Banijay Group (BNJ) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition creates a pan-European leader in sports betting and online gaming, combining complementary strengths in digital and omnichannel offerings across six regulated markets, with a balanced geographic footprint and strong tech-driven, customer-centric cultures.

• The deal aligns with ambitions to expand into new regulated markets, consolidate leadership, and balance Entertainment & Live and Gaming revenues.

• The combination leverages local expertise, strong brands, and a shared entrepreneurial culture, while maintaining brand autonomy.

• Founders of both companies remain long-term shareholders, reflecting strong confidence in future value creation and ensuring long-term alignment.

• Aims to drive value creation through critical scale, innovation, and a balanced portfolio.

Financial terms and conditions

• Banijay Group acquires Tipico via a binding agreement, with a combined enterprise value of EUR 9.4 billion (Betclic at EUR 4.8 billion, Tipico at EUR 4.6 billion).

• Banijay will own 65% of the combined entity at closing, targeting at least 72% via call options; founders of both companies remain long-term shareholders.

• The deal is financed by EUR 3 billion in new debt at Banijay Gaming level, including refinancing Tipico's debt, with no refinancing of existing Banijay Entertainment debt.

• Pro forma 2024 revenue for the combined group is EUR 6.4 billion, with EUR 3 billion from sports betting and gaming, and adjusted EBITDA of EUR 1.4 billion.

• Betclic will divest its 53.9% stake in Bet-at-home.com AG as part of the process.

Synergies and expected cost savings

• Targeting approximately EUR 100 million in annual synergies by 2028, through product innovation, tech efficiency, and procurement pooling.

• Synergies will be realized in two phases: initial stabilization and synergy delivery, followed by IT and platform integration.

• Enhanced digital and IT systems, shared tools, and economies of scale expected to drive cost savings.

• Synergies balanced between topline growth and platform efficiencies.