Betsson acquires Dutch online gambling group

The Swedish online gambling operator Betsson AB has announced the acquisition of the Class One Holding Ltd Dutch private online gaming group (based in Malta and comprising Oranje Casino, Kroon Casino and an affiliate business.)

The companies primarily target the Dutch market, but Kroon Casino also has a presence in Belgium.

“With this acquisition, Betsson gains a strategic position in the Netherlands and becomes one of the biggest players on the Dutch market which is expected to be re-regulated during 2015,” said Magnus Silfverberg, president and CEO of Betsson.

“This would give Betsson’s profits from locally-regulated markets exceeding 25 percent of the group’s total profit. The deal also gives Betsson a larger and more significant presence in continental Europe.”

In 2013, revenues in Oranje and Kroon amounted to Euro 32.5 million with an EBIT of Euro 22.1 million, equivalent to an EBIT margin of 67,8 percent. The group boasts a player base of 209 000, the Swedish group advised shareholders Friday..

In addition to incremental earnings, the transaction contributes over 300 new domains, a Belgian licence and a number of proprietary developed and exclusive casino games.

The three un-named entrepreneurs who founded Oranje and Kroon will continue to serve the company as external advisors to Betsson, and the Swedish group is to retain other key employees in the enterprise.

Betsson has advised that the acquisition is for an initial consideration of Euro 100 million, of which Euro 60 million is payable in Betsson shares and the rest in cash. The initial purchase consideration corresponds to 4.5 times EBIT in 2013.

In addition to the initial purchase consideration, a further payment may become payable, based on the outcome of the anticipated re-regulation in Holland. A more attractive re-regulation for Oranje and Kroon will trigger a higher remaining payment by Betsson capped at Euro 45 million.

However, the expected remaining purchase consideration is Euro 30 million, representing a total purchase consideration of Euro 130 million, corresponding to 5.9 times EBIT for 2013.

Betsson estimates that the acquisition and integration costs will not exceed SEK 30 million over the next 12 months. In addition to these costs further depreciation of immaterial assets will be triggered, in conjunction with Betsson´s previous acquisitions,
these have no cash flow impact.

The acquisition is financed through equity, own generated cash and a newly secured Euro 90 million bank facility. The funding creates flexibility for the future and will also be used to repay current outstanding debt.

The acquisition is subject to customary shareholder and regulatory approvals, and closing is expected to take place during first quarter 2014.