Company Announcements

12 January 2023                                                                                                                                                                       

Entain plc

("Entain" or the "Group")

Completion of the acquisition of BetCity in the Netherlands

Entain plc (LSE: ENT), the leading global sports betting, gaming and interactive entertainment group, is pleased to announce the completion of the acquisition of BetEnt B.V., which trades under the BetCity.nl name ("BetCity" or the "Company").

BetCity is one of the Netherlands' leading licensed operators in the newly regulated online sports betting and gaming market.  Since its licencing in October 2021, BetCity continues to deliver strong growth, maintaining its established leading share of approximately 20%¹ of this attractive fast-growing market.  

Jette Nygaard-Andersen, CEO of Entain, comments:

"We are pleased to have completed the acquisition of BetCity.  The combination of BetCity's local expertise and strong brand, alongside Entain's global scale and market-leading platform provides customers with an enriched and broader offering of engaging products, fresh content and new experiences.  

This transaction further underpins our growth strategy of operating in, and expanding further into, attractive regulated markets. We look forward to working with Melvin and the BetCity team as we execute on the significant opportunities in the Dutch market."

As announced on 14 June 2022 (Link), the consideration structure is as follows:

·      Initial consideration of €300m (approximately £266m²) paid on completion.  A balancing payment will be paid once BetCity's financial performance for 2022 is confirmed;

·      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 €50m (approximately £44m²) will be paid on delivery of synergies and successful migration to the Entain Platform;

The total consideration payable, on current expectations, is €450m (approximately £399m²).  However, dependent on the performance of BetCity, the maximum consideration is capped at €850m (approximately £753m²).  The combination is expected to deliver approximately €28m (approximately £25m²) of cost synergies, predominantly from technology, content and royalty benefits, by the end of 2026. 

The initial consideration has been funded from the proceeds of the Group's re-financing announced on 19 October 2022 and existing cash resources.

Notes

(1) Source KSA report GGR Q4 2021 Online kansspelmarkt: de stand van zaken - Kansspelautoriteit 

(2) EUR / GBP FX rate of 0.8856 as per Bloomberg on 11 January 2023

Enquiries

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 BetCity, bwin, Coral, Crystalbet, Eurobet, Ladbrokes, Neds, Sportingbet, Sports Interaction and SuperSport; Gaming brands include 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 over 40 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.

LEI: 213800GNI3K45LQR8L28

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.

The person responsible for arranging for the release of this announcement on behalf of Entain is Emily Carey (Company Secretary).