Aspire accepts NeoGames €410m takeover offer

The board of Aspire Global Plc has this morning ‘unanimously recommended’ an SEK 111 (€11) per share bid to shareholders, made on the behalf of NeoGames SA. 

The public tender offer values Aspire Global at a deal equivalent of SEK 4.3 billion (€410m), representing a 41% premium on the firm’s 17 January closing trading price on the Nordic Nasdaq Exchange of SEK 78.50 (€7.60) per share.

Deal terms, see NeoGames aim to acquire 50% of Aspires shareholding through its SEK 111 per share offer. Aspire’s remaining equity will be purchased through an issue of 7.6 million new shares distributed by an enlarged NeoGames.

US private equity fund Blackstone’s credit advisory will provide NeoGames with a $215 million term loan to finance the cash portion of the deal.

The cash and shares combination will be proposed to Aspire’s majority investors who own a combined 67% shareholding. Meanwhile, smaller investors will hold irrevocable rights to cash-in their shareholdings at a fixed cash offer of SEK 111 per share.

Aspire declared that for investors who choose to be cash-rewarded, NeoGames deal would reflect 16.8 multiple on EBITDA results – comparing very favourably to M&A deal multiples registered in the igaming sector.

Dealmakers aim to combine the corporate synergies of NeoGames and Aspire, to become the leading value chain software and content provider for regulated igaming and lottery markets. Of significance, NeoGames stated that its enlargement with Aspire systems and software, would see the company become the ‘Go-to-Market’ solution for Lottery operators, seeking to expand their B2C offering.

The combined company will be led by NeoGames Chief Executive Moti Malul, and Raviv Adler as Chief Financial Officer.

Aspire Global CEO Tsachi Maimon, is expected join NeoGames as President and will lead the development of a newly formed iGaming unit.

“We are thrilled to announce this highly strategic transaction. Our objective in combining our two companies is to create a leading global provider in interactive content, proprietary technology and operations across all elements of iLottery, online sports betting and iGaming verticals,” said Moti Malul, Chief Executive of NeoGames.

“By integrating our market-leading platform and scalable position within the rapidly expanding global iLottery market, with Aspire Global’s proprietary sports betting platform, BtoBet; its iGaming content and aggregation platform, Pariplay; and its proprietary content and turn-key B2B Gaming solutions, NeoGames will be positioned to significantly increase our addressable market opportunities.”

NeoGames tender is subject to certain regulatory approvals and requires the valid receipt of no less than 90% of Aspire Global’s shares. Customary closing conditions are expected to be completed during the first half of 2022.

Backing NeoGames approach, Tsachi Maimon, Aspire Global’s CEO, commented: “Aspire Global is a high quality, leading supplier with a one-stop shop in the regulated gaming industry. Following the acquisition of Btobet, Pariplay, the recent investment in bingo, and the divestment of the B2C division, and now this potential merger with NeoGames, we will create a leading global supplier for the entirety of the igaming and ilottery space overnight.

“I strongly believe that the two companies are well-matched with a solid cultural connection forged over many years of working together which will facilitate meaningful revenue synergies.”

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