SBC News XLMedia recoups M&A cash for payout of business closure

XLMedia recoups M&A cash for payout of business closure

XLMedia Plc is working on final obligations and liabilities to close its business in 2025 and settle outstanding net proceeds with shareholders.

Issuing an update on the proceedings of its closure, XLMedia confirms that it “no longer has any material trading activities” as the board is set to delist XLMedia from the London AIM exchange on 12 May 2025.

Group accounts for the full year 2024 disclosed that XLMedia had incurred an operating loss before impairment charges of $15m.

In April 2024, XLMedia agreed on terms to sell its Euro-&-Canada media assets to Gambling.com Group for $41m. The deal was composed of a $30m cash payment and $11m in performance variables agreed with Gambling.com.

Later, in November, XLMedia entered into a $21m agreement to sell its North American media unit to Sportradar AG, a deal locked in on a $20m cash reward.

The deal was followed by XLMedia activating AIM Rule 15 to begin the closure of its business by operating as a “cash shell” enterprise. As it stands, XLMedia accounts maintain a cash balance of $35m.

Transitioning to a shell company, group accounts booked costs of $7.5m in deferred and earnout payments to wind down former assets and paid media partners $3m to terminate outstanding partnerships.

The update informs that XLMedia will receive a final payment consideration of $11.2m from Gambling.com on 1 April, and a further $1m payment from Sportradar on 15 April.

In February 2025, the Group returned £14m (approximately $17.4m) of cash to shareholders via a tender offer. “The Board intends to make a further capital return to shareholders prior to the suspension of trading in the Company’s Ordinary Shares, which is expected to take place on or around 12 May 2025.”

CEO David King, explained: “We have made substantial progress in reducing costs, having successfully completed the transition of both European and North American assets to new owners. The outstanding tax liabilities remain the most significant residual cost, and we are working rapidly with our advisers with a view to early submission of final tax returns. However, at this point, we have no certainty over the timescales for final agreement from each tax authority.”

As previously announced, Marcus Rich, David King, Julie Markey, and Ory Weihs will step down from the Board on 30 June 2025. Peter McCall, Group Company Secretary and Legal Counsel, was appointed to the Board on 31 January 2025 and, together with Cédric Boireau, will oversee the Group in H2 of 2025.

Proceeding to settle all outstanding obligations (including tax and wind-down costs), XLMedia will distribute the remaining cash balance to shareholders. As stands, XLMedia cannot make a final determination on the total payout for investors due to the uncertainty surrounding remaining liabilities and outstanding tax obligations

Marcus Rich, Chair of XLMedia, commented: “We are pleased to have realised value for shareholders from the sale of the Group’s assets, having made an initial return of capital in February. It is our intention to make a further return of capital prior to the Company’s shares being suspended, which is expected to take place on or around 12 May 2025.”

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