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Zeal Network SE Announces Takeover Offer For Germany’s Largest Private Digital Lottery Broker Lotto24 AG

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Zeal Network SE Announces Takeover Offer For Germany’s Largest Private Digital Lottery Broker Lotto24 AGReading Time: 5 minutes

 

  • The transaction will create a digital lottery group with currently more than 5 million combined customers globally, current combined billings of about EUR 500 million, and a diverse international footprint
  • The combined group will build on the existing position of Lotto24, discontinue the German secondary lottery business of Tipp24 and transform it to a locally licensed online broker. The companies jointly aim to accelerate growth of online brokerage in the EUR 8.7 billion German lottery market
  • The all-share takeover delivers significant benefits for shareholders with expected cost synergies of EUR 57 million per year, strong future cash generation, and a reduced risk profile
  • The transaction strengthens the German lottery market and returns to federal states and their lottery beneficiaries
  • ZEAL expects to offer one new ZEAL share for ca. 1.6 Lotto24 shares, reflecting the ratio of the volume-weighted average prices of ZEAL and Lotto24 shares over the past three months
  • ZEAL has secured irrevocable commitments to accept the offer from major shareholders representing approximately 65% of Lotto24 shares

 

ZEAL Network SE (“ZEAL”) announced an all-share voluntary takeover offer for Germany’s largest private digital lottery broker, Lotto24 AG (“Lotto24”). On completion, the transaction will create a digital lottery group with currently more than 5 million combined customers globally, current combined billings of about EUR 500 million, and a diverse international footprint.

In the context of the deal, and consistent with its renewed strategy to de-risk its business model and focus on locally-licensed businesses, ZEAL intends to transform its German secondary lottery business into a locally licensed online brokerage model after reacquiring control of its myLotto24 and Tipp24 subsidiaries and, in due course, to relocate ZEAL to Germany. The transaction will significantly strengthen the German lottery market and expand returns to federal states and their lottery beneficiaries.

 

A strong platform for accelerated growth and shareholder value creation

The transaction combines the strong balance sheet, high-quality loyal customer base, and technological capabilities of ZEAL with the proven expertise of Lotto24 in the German lottery brokerage market. The enlarged Group will be in a unique position to accelerate online brokerage growth in the German lottery market.

The Group will also continue to pursue its international growth ambitions, building on the existing, diverse international portfolio (UK, Ireland, Spain, Norway, and Netherlands) and global development pipeline of ZEAL, with the aim of creating long-term growth and sustained shareholder and customer value.

ZEAL believes that the change to its business model in Germany will deliver significant benefits to ZEAL shareholders in the medium term as a result of reduced operational, tax and regulatory risk as well as improved growth potential. As part of the business model change, ZEAL has taken the decision to discontinue certain products and to focus on less volatile brokerage income in the German market, resulting in net annual run-rate revenue dis-synergies of ca. EUR 107 million, which is expected to be compensated for over time through accelerated growth of the enlarged Group. The combination with Lotto24 is also expected to deliver annual run-rate cost synergies of c. EUR 57 million through greater platform efficiencies and significant reductions in other operational costs. Further details of these revenue dis-synergies and cost savings are set out in Appendix A to this announcement.

In addition, ZEAL management has identified further cost savings of approximately EUR 4 million, which do not arise as a consequence of the transaction and sees additional potential future upside.

 

Dr Helmut Becker, CEO of ZEAL, said:“ZEAL will reunite with Germany’s largest digital lottery broker. We will have a significantly enlarged, loyal customer base, strong technology and marketing platforms, and an exceptionally experienced team. Together with our plans to regain control of Tipp24 and transform its German business models, this puts us in an excellent position to accelerate online growth in both the EUR 8.7 billion German lottery market and EUR 270 billion global lottery sector – as a locally-licensed broker, licensed operator, and lottery investor. This transaction is good for shareholders, good for customers, and good for the German federal states and their lottery beneficiaries. We have held initial, constructive conversations with Lotto24 and look forward to further engaging with the management to achieve a successful combination of the businesses. We also look forward to a successful and constructive cooperation with Germany’s state lotteries and invite all shareholders to join us on this journey.”

 

Since its IPO on the Frankfurt Stock Exchange in 2012, Lotto24 has grown rapidly. In 2017, Lotto24 generated billings of EUR 220.7 million and revenues of EUR 25.2 million. In October 2018, Lotto24 upgraded its full year guidance, anticipating billings’ growth of between 38% and 43% for 2018. In the first nine months of 2018, the company increased billings by 43% to EUR 235.9 million, revenues grew almost 50% to EUR 28.1 million, and the total number of registered customers rose by 36% to 2.04 million.

ZEAL has nearly two decades’ experience as an online lottery operator, reseller and investor. In 2017, ZEAL delivered billings of EUR 280.5 million and revenues of EUR 134.3 million. In the first nine months of 2018, billings increased 5% to EUR 212.4 million, revenues rose by 19% to EUR 111.2 million, and the number of new customers grew by 54%, taking the total number of registered customers of the Group to more than 3.5 million.

 

Transaction supported by major Lotto24 shareholders

ZEAL will offer Lotto24 shareholders the opportunity to exchange their Lotto24 shares for shares in ZEAL. The offer consideration will reflect the ratio of the volume-weighted average share prices of both Lotto24 and ZEAL over the past three months before announcement of the transaction. Subject to the final determination of the minimum prices required by law and the final terms set forth in the offer document, ZEAL intends to offer one new ZEAL share as consideration in exchange for each ca. 1.6 tendered shares of Lotto24. Independently of the offer, ZEAL expects to pay an ordinary interim dividend ofEUR 1.00 by year-end 2018.

 

In a clear statement of shareholder support for the deal, ZEAL today entered into irrevocable tender agreements with major shareholders of Lotto24, namely with Günther Group, Working Capital and Jens Schumann. They represent approximately 65% of the shares and voting rights in Lotto24. By entering into the tender agreements, these shareholders have undertaken to tender their shares in Lotto24 into the offer.

 

Jonas Mattsson, Chief Financial Officer of ZEAL“We believe this deal creates significant value for ZEAL and Lotto24 shareholders. The future growth prospects, significant reduction of regulatory risk and the related uncertainties, and EUR 57 million of annual cost synergies make the combined group a highly attractive long-term investment proposition. With our shared history, we are confident of achieving a seamless integration of both companies. Weencourage all holders of Lotto24 and ZEAL shares to follow the major shareholders and take part in the offer.”

 

The offer will be made in accordance with the conditions to be set forth in the offer document, among others a minimum acceptance rate of 50% plus one share of Lotto24. Further details of the offer and its terms, including the acceptance period, will be contained in the offer document. ZEAL expects that the offer document will be published on the website www.zeal-offer.com at the beginning of 2019.

An extraordinary general meeting of ZEAL is expected to be held at the end of December 2018, at which ZEAL will ask its shareholders to approve the offer, including the acquisition of Lotto24 shares from certain members of the Supervisory Board of ZEAL or persons connected with them, and authorise the Executive Board to allot a number of shares as required to fund the offer. As Günther Group has made it a condition to its tender agreement with ZEAL that it will not, as a consequence of the offer, be subject to a legal obligation to make a general offer for the shares in ZEAL which it does not own at that time, ZEAL will furthermore propose a resolution to its shareholders (other than Günther Group and persons acting in concert with Günther Group) to approve the waiver of such obligation granted by the Panel on Takeovers and Mergers. The ZEAL shareholder approvals will be a condition for ZEAL to publish the offer document.

Discussions with the German gambling regulatory body about the future licensing arrangements for the enlarged Group have already been initiated. ZEAL expects to complete the transaction in the first half of 2019.

Source: Latest News at European Gaming Media

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New partnership of EGT Interactive with the esteemed operator Videoslots

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New partnership of EGT Interactive with the esteemed operator VideoslotsReading Time: 1 minute

We are delighted to announce that the high value casino operator Videoslots has integrated our well-known and preferred content. This partnership has a big importance for our company as it gives us the opportunity to strengthen our positions as a leading provider in territories with big potential. As a first step we will launch our high-quality content in the so called .com territories, covered by our new partner.

Todor Zahariev, the Managing Director of EGT Interactive, commented: “As an ambitious company we are very proud, that Videoslots put faith in our reliable and top-notch content. This partnership is a strategic step, as in accordance to our long-term development strategy to enter new markets, we are expecting our successful partnership to expand also in Sweden. Territory, which we consider as top priority. Sharing common values such as security, excellence, integrity and passion, we believe that we will be a great partner for Videoslots and will be able to deliver the ultimate experience to their dedicated players.”

What the Management of Videoslots commented: “The Videoslots team is continually striving to become the world’s biggest and best online casino and we have ensured our players have access to even more high-quality games than ever with this deal. EGT Interactive’s quality portfolio is full of exciting games blended together with immersive graphics, exciting maths models and engaging narratives. Our players are sure to love our latest editions.”

Source: Latest News at European Gaming Media
This is a Syndicated News piece. Photo credits or photo sources can be found on the source article: New partnership of EGT Interactive with the esteemed operator Videoslots

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Spain’s Ombudsman Calls for Gambling Ad Ban

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Spain’s Ombudsman Calls for Gambling Ad BanReading Time: 1 minute

 

Francisco Fernández Marugán, Spain’s acting Civic Ombudsman, has recommended the Spanish government to issue a complete ban on advertising gambling products and services. Marugán addressed the recommendations to the Ministries of Finance and Health, Consumer Affairs and Social Welfare.

The ban would mean that operators would be prohibited from displaying any form of broadcast pertaining to gambling products and services before a particular time, in addition to the prohibition of celebrity endorsements and gambling signage at sporting events.

Marugán has stated that any operator found to be in contravention of the proposed ban could result in the cancellation of an operator’s license, however, this can only be justified if a total ban is imposed.

Marugán considers that the advertising of gambling and bets “should not be considered protected in the freedom of business, as it is not in products such as tobacco or addictive substances.”

Source: Latest News at European Gaming Media
This is a Syndicated News piece. Photo credits or photo sources can be found on the source article: Spain’s Ombudsman Calls for Gambling Ad Ban

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Authentic Gaming Partners with Volcanobet

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Authentic Gaming, the Malta-based gaming solutions provider, has signed a deal with Volcanobet, the leading Montenegro online sportsbook and casino provider. As per the deal, Authentic Gaming will be the exclusive provider of live casino games to Volcanobet.

Volcanobet can now access the Authentic Gaming’s full suite of games including Authentic Roulette, Blaze Roulette, Casino Floor Roulette and Live ARENA games.

“We really enjoy creating solutions for niche and emerging markets which is why I’m delighted that we can demonstrate our full capabilities to Volcanobet, a company that has proven to be a real market leader. To be the exclusive partner of Volcanobet is also a fantastic opportunity for us to help create a new trend within the Montenegro player community and we can’t wait to play such an integral role in the company’s future strategy,” Jonas Delin, CEO, Authentic Gaming said.

“We are famed within Montenegro for providing the best online betting and casino product in the market. Adding Authentic Gaming to our portfolio ensures that we are continuing our position as market leader whilst evolving our product range to provide more choice, added excitement and bespoke solutions to keep our players coming back. This is especially interesting as the Montenegrin market is very receptive to roulette, and we will now be working with a live roulette provider that offers that widest variety in the industry,” Sveta Vasiljevic, CEO, Volcanobet said.

Source: Latest News at European Gaming Media
This is a Syndicated News piece. Photo credits or photo sources can be found on the source article: Authentic Gaming Partners with Volcanobet

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