Selling a Gaming & Interactive Media Business

Gaming & Interactive Media deals often price off an EBITDA multiple for larger studios, or an SDE multiple for founder-led teams, but the multiple moves with game-specific risk. Buyers pay up for clean IP chain-of-title, low key-person dependence, diversified platform or publisher exposure, and revenue that holds after launch week. Live-ops with stable cohorts and a predictable content cadence usually outperforms a “one-hit” curve that drops hard. Start with Rejigg’s free valuation calculator, then pressure-test the result against platform concentration and your next 6–12-month roadmap risk.

You can sell without a broker. Traditional brokers often charge 5–10% for packaging, outreach, and running the process, and some founders prefer to keep that control in-house. In games, deals move faster when you can answer diligence quickly on chain-of-title, publisher consents, storefront accounts, and live-ops metrics. Rejigg gives you access to pre-vetted buyers, digital NDAs, a secure data room, and offer tracking so you can run a tight process yourself. Start with the preparation guide.

Many studio sales close in 3–9 months once you are ready to list, but timelines stretch when publisher consents, IP cleanup, or storefront and developer portal transfers get messy. Faster processes usually have three things ready: an IP inventory with signed assignments, a clear picture of revenue coverage for the next 6–12 months, and a documented accounts and access transfer plan. Rejigg helps reduce back-and-forth by combining buyer vetting, NDA gating, a data room, and a deal dashboard. Use the due diligence checklist to see what slows closings.

Game earnouts are often tied to visible milestones, such as shipping a build by a date, hitting DAU or retention targets, delivering a port or DLC, or clearing a revenue hurdle over a defined period. The biggest risk is alignment: changes to marketing budget, UA strategy, or roadmap priorities can move the metrics even if the team executes well. If you take an earnout, define the metric source, measurement window, what counts as “ship,” and what decisions the buyer controls. Rejigg’s tools help you compare earnout-heavy offers inside the negotiation guide.

Sometimes, and it depends on how stable and transferable the cash flow looks. SBA lenders usually prefer consistent earnings with clean books, so durable live-ops revenue can work when cohorts and payouts are well documented, while one-time launch spikes are harder to finance. Co-dev and work-for-hire studios can be SBA-friendly when contracts repeat and margins hold across projects. Lenders will still dig into publisher or customer concentration, owner dependence, and IP and contract transfer risk. You can model payments with Rejigg’s SBA loan calculator.

Have the last three years of P&Ls (or since inception), a trailing twelve months P&L, balance sheet, and a clear add-backs schedule. In games, buyers also expect platform payout statements (Steam, console, mobile), revenue by title or contract, and UA spend summaries if you run paid acquisition. Many buyers will ask for a bridge from gross platform receipts to net deposits so they can reconcile fees, refunds, and chargebacks. Rejigg can pull data via QuickBooks integration and organize it in a buyer-ready packet. Start at prepare to sell.

Add-backs adjust earnings to reflect ongoing cash flow, and they only work when each line is specific and documented. Common studio add-backs include a one-time outsource sprint, an unusual legal bill from a contract dispute, a launch-only marketing spike, founder perks, or a temporary hiring surge for a milestone. Buyers usually push back hardest when add-backs are used to “smooth” normal volatility in a live-ops title. Attach invoices, contracts, and dates to each add-back so it reads like evidence, not a story. Rejigg’s data room lets you keep that backup alongside the schedule.

Taxes depend on the deal structure (asset vs. stock sale), your entity type, and the purchase price allocation across IP, goodwill, and other assets. Buyers often prefer asset deals to limit unknown liabilities, but allocations can shift more proceeds into ordinary income for the seller, depending on facts and jurisdiction. In game deals, software and IP value can be a large part of the price, so the allocation discussion matters more than founders expect. Talk to an M&A tax advisor early and model scenarios before you sign an LOI. Rejigg keeps structure and key terms organized across offers in the negotiation guide.

Working capital is the short-term net amount needed to run the studio day to day, such as receivables from co-dev clients, accrued payroll, vendor payables, and deferred revenue. Live-ops can add wrinkles, like platform payouts in transit, refund reserves, and prepaid SaaS tools for analytics, support, or moderation. Many deals set a working capital target so the buyer does not inherit an empty operating account. The details matter most in the definition: what gets included, what gets excluded, and how it is measured at close. Use Rejigg’s deal tracking to keep working capital terms visible across offers.

Buyers model the post-launch curve title by title. They look at how revenue holds after launch week, how discounting and bundles perform, and whether updates, ports, DLC, or sequels reliably lift the tail. They also review ratings and reviews, refund patterns, and any licensing constraints that could force a delist or block updates, like music, brand IP, or non-transferable middleware. A strong catalog has controllable levers, like well-timed updates and promos, not only deep discounts. Rejigg’s data room is a good place to share title-level revenue and update history under NDA.

Buyers typically ask for employee and contractor IP assignments, vendor and outsource SOWs, publisher and licensor agreements with change-of-control language, and engine and middleware licenses. For online games, privacy and security policies matter, too, along with incident history if you have one. They will also want corporate records, like formation docs and a cap table, and any dispute or litigation history. Missing paperwork is common in games, and it often leads to delays, holdbacks, or special indemnities. Rejigg’s data room helps you organize diligence by folder and share it by buyer stage. See due diligence and closing.

Transitions often run 3–12 months and are frequently tied to a concrete milestone, like the next major update, a console launch, or a defined co-dev delivery phase. Buyers want continuity in shipping, knowledge transfer on build and release processes, and clean handoffs of publisher, platform, and community relationships. If the founder is still the final approver or the main external relationship owner, buyers usually ask for a longer transition and may link it to an earnout or consulting agreement. Rejigg helps you document a specific transition plan using the transition planning guide.

Non-competes often restrict you from starting or joining a directly competing studio for 2–5 years, with definitions around genre, platform, business model, and geography. In games, scope drafting matters because “any game development” can be too broad if you work across premium, free-to-play, and service work. Buyers care because founders can re-form teams quickly and take community and creator relationships with them. Ask for narrow definitions and clear carve-outs, like teaching, consulting, or non-competing genres, and align it with any post-close role. Track non-compete terms across offers in Rejigg’s deal comparison dashboard.

Confidentiality in games takes planning because team networks overlap and community channels amplify rumors. Most sellers use staged disclosure: a small inner circle early, broader disclosure after LOI, and a coordinated announcement plan that includes retention, roadmap messaging, and moderation coverage. You also need to control what leaks in builds and storefront updates while talks are active. Rejigg helps by limiting access to pre-vetted buyers and requiring digital NDAs before anyone sees sensitive details. Use the platform’s messaging and scheduling to keep the process contained. See finding buyers.

This happens more often than founders expect, and the rules vary by platform and how the account was created. Buyers mainly want a workable path that protects updates and payouts, such as adding the buyer as an admin, running a staged migration with platform support, or transferring IP and re-publishing under the buyer with a clear plan for player impact. If you cannot describe the path, buyers may assume a day-one operational outage and price in delay risk. Put an “account transfer inventory” in your data room with owners, 2FA, and step-by-step actions. Rejigg makes it easy to share that under NDA.

Common structures include all-cash at close with a short transition, cash plus an earnout tied to milestones or revenue, or cash with rollover equity where you keep a stake post-close. Studios with heavy key-person dependence, meaningful platform risk, or volatile live-ops performance often see more contingent consideration. Service studios with consistent margins and repeat clients can sometimes support more cash at close, especially when contracts are transferable. The right structure depends on what risk the buyer is underwriting, like shipping continuity, platform exposure, or rights. Rejigg’s offer tracking lets you compare structure, contingencies, and timelines side by side.

Buyers want confidence you are not shipping code under licenses that trigger source disclosure or limit commercial use. Keep an inventory of open-source components and licenses, plus your compliance process, such as scanning tools, review gates before merging, and attribution practices. The risk often comes from older prototypes, copied snippets, or forum code that never made it through a formal review. Clean that up before diligence so lawyers do not treat it as an unknown liability. Rejigg lets you upload an OSS memo and any scan reports to the data room and share it only after NDA.

Buyers usually want policies and evidence, not positioning. Be clear about what AI tools the team uses, what is prohibited, and what touches player-facing content, like marketing art, voice, or in-game assets. They will also ask about rights risk, such as training data provenance, vendor terms, and whether any publisher or platform requires disclosure. Community sentiment can matter, too, especially for visible asset generation and voice work, so explain your review and approval steps before anything ships. Put the policy in writing and share it consistently during diligence. You can store it in Rejigg and point buyers to prepare to sell.

After a strong launch can lift valuation, but it can also highlight volatility if revenue drops quickly in the next few months. Many buyers prefer to see stabilization, including cohort retention, refund patterns, and whether updates and promos can reliably lift the tail. Selling pre-launch can work with strong wishlist velocity and a credible production plan, but buyers will price hit risk and often push for earnouts tied to launch performance. The timing that tends to work best is when you can explain the next 6–12 months with specifics: shipping plan, revenue drivers, and realistic risks. Rejigg helps you track buyer interest and offers while you keep building.