Gaming Innovation Group (GiG) has signed a Share Purchase Agreement (“SPA”) to acquire the company iGaming Sportnco Gaming SAS on December 22, 2021. GiG has received the necessary approvals from the authorities and the Board of Directors of GiG has decided complete the acquisition, with a view to issuing new shares to the shareholders of Sportnco and to SkyCity Entertainment Group Limited (“SkyCity”).
GiG acquires 100% of Sportnco Gaming SAS shares for €51.37 million, of which €27.87 million was paid in cash and €23.50 million in 12,623,400 new shares of GiG at a share price of NOK 18 .08, equal to the share’s VWAP in the last ten trading days. In addition, Sportnco will retain €18.63 million of its existing long-term loans.
GiG also entered into an agreement with SkyCity in December 2021, whereby SkyCity invests €25 million through a targeted equity issue at NOK 18.00 per share, equivalent to 13,487,500 new GiG shares, funding the most of the cash consideration to Sportnco’s shareholders.
GiG issues 26,110,900 new shares to shareholders of Sportnco and SkyCity, increasing the number of shares outstanding from 96,675,626 to 122,786,526. Shares issued to Sportnco shareholders are subject to a period of 6 months.
Sportnco has 84 shareholders, the largest of which is the CEO and founder Hervé Schlosser (15.6%), Olivier Marchal, Chairman of Bain&Co France (9.1%) and BNP Paribas Développment (6.6%), and these will hold 1.60%, 0.93% and 0.67% respectively in GiG. SkyCity will own 10.98% of GiG.
Sportnco shareholders are entitled to an additional two-year performance-based payout in 2022 and 2023 of up to €11.5 million per year. The amount will be paid 50% in cash and 50% in new GiG shares, and the number of shares to be issued will be based on a 10-day VWAP of the GiG share at the time of payment, scheduled for April 2023 and April 2023. 2024.
In addition, in order to retain key employees at Sportnco, a 3-year option program will be entered into, whereby option holders, pending continued employment, will receive GiG shares in the future VWAP valuation up to a total aggregate value of 4 million of euros.
The combined company
Sportnco is a leading platform provider of turnkey betting and gaming solutions to operators in regulated markets through its in-house developed sportsbook and PAM.
The combined company will enhance and strengthen GiG’s position as one of the industry’s leading platforms and media providers with innovative, proprietary products and creating one of the largest and fastest regulated iGaming providers with an unrivaled regulated geographic presence.
Sportnco has an international presence and operates as a leading B2B provider in France and Spain and is active in other European jurisdictions such as Belgium, Portugal and Greece as well as several high growth Latin American markets and is well positioned to enter the US sportsbook.
Sportnco’s geographic presence is highly complementary to GiG’s current offering and combined, GiG and Sportnco will be licensed in 25 markets, currently with around 55 customers. Through the acquisition, GiG significantly increased both short-term and long-term addressable markets. Sportnco’s tier 1 sports betting product is strong and the acquisition is expected to create attractive commercial, operational and technological synergies, as well as enabling cost savings and accelerated growth.
The combined company will have increased profitability, a value proposition with ever-increasing growth prospects, and greater revenue diversification and geographic reach.
Gaming Innovation Group strengthens its position in the iGaming industry
With the acquisition of Sportnco, Gaming Innovation Group strengthens its position in the platforms and sports segments of the iGaming industry and will have multiple possibilities in the future, increasing its product portfolio towards a profitable and cash-generating business segment. GiG’s media services have performed strongly over the past two years, showing high levels of growth, increasing earnings diversity and healthy cash flow.
For the full year 2022, the combined operations are expected to generate revenues of €87-93 million with an EBITDA of €30-35 million. The Board of Directors will have a strong focus on overall operations, including the post-merger integration of Sportnco, and will continue to review potential strategic options to enhance shareholder value in the future.
Richard Brown, CEO of GiG said: “It is with great excitement that we now move forward into the next chapter in the GiG story. The Sportnco team has built a tremendous business that is highly complementary to the GIG offering, both in products but also in addressable market growth, and now work is starting to realize the truly existing growth opportunities that the business combination can pursue. . We welcome the owners of Sportnco & SkyCity as shareholders and the Sportnco team into the GiG organization and now move forward with full focus on executing the post-merger integration plan.”
Hervé Schlosser, CEO and founder of Sportnco, said: “Together with all the teams and shareholders that have built the success of Sportnco and Tecnalis, we are extremely proud of the journey we have undertaken since 2008 and of our integration today into the GIG group. I look forward to opening this new chapter as I am confident that together we will deliver stronger technology solutions to our customers in fast-growing regulated markets.”
 has signed a Share Purchase Agreement (“SPA”) to acquire the company iGaming Sportnco Gaming SAS.){kind=link}