NeoGames SA, an ilottery solutions and services provider, has made a bid to acquire gaming solutions provider Aspire Global for SEK 111 per share.
The formal bid committee of Aspire Global has responded to the bid, unanimously recommending that the company’s shareholders accept the full cash consideration alternative of SEK 111 per share being part of NeoGames’ public tender offer.
NeoGames made a public tender offer to Aspire Global’s shareholders on January 17, 2022, to tender all their shares in the company for a consideration consisting of a combination of cash and newly issued shares in the ilottery solutions provider.
Aspire Global’s main shareholders, who in aggregate own shares corresponding to 66.96% of all shares and votes in the gaming solutions provider, have entered into final undertakings that enable the other shareholders to tender their shares to NeoGames and receive 100% cash consideration corresponding to SEK 111 per share. This represents a premium of 41% compared to today’s closing price of SEK 78.5 for Aspire Global’s share. The value of Aspire Global is between $500m-$600m.
For the shareholders who elect to receive 100% of the consideration in cash, the Last Twelve Month (LTM) EBITDA multiple) would be 16.8x which compares very favorably to the comparable multiples in the space.
For those electing to take the mix of equity and cash on a 50:50 basis, the EV/EBITDA multiple will be 13.6x due to the proposed share price ratio, subject to change based on the movement of NeoGames share price pre-closing of the offer.
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.”
NeoGames will gain access to Aspire Global proprietary products and managed services offering, and further access to regulated markets such as Europe, Latin America, and Africa. Meanwhile, Aspire Global will be able to accelerate its US entry plans whilst continuing to act independently and as an igaming division.
All Aspire Global employees are expected to continue as usual in both firms, including Maimon, who will also be appointed as President of NeoGames.
Maimon continued: “The deal will allow us to leverage NeoGames’ presence in the US to grow even further in this market whilst continuing to roll out new products and support the growth of our regulated clients in Europe, Latin America, Africa, and North America.
“Setting aside the value creation from a financial perspective, both NeoGames and Aspire Global will be able to offer a state-of-the-art enhanced gaming solution as well as supporting growth for existing and new clients. This is an exciting new chapter for my management and employees as we look to lead the space with high quality and innovative products.”
Moti Malul, CEO of NeoGames, added: “This is a highly strategic and transformational transaction for NeoGames that represents perhaps one of the more important milestones for us as a company.
“We believe that the combination of our two very successful companies will create a leading global provider across all forms of online lottery, sports betting, and gaming that would have significant global active presence in many key markets.
“As a pure-play ilottery provider, we have experienced first-hand the strong convergence and expansion trend of lotteries in many countries globally into online gaming verticals and we believe that with this transaction we will become an even better strategic partner to our existing and future customers.
Malul concluded: “We are excited to also be able to become a leading global provider to regulated gaming operators through the vast experience and product set that Aspire Global brings to our combined entity, together with profound operational experience which is a crucial success factor.
“The strong ties and cultural fit between the companies, where significant parts of our management teams have worked together and cooperated along the years, provides a great platform for future collaboration and success.”