PointsBet Holdings Limited (ASX: PBH) (PointsBet) refers to the previously announced unsolicited, conditional, reverse off-market all-scrip (share) takeover offer by Betr Entertainment Limited (Betr) (Unsolicited Betr Scrip Offer).

On 30 July 2025, Betr announced that it would increase the consideration under the Unsolicited Betr Scrip Offer from 3.81 Betr shares per PointsBet share to 4.219 Betr shares per PointsBet share ( Proposed Variation) and that Betr intended to make the Proposed Variation following the opening of the Unsolicited Betr Scrip Offer.

PointsBet also notes that on 29 July 2025 it made an application to the Takeovers Panel in relation to its affairs (the scope of which includes disclosure issues in relation to the value of the scrip consideration under the Unsolicited Betr Scrip Offer) and, in response to an application for interim orders by PointsBet, the President of the Takeovers Panel made interim orders restraining Betr from despatching its bidder’s statement. The Takeovers Panel proceedings are currently ongoing.

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Further details are set out in the Takeovers Panel’s media release dated 30 July 2025.

The PointsBet Board has determined, with the assistance of external advisers, that the Betr Proposal is materially inferior to the MIXI Takeover Offer, even taking into account the Proposed Variation.

PointsBet will provide further details through its target’s statement in response to the Unsolicited Betr Scrip Offer (when despatched).

The PointsBet Board continues to regard the Unsolicited Betr Scrip Offer as an inadequate outcome for PointsBet shareholders in the context of a scrip-based acquisition of PointsBet by Betr, given the previously announced risks it sees in the combination (following due diligence), including in relation to concerns that PointsBet has regarding Betr’s existing business and what it regards as a material overstatement by Betr of the net synergy potential associated with the transaction.

Accordingly, the PointsBet Directors continue to unanimously recommend that PointsBet shareholders accept the previously announced MIXI Takeover Offer, in the absence of a superior proposal.

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The MIXI Takeover Offer is open and PointsBet shareholders should ACCEPT the MIXI Takeover Offer

MIXI Australia Pty Ltd has most recently announced a relevant interest in 24.7% of PointsBet shares (and a further interest in 1.9% of PointsBet shares through an institutional acceptance facility).

AUSTRAC has launched Federal Court civil penalty proceedings against Mount Pritchard District and Community Club (Mounties), for alleged serious and systemic non-compliance with Australia’s anti-money laundering and counter-terrorism financing (AML/CTF) laws.

AUSTRAC alleges that Mounties contravened the AML/CTF Act, providing gaming services to its customers in circumstances where it had not adopted and maintained an AML CTF programme in compliance with the AML/CTF Rules.

AUSTRAC CEO Brendan Thomas said AUSTRAC alleges failures in Mounties’ approach to its anti-money laundering obligations have left it open to criminal exploitation.

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“Mounties is one of the largest and most profitable club groups in NSW. It owns 10 venues, 8 of which operate approximately 1,400 poker machines and it makes hundreds of millions of dollars in revenue from money gambled on those machines,” Mr Thomas said.

“This is a big company with an even bigger responsibility to ensure its clubs are managing the risks that criminals can run dirty money through its gaming machines.

“AUSTRAC’s 2024 Money Laundering in Australia National Risk Assessment identified pubs and clubs as a medium risk sector, but when those businesses are exposed to cash, especially in circumstances where known money laundering risks are not being managed, the risk increases.”

“A business operating at this scale, in a cash intensive sector, is exposed to a high degree of money laundering risk. In 2022 for example, the NSW Crime Commission released its Project Islington report which determined that billions of the approximately $95b gambled in NSW poker machines in 2021-22 was likely to be dirty money.”

AUSTRAC alleges Mounties AML/CTF programme:

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• did not have an adequate risk assessment

• did not contain appropriate staff risk awareness training

• did not contain appropriate risk based systems and controls in its transaction monitoring programme

• did not include appropriate risk based systems and controls in its enhanced customer due diligence processes

• was not subject to an independent review that met the requirements of the Rules

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• and that Mounties failed to appropriately monitor a number of its customers with a view to identifying, mitigating and managing the money laundering risk that Mounties faced.

AUSTRAC also alleges Mounties failed to appropriately maintain its AML/CTF Programme, with aspects of its programme outsourced to a third party provider, Betsafe – which also provides AML/CTF programmes to a number of other pubs and clubs.

“Like many other AUSTRAC reporting entities, Mounties outsources aspects of its AML/CTF program but what it can’t outsource is its AML/CTF obligations.”

“Relying on third party providers doesn’t absolve a business of its obligations under the AML/CTF Act. If a reporting entity outsources key parts of its program to a service that is not fit for purpose – especially without proper oversight or resourcing – they run a real risk of non-compliance.

“All reporting entities, regardless of size, must stay actively involved in how their AML/CTF program is designed, implemented and monitored and I would say the same thing to other pubs and clubs who think bringing in a provider is a set and forget solution.”

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AUSTRAC also alleges a number of specific instances where Mounties failed to appropriately monitor specific customers, despite the money laundering risks they presented.

“Customer due diligence and transaction monitoring in a club that processes hundreds of millions of dollars a year through its poker machines, a significant amount of which is cash, is going to require a robust approach when it comes to verifying a customer’s source of funds,” said Mr Thomas.

It is now a matter for the Federal Court of Australia to determine whether Mounties contravened the Act and, if so, what orders to make.

BetMakers Technology Group has entered into a partnership with The Bookie Group (TBG), who announced the appointment of veteran wagering executive Jason Scott as part of their growth and brand expansion strategy.

Scott, formerly CEO of Racing Queensland and a senior executive with Entain and BetMGM, brings a wealth of global racing and sports betting experience to TBG. His arrival marks a significant step as the group accelerates development of its multi-brand strategy, building on the early success of PonyBet, currently live and trading in the Australian market.

TBG’s growth is underpinned by its strategic partnership with BetMakers Technology Group, leveraging the newly launched Apollo platform to deliver highly personalised, agile wagering experiences.

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“The early success of PonyBet on the Apollo platform has been fantastic to see and a great endorsement of the BetMakers solution. We’re excited to partner closely with Jason, Brian and the TBG team as they execute on their vision for a dynamic, multi-brand wagering business,” said Martin Tripp, Chief Operating Officer at BetMakers Technology Group.

“I’ve been incredibly impressed with the Apollo platform and the team behind it. The technology gives us the flexibility to move fast and innovate, and I’m excited to work with BetMakers to deliver unique and engaging products that modern punters are looking for,” said Jason Scott.

TBG has plans to launch several new betting brands throughout 2025 and 2026, focusing on personalisation, entertainment, and operational excellence. With Scott at the helm and BetMakers providing the technology backbone, the group is well-positioned to deliver differentiated products to market at speed and scale.