take-Two, a 50 percent
premium over its share price
of $17.36 on Friday. The
offer was made publicly
after a series of private
offers to Take-Two were
rejected by its board.
Electronic
Arts approached Take Two
with a $26-a-share offer on
Feb. 19, up from $25 share
it initially offered on Feb.
15.
The timing
of the bid appears to be an
attempt to acquire Take-Two
before it releases what is
widely expected to be the
top-selling game of 2008,
the fourth installment of
the crime thriller Grand
Theft Auto. The Grand Theft
Auto franchise, Take-Two’s
crown jewel, has sold more
than 60 million copies since
Grand Theft Auto III took
the game industry by storm
in 2001.
Through
its Rockstar subsidiary,
Take-Two is scheduled to
release the game on April 29
for
Microsoft’s Xbox 360 and
Sony’s PlayStation 3
consoles. If it lives up to
consumers’ expectations, the
game is expected to sell 10
million copies or more by
the end of the year, which
would almost certainly make
Take-Two more expensive.
Electronic
Arts’s dominance has been
strongly challenged by
Activision. Not only has
Activision had a recent
string of hits, notably
Guitar Hero, it also
recently agreed to buy
Vivendi’s game division
to form a company called
Activision Blizzard.
At the
same time, E.A. has endured
a growing chorus of
criticism from some
investors who say the
company has lost its
creative and innovative
edge.
There is
little doubt that E.A.
remains the juggernaut of
the video game industry. But
it has come to rely heavily
on sequels.
A merger
with Take-Two would be a
union of two vastly
different companies. E.A.
has a reputation for steady
growth and fiscal
discipline, while Take-Two
is known as a mercurial
one-hit wonder.
Electronic
Arts said it was making its
offer public to “bring its
proposal to the attention of
all Take-Two shareholders.”
In a telephone interview on
Sunday, Electronic Arts’
chief executive, John
Riccitiello, said, “It is an
enormous premium,”
suggesting that rather than
consider the offer hostile,
“We think of ourselves as a
‘white knight.’ ”
Take-Two
was far less generous. In a
statement,
Strauss Zelnick, the
company’s chairman, said,
“Electronic Arts’ proposal
provides insufficient value
to our shareholders and
comes at absolutely the
wrong time given the crucial
initiatives under way at the
company,” referring to the
new Grand Theft Auto and
other products.
Mr.
Riccitiello said, however,
he believed that Take-Two’s
stock price already
reflected an expectation
among investors that Grand
Theft Auto IV would be a
success, and that Take-Two
would become less valuable
to E.A. after the game’s
introduction than it was
now.
Mr.
Riccitiello said his offer’s
timing reflected a desire to
integrate Take-Two’s
operations with E.A.’s
before the all-important
holiday shopping season. He
said he had formed a
relationship in recent years
with Sam Houser, one of
Rockstar’s founders, but
added that he had avoided
contacting Mr. Houser while
pursuing his negotiations
with Mr. Zelnick.
Mr.
Zelnick said that Take-Two
had offered to initiate
discussions with Electronic
Arts on April 30, the the
day after Grand Theft Auto
IV was scheduled for
release. “We believe this
offer demonstrated our
commitment to pursuing all
avenues to maximize
stockholder value, while we
believe that E.A.’s refusal
to entertain this path is
evidence of their desire to
acquire Take-Two at a
significant discount,” he
said.Mr. Riccitiello refused
to speculate about what
steps he would take next,
but it is possible that
Electronic Arts could pursue
a proxy contest to oust the
board.
Over the
next several weeks, Mr.
Riccitiello’s main challenge
will be to persuade
investors to accept the deal
and convince employees that
Electronic Arts will respect
the creative autonomy of
Take-Two’s various
development teams. Over the
last decade, E.A. has
acquired many high-profile
game studios, including
Westwood (the Command &
Conquer series), Bullfrog
Productions (Populous) and
Origin Systems (Ultima),
which essentially dissolved
after Electronic Arts tried
to direct and homogenize
their creative output.
Any deal
for Take-Two would be
largely empty if Take-Two
teams like Rockstar and Ken
Levine’s group at 2K Boston,
which recently released the
acclaimed game BioShock,
were to depart rather than
work for E.A.
Mr.
Riccitiello seems aware of
the danger and is taking
steps to convince the game
industry of E.A.’s newfound
respect for creative talent.
At a well-received speech at
an industry conference in
Las Vegas earlier this month
Mr. Riccitiello promised
that in future deals,
Electronic Arts would avoid
killing the creative golden
goose as it has in the past.
Matt
Richtel contributed
reporting.