TIDMENT
RNS Number : 7251O
Entain PLC
14 June 2022
For release at 7.00am 14 June 2022
Entain plc
Acquisition of BetCity, one of the Netherlands' leading online
sports betting and gaming operators
Entain plc (LSE: ENT), the leading global sports betting, gaming
and interactive entertainment group ("Entain" or the "Group"),
today announces that it has agreed to acquire the entire share
capital of BetEnt B.V., which trades under the BetCity.nl name
("BetCity" or the "Company"), from Sports Entertainment Media B.V.
for an initial consideration of EUR300m (approximately GBP257m(1) )
and deferred contingent consideration of up to EUR550m
(approximately GBP472m(1) ).
BetCity is one of the Netherlands' leading online sports betting
and gaming operators. Headquartered in Amsterdam, BetCity received
an online sports betting and gaming licence from the KSA
(Kansspelautoriteit), the Dutch Gaming and Gambling Authority, in
October 2021.
The newly regulated Netherlands online market is highly
attractive and fast-growing across both sports betting and gaming.
Since its licensing in October 2021, BetCity has delivered rapid
growth, establishing a leading position with approximately 20%(2)
market share during the fourth quarter of 2021. This acquisition
will create a strong market operator with significant growth
opportunities, in line with the Group's strategy.
BetCity's offering is highly complementary to Entain's bwin and
Party brands which are awaiting approval for a licence to operate
in the Netherlands - now expected during the latter part of this
year as the KSA has recently requested additional documentation as
part of the ongoing application process. The combination of
BetCity's local expertise, strong brand and large diverse
user-base, with Entain's global scale and market-leading platform
will provide customers with a broader offering of engaging
products, fresh content and new experiences.
Melvin Bostelaar, BetCity's CEO, along with other key members of
the leadership team, will remain with the Company.
Consideration structure:
-- Initial consideration of EUR300m (approximately GBP257 m(1) )
is payable in cash at completion, with a balancing payment to be
paid in early 2023 based on the actual performance of BetCity in
the financial year 2022;
-- A further contingent payment will be paid in early 2024,
based on 10x BetCity's EBITDA for the financial year 2023, less
amounts already paid out;
-- In addition, a final contingent payment of EUR50m
(approximately GBP43m(1) ) will be paid on delivery of synergies
and successful migration to the Entain Platform;
The total consideration payable on current expectations is
EUR450m (approximately GBP386m(1) ). However, dependent on the
performance of BetCity, the maximum consideration is capped at
EUR850m (approximately GBP729m(1) ). T he combination is expected
to deliver approximately EUR28m (approximately GBP24m(1) ) of cost
synergies, predominantly from technology, content and royalty
benefits, by the end of 2026.
The initial consideration will be funded from existing cash
resources and drawings on the Group's revolving credit
facility.
The acquisition is expected to complete during H2 2022.
Jette Nygaard-Andersen, CEO of Entain, comments:
"We are delighted that BetCity is joining Entain and are excited
by the significant opportunities in the newly regulated Dutch
market. This acquisition will provide customers with an even better
experience as we combine BetCity's local expertise and brand
alongside Entain's market leading, customer focused platform. This
transaction further underpins our growth strategy of operating in
attractive regulated markets. We look forward to working with
Melvin and the BetCity team."
Melvin Bostelaar, CEO of BetCity, comments:
"We are happy to be joining forces with a world-class group in
Entain. Together we will be well-placed to maintain a strong market
position in the Dutch market for the coming years. Entain's market
leading platform, technology, established brands and global scale
provides a fantastic opportunity to expand and enrich our customer
offering. Both BetCity and Entain position the customer at the
heart of everything we do, with Entain's core values and philosophy
in responsible gaming, compliance and company-culture seamlessly
aligning with those of BetCity. We look forward to a bright future
together. "
Notes
The Acquisition constitutes a Class 2 transaction for the
purposes of the UK Listing Rules.
(1) EUR / GBP FX rate of 0.8580 as per Bloomberg on 13th June
2022
(2) Source KSA report GGR Q4 2021 Online kansspelmarkt : de
stand van zaken - Kansspelautoriteit
(3) For the purposes of UK LR 10.4.1 R, as at 31 December 2021,
BetCity had gross assets of approximately EUR20.7m (approximately
GBP17.8m(1) ) and generated profits of EUR2.0m (approximately
GBP1.7m(1) ) in the year ending 31 December 2021
Enquiries
Investor Relations - Entain plc investors@entaingroup.com
David Lloyd-Seed, Chief IR & Communications Officer david.lloyd-seed@entaingroup.com
Davina Hobbs, Head of Investor Relations davina.hobbs@entaingroup.com
Callum Sims, IR Manager callum.sims@entaingroup.com
Media - Entain plc media@entaingroup.com
Lisa Attenborough, Head of Corporate Communications lisa.attenborough@entaingroup.com
Jay Dossetter, Head of ESG and Press Office jay.dossetter@entaingroup.com
Jodie Hitch, PR Manager Jodie.hitch@entaingroup.com
Powerscourt Tel: +44 (0) 20 7250 1446
Rob Greening/Nick Hayns/Sam Austrums entain@powersco urt-group.com
About Entain
Entain (LSE: ENT) is a FTSE100 company and is one of the world's
largest sports-betting and gaming groups, operating both online and
in the retail sector. The Group owns a comprehensive portfolio of
established brands; Sports Brands include bwin, Bet.pt, Coral,
Crystalbet, Eurobet, Ladbrokes, Neds, Sportingbet and Sports
Interaction; Gaming Brands include CasinoClub, Foxy Bingo, Gala,
GiocoDigitale, Ninja Casino, Optibet, Partypoker and PartyCasino.
The Group owns proprietary technology across all its core product
verticals and in addition to its B2C operations provides services
to a number of third-party customers on a B2B basis.
The Group has a 50/50 joint venture, BetMGM, a leader in sports
betting and iGaming in the US. Entain provides the technology and
capabilities which power BetMGM as well as exclusive games and
products, specially developed at its in-house gaming studios. The
Group is tax resident in the UK with operations in a total of 31
regulated or regulating territories. Entain is a leader in ESG, a
member of FTSE4Good, the DJSI and is AA rated by MSCI. The Group
has set a science-based target, committing to be carbon net zero by
2035 and through the Entain Foundation supports a variety of
initiatives, focusing on safer gambling, grassroots sport,
diversity in technology and community projects. For more
information see the Group's website : www.entaingroup.com
About BetCity
BetCity has quickly become one of the leading Dutch operators
for online sports betting and casino games. BetCity offers a wide
range of products like sports betting, slot games and live
casino.
BetCity was one of the first online casinos to enter the newly
regulated Dutch market. BetCity did this with the support of some
industry leading partners, like Kambi, Oryx, Stakelogic, Evolution,
and Pragmatic amongst others.
Through its partners, BetCity has dedicated native speaking
Dutch dealers on blackjack and roulette tables in Eindhoven and in
Madrid.
With a strong marketing campaign, BetCity was able to secure a
firm position in the Dutch market.
BetCity's marketing team dynamically adapts to player choices
and market conditions, offering players great content and a safe
environment in which to play.
BetCity was advised by Partis Capital, Proskauer Rose, HVK,
Brandeis and KPMG.
Important notices
Certain statements in this announcement are forward-looking
statements, including with respect to Entain's expectations,
intentions and projections regarding its future performance,
strategic initiatives, anticipated events or trends and other
matters that are not historical facts and which are, by their
nature, inherently predictive, speculative and involve risks and
uncertainty because they relate to events and depend on
circumstances that may or may not occur in the future. All
statements that address expectations or projections about the
future, including statements about operating performance, strategic
initiatives, objectives, market position, industry trends, general
economic conditions, expected expenditures, expected cost savings
and financial results are forward--looking statements. Any
statements contained in this announcement that are not statements
of historical fact are, or may be deemed to be, forward--looking
statements. These forward-looking statements, which may use words
such as "aim", "anticipate", "believe", "could", "intend",
"estimate", "expect", "may", "plan", "project" or words or terms of
similar meaning or the negative thereof, are not guarantees of
future performance and are subject to known and unknown risks and
uncertainties. There are a number of factors including, but not
limited to, commercial, operational, economic and financial
factors, that could cause actual results, financial condition,
performance or achievements to differ materially from those
expressed or implied by these forward-looking statements. Many of
these risks and uncertainties relate to factors that are beyond
Entain's ability to control or estimate precisely, such as changes
in taxation or fiscal policy, future market conditions, currency
fluctuations, the behaviour of other market participants, the
actions of governments or governmental regulators, or other risk
factors, such as changes in the political,
social and regulatory framework in which Entain operates or in
economic or technological trends or conditions, including
inflation, recession and consumer confidence, on a global, regional
or national basis. Given those risks and uncertainties, readers are
cautioned not to place undue reliance on forward-looking
statements. Forward-looking statements speak only as of the date of
this announcement. Entain and its affiliates, and any of its or
their respective directors, officers, partners, employees, advisers
or agents (collectively, "Representatives") expressly disclaim any
obligation or undertaking to update or revise publicly any
forward-looking statements, whether as a result of new information,
future events or otherwise unless required to do so by applicable
law or regulation.
In particular, no statement in this announcement is intended to
be a profit forecast or profit estimate and no statement of a
financial metric (including estimates of EBITDA, profit before tax,
free cash flow or net debt) should be interpreted to mean that any
financial metric for the current or future financial years would
necessarily match or exceed the historical published position of
Entain and its subsidiaries. Certain statements in this
announcement may contain estimates. The estimates set out in this
announcement have been prepared based on numerous assumptions and
forecasts, some of which are outside of Entain's influence and/or
control, and is therefore inherently uncertain and there can be no
guarantee or assurance that it will be correct. The estimates have
not been audited, reviewed, verified or subject to any procedures
by Entain's auditors. Undue reliance should not be placed on them
and there can be no guarantee or assurance that they will be
correct.
This announcement is being issued by and is the sole
responsibility of Entain. No representation or warranty, express or
implied, is or will be made as to, or in relation to, and no
responsibility or liability is or will be accepted by or on behalf
of, Entain (apart from the responsibilities or liabilities that may
be imposed by the Financial Services and Markets Act 2000, as
amended or the regulatory regime established thereunder) or by its
affiliates or any of its Representatives as to, or in relation to,
the accuracy, adequacy, fairness or completeness of this
announcement or any other written or oral information made
available to or publicly available to any interested party or its
advisers or any other statement made or purported to be made by or
on behalf of Entain or any of its affiliates or any of its
Representatives in connection with Entain and any responsibility
and liability whether arising in tort, contract or otherwise
therefore is expressly disclaimed.
LEI: 213800GNI3K45LQR8L28
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END
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