Updated Mar 17, 2026 by AEVI
Investment agreements (IAs) serve as a hybrid financing model for Spanish developers, bridging the gap between equity and debt by granting investors shareholder-like rights without requiring immediate capital increases.
Unlike traditional bank loans, IAs replace fixed repayment schedules with returns tied directly to project profitability, often including conversion mechanisms that turn credit into equity if revenue targets are missed.
IAs typically structure capital as lump-sum or milestone-linked payments, with returns defined by a percentage of commercial revenues, such as a €100 investment targeting a €120 return.
Standard contractual protections in these agreements include profitability timeframes, capitalisation rights, confidentiality clauses, pre-emptive rights, and 'bad-leaver' provisions to mitigate risk for both parties.
Investors utilizing IAs gain significant influence over project governance, including voting, dividend, and information rights, despite not holding formal share capital.
This framework, authored by Pérez-Llorca and the Asociación Española de Videojuegos, provides a practical checklist and glossary to assist Spanish developers of all sizes with due diligence and contract drafting.
Investment agreements (IAs) serve as a hybrid financing model for Spanish developers, bridging the gap between equity and debt by granting investors shareholder-like rights without requiring immediate capital increases.
Unlike traditional bank loans, IAs replace fixed repayment schedules with returns tied directly to project profitability, often including conversion mechanisms that turn credit into equity if revenue targets are missed.
IAs typically structure capital as lump-sum or milestone-linked payments, with returns defined by a percentage of commercial revenues, such as a €100 investment targeting a €120 return.
Standard contractual protections in these agreements include profitability timeframes, capitalisation rights, confidentiality clauses, pre-emptive rights, and 'bad-leaver' provisions to mitigate risk for both parties.
Investors utilizing IAs gain significant influence over project governance, including voting, dividend, and information rights, despite not holding formal share capital.
This framework, authored by Pérez-Llorca and the Asociación Española de Videojuegos, provides a practical checklist and glossary to assist Spanish developers of all sizes with due diligence and contract drafting.