Betsson completes acquisition of Dutch-facing online casino brands5th March 2014 8:24 am GMT
Swedish online gaming operator Betsson has completed the acquisitions of the Dutch-facing online casino brands Oranjecasino.com and Krooncasino.com.
Following receipt of necessary regulatory approvals, Betsson has acquired Class One Holding, operator of the two online casino brands, through the payment of €100m in cash and by the new issue of 2,563,028 shares.
In addition, Betsson has paid €2.3m for acquired cash and cash equivalents and acquired net income.
An additional purchase price in cash, based on the outcome of the anticipated re-regulation in the Netherlands, may be paid. Such additional purchase price could amount to a maximum of €45m, which implies that the total maximum purchase price will be €145m.
Betsson said however that it expects to pay €30m in additional purchase price, implying a total purchase price of €130m.
In connection with the acquisition, an external loan of €78m was engaged. Of this, €35.3m will be used to refinance the acquisition of Nordic Gaming Group (bought in June 2012), with the rest used for the acquisition of Class One Holding.
“The facility will be repaid at an appropriate rate which considers the company’s dividend policy,” said Betsson. “On top of the utilized facility, Betsson has an additional credit facility of €12mto be used when needed.”
Only the sellers of Oranje and Kroon have been entitled to subscribe for the new B Shares, with a right and obligation to pay for the new shares by transfer of shares in Class One Holding. The estimated value of the assets contributed in kind corresponds to a subscription price of approximately SEK207 per common share, corresponding to the volume-weighted average share price for Betsson’s shares during the last 5 trading days up until and including February 28th 2014.
The new shares will be admitted to trading on NASDAQ OMX Stockholm this week. The sellers are committed to certain restrictions regarding the transfer of the newly issued Series B shares, including not selling part of the shares for six or twelve months.
The issue in kind means that the number of shares in Betsson increases from 43,956,127 to 46,519,155 (5,420,000 shares of series A, 40,577,455 shares of series B and 521,700 shares of series C).
Betsson expects that the acquisition to contribute positively to Betsson’s financial result.