A US judge just did what acquisition contracts almost never manage on their own: forced a major publisher to hand the keys back to the studio it bought. For Subnautica 2, that means the old boss returns, a $250 million bonus is back on the table, and Krafton’s playbook for handling “too successful” earnouts has been dragged into the light.
Nine months after Krafton gutted the leadership of Subnautica 2 studio Unknown Worlds, the court has effectively said: you don’t get to change the rules mid‑game.
As reported by PC Gamer, GamesIndustry.biz, and Eurogamer, the dispute centers on a huge earnout clause from Krafton’s acquisition of Unknown Worlds. If Subnautica 2’s Early Access performance hit agreed revenue targets, the founders and ex‑shareholders could earn up to $250 million. That’s on top of the original sale price – and, internally at Krafton, it was apparently seen as a “catastrophic failure” if it triggered.
The ruling says the quiet part out loud. The judge found Krafton “breached the [Equity Purchase Agreement] by terminating the Key Employees without valid Cause and by improperly seizing operational control of Unknown Worlds.” In plainer language: the court didn’t buy Krafton’s story that CEO Ted Gill and co‑founders had “abandoned their responsibilities.”
Instead, the judge describes a deliberate strategy. Citing internal evidence, they write that “Krafton’s true focus in June 2025 was avoiding its financial exposure” and that it launched something called “Project X” to either force a new deal on the earnout or “execute a ‘takeover’ of the studio.” Firing the founders, the ruling says, was one of the tactics chosen to hit that goal.
Krafton had claimed the ousted leaders threatened to self‑publish Subnautica 2 and stole tens of thousands of company files in anticipation of a lawsuit. The founders denied it, and the court ultimately sided with them on the key question that mattered: whether Krafton had valid cause to fire them and strip their contractual control over the project. It didn’t.
Spain’s VidaExtra highlights one of the wildest details: Krafton’s CEO, Kim Chang‑han, admitted he’d asked ChatGPT to “brainstorm” ways to avoid paying the earnout and then deleted the evidence. Add in Slack discussions about a “takeover” plan and even a bizarre note from Nexon’s CEO that Krafton used to suggest the founders held racist views toward Koreans, and the picture the judge paints isn’t flattering.
The bottom line of the order, via PC Gamer: Gill is “hereby reinstated as CEO of Unknown Worlds,” the 2025 board resolution that fired him is “ineffective,” his operational control is restored and extended by the time he was locked out, and Krafton is barred from “circumventing” his authority over Subnautica 2’s Early Access launch. Krafton must also immediately restore his access to the game’s Steam page.
Most coverage will focus on the courtroom spectacle and the human drama. The more important piece is what this says about how earnouts and “founder control” clauses actually work when things get ugly.
Earnouts are supposed to align incentives: founders stay on, hit performance targets, get paid big. In reality, once those targets start looking achievable, the buyer sometimes gets buyer’s remorse. Slow the project down, move goalposts, reshuffle leadership – anything to avoid writing a nine‑figure check.
Earnouts are supposed to align incentives: founders stay on, hit performance targets, get paid big. In reality, once those targets start looking achievable, the buyer sometimes gets buyer’s remorse. Slow the project down, move goalposts, reshuffle leadership – anything to avoid writing a nine‑figure check.
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This ruling says you can’t just do that and expect the contract language to roll over. The court not only found Krafton in breach, it rewound some of the consequences: reinstating leadership, invalidating board resolutions, and extending the earnout window so the founders have a fair shot to earn what they bargained for.
For other indie studios eyeing acquisition deals, that’s huge. It’s a rare public example of a court enforcing the spirit of an earnout, not just the letter. For big publishers, it’s a reminder that “pressure tactics” and internal projects like “Project X” can come back to haunt you in discovery.
The question I’d put to Krafton’s PR team now is simple: if the goal was to “stabilize” Subnautica 2 by firing its founders, how does being legally forced to hand the project back to them — after trashing them in court filings — do anything but prove this was always about the money?
Short term, it means Subnautica 2 is back in the hands of the people who built the franchise. Gill regains “full operating authority” over Unknown Worlds and over the timing of Early Access, including control of the Steam page, according to GamesIndustry.biz and Eurogamer.
VidaExtra reports that, under the new status quo, Subnautica 2 is now expected to hit Early Access in May on PC and Xbox Series, with the exact day still unconfirmed. The game has also been announced for PlayStation 5, though console launch specifics are less clear in the court‑drama noise.
Unknown Worlds has quietly resumed talking about the game itself. The studio recently put out a behind‑the‑scenes look at a new deep‑sea predator and how it’s using Unreal Engine 5 and AI systems for more reactive, lifelike creature behavior — real‑time reactions, more dynamic encounters, all the stuff you actually care about when you’re 600 meters down with no oxygen and bad decisions.
The irony is hard to miss. Krafton loudly pivoted to AI as the “core” of its future development, then its CEO used an AI chatbot to fish for ways to stiff an acquired studio. Meanwhile, Unknown Worlds is using AI where players can see it: in how the ocean tries to kill you.
The uncomfortable bit is the leadership whiplash. Since firing the founders in 2025, Krafton had slotted in Striking Distance’s Steve Papoutsis as CEO. Now a court is yanking him out and reinstalling Gill. Even if you think that’s justice, it’s still disruption for the rank‑and‑file devs who just want to ship the game they’ve been iterating on through all of this.
For players, the real metric won’t be legal wins or corporate statements. It’s whether the Early Access build that rolls out under this new-old leadership feels focused, coherent, and worthy of being called a Subnautica sequel, not a live‑service experiment warped around a bonus target.
A Delaware judge ruled that Krafton wrongfully fired the founders of Subnautica 2 studio Unknown Worlds to dodge a potential $250m earnout. The court ordered former CEO Ted Gill reinstated with full control over the studio and Subnautica 2’s Early Access launch, and extended the bonus window into late 2026 (and possibly 2027). For players, that means the sequel is back under its original leadership — now they have to prove, in Early Access, that all this legal chaos was worth enduring.
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