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Codere Online to Become the First Publicly-Listed Online Gaming Operator in Latin America Via Business Combination with DD3 Acquisition Corp. II

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Codere Online Luxembourg, S.A. (“Holdco”), Servicios de Juego Online, S.A.U. (“SEJO”) and their consolidated subsidiaries (collectively, “Codere Online” or “the Company”) and Codere Newco, S.A.U. have entered into a definitive business combination agreement with DD3, a publicly-traded special purpose acquisition company, that will result in Codere Online becoming a public company.

Codere Online will continue to be led by the Company’s Managing Director Moshe Edree and its highly experienced management team. Martin Werner, Founding Partner of DD3 Capital Partners, is expected to join the Codere Online Board of Directors.

Codere Online Investment Highlights

  • Strong market opportunity supported by favorable demographic trends in Latin America – Very low existing market penetration with increasing adoption of smartphones, e-commerce and internet connectivity position the region for tremendous near, medium and long term growth (estimated at approximately 10x from 2020 to 2027 based on management projections and industry research).
  • Omnichannel Strategy – Significant competitive advantage through Codere Online’s indirect parent company Codere Group, which has a leading retail footprint encompassing approximately 10,800 venues throughout Latin America, Spain and Italy (approximately 6,600 operating as of December 31, 2020 as a result of COVID-19 temporary closings) as well as a registered retail database of over 3 million registered players.
  • Growth Opportunities in Core Markets and Expansion into New Countries – Codere Online, with a strong presence in Spain, Mexico, Colombia and Panama and its plan to start operating in the City of Buenos Aires (Argentina) in late 2021, is a leading online gaming operator in Latin America, a region expected to represent the next wave of strategic focus and growth for the global gaming industry.
  • Market Expertise – Codere Group has a long history of successful Latin American operations dating back to 1984. Codere Online’s management has decades of experience establishing online gaming operations.
  • Successful Operating Model – Codere Online and its management team have consistently demonstrated the ability to run successful online gaming operations and seek to apply this proven strategy and business model throughout the Latin American markets to drive profitability and positive operating cash flow.
  • Proven and Flexible Technology Platform – Codere Group’s technology platform and Codere Online’s product can be scaled to support growth in core markets and expansion into new markets.
  • Strong Brand – High visibility from long-running sponsorships of soccer teams and athletes.

“We are thrilled to partner with DD3. This deal brings together the renowned Codere brand and our deep expertise in growing online gaming businesses with a world-class sponsor like DD3 that has a proven track record of building businesses through a team of seasoned investors,” Moshe Edree, Managing Director of Codere Online, said. “By going public and with the new capitalization, we will be in a superb position to leverage our online business in our core countries of Spain, Italy, Mexico, Colombia and Panama, as well as the City of Buenos Aires, where we expect to start operating in late 2021, to fuel our further expansion in other high-growth Latin American markets.”

Martin Werner, Founding Partner of DD3 Capital Partners said, “We are excited to partner with Moshe and his team to bring Codere Online to the public markets. The omni-channel presence of Codere paired with the expansive addressable market and limited competition from global gaming operators gives Codere Online a unique advantage in their expansion across Latin America.”

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“We are proud of this deal, which will provide our online team with the financial resources needed to grow Codere Online and take it to a new, higher level. It is a good signal of the value we have been able to create in the last three years, and the solid team and business platform achieved through Moshe´s leadership,” said Vicente Di Loreto, CEO of Codere Group.

Transaction Overview
The business combination values the combined company at an estimated pro forma enterprise value of approximately $350 million, or 2.3x Codere Online’s estimated 2022 revenue of approximately $150 million, and an implied equity market capitalization of approximately $500 million. Codere Online expects to have up to an approximately $145 million cash position to be used to fund marketing expenditures, technology platform improvements and expansion into new high-growth Latin American markets, assuming no redemptions by DD3’s shareholders.

Baron Funds, MG Capital, LarrainVial and DD3 Capital Partners have committed to a private investment of more than $67 million that will close concurrently with the business combination, and Baron Funds has committed to roll-over approximately $10 million of DD3 public shares. DD3 has $125 million of cash in its trust account, exclusive of any accrued interest. Codere Group has agreed to roll-over approximately 90% of its ownership and will maintain a majority ownership interest in Codere Online following consummation of the business combination.

The respective managing bodies of Codere Online and DD3, in addition to the Board of Directors of Codere S.A., have approved the proposed business combination. Completion of the proposed business combination is expected in the fourth quarter of 2021. The proposed business combination will be effected pursuant to the terms and conditions of a business combination agreement entered into by Codere Online, DD3, and the other parties thereto, which contains certain closing conditions, including, without limitation, the registration statement being declared effective by the Securities and Exchange Commission (“SEC”), approval by certain Codere Group noteholders, DD3 holding a minimum of $77 million in cash at closing, and approval by the shareholders of DD3. Pursuant to the business combination, Holdco will acquire both SEJO and DD3, and become a publicly-listed company in the United States.

Additional information about the proposed business combination, including a copy of the business combination agreement and investor presentation, will be provided in a Current Report on Form 8-K to be filed by DD3 with the SEC and will be available at www.sec.gov.

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Advisors
Stifel is serving as financial and capital markets advisor to Codere Online. Davis Polk & Wardwell is acting as U.S. legal advisor to Codere Online. Clifford Chance is acting as legal advisor to Codere Online in Luxembourg. Deloitte is serving as accounting advisor to Codere Online.

EarlyBirdCapital is acting as financial and capital markets advisor as well as placement agent to DD3. Greenberg Traurig and Pérez-Llorca are acting as legal advisor to DD3. Stibbe is acting as legal advisor to DD3 in Luxembourg.

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Bragg Gaming Group

Bragg Gaming Appoints Renowned iGaming Executive Neill Whyte as Chief Commercial Officer

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Bragg Gaming Group, a global iGaming technology and content provider, announced that Neill Whyte has been appointed as Chief Commercial Officer (CCO), effective 1st May 2024, establishing a new global commercial structure at the Company and bolstering its leadership team.

Whyte brings over 18 years of experience in the iGaming sector, most recently in the role of Chief Commercial Officer at Digital Gaming Corporation’s (DGC), B2B iGaming Division. After joining DGC in early 2020, he was responsible for the commercially successful launch and growth of its content distribution business in the US.

Prior to joining DGC, Whyte held multiple positions in the gaming industry including as Head of Business Development at Isle of Man-based iGaming specialist Apricot Investments, as Board Member at Swedish iGaming product and Lottery content distributor Genera Networks, and in various senior roles over eleven years at leading iGaming content supplier Microgaming, including as Head of Product Channels.

In his new role with Bragg, Whyte will be tasked with leading the Company’s global commercial teams to drive growth across all of the Company’s product verticals which include proprietary online casino content from its Atomic Slot Lab, Indigo Magic and Wild Streak Gaming studios, exclusive content from content partners, HUB a leading casino content aggregation platform, Fuze player engagement, as well as its award-winning player account management (PAM) platform and turnkey solutions.

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Matevž Mazij, Chief Executive Officer at Bragg, said: “I am very pleased to be announcing today the appointment of Neill Whyte as Chief Commercial Officer at Bragg. His iGaming product and market knowledge, together with his record in driving growth from developing successful and mutually beneficial commercial partnerships are exceptional.

“As we leverage our broad content and product portfolio to grow in existing and new markets, including in the United States, Canada, Latin America and Europe, Neill’s unique combination of knowledge, skills and experience in this sector are a perfect fit for our ambitions at Bragg.”

Neill Whyte, Chief Commercial Officer at Bragg, said: “It’s an honor to join Matevž and the wider teams at Bragg already in place across North America, Europe and in India. I have been impressed with the depth and quality of the content, product and technology offerings at Bragg, and its ability to rapidly adapt, certify and deploy this content and technology in newly regulated markets is a distinct advantage.

“We also have a huge opportunity to grow our footprint with our existing customers in markets in which we are already established. Our content and product roadmaps are second to none, and I’m planning to get on the road in the coming weeks and months to meet the team and our customers and to start building for the next stage of mutual growth. I can’t wait to get going.”

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Canada

IGT to Launch Cloud-based iLottery Solutions for Atlantic Lottery in Canada

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International Game Technology PLC announced that its subsidiary, IGT Global Solutions Corporation, has signed a five-year contract with the Atlantic Lottery Corporation (Atlantic Lottery), to implement high-performing features and exciting new games for players in Atlantic Canada. As part of the agreement, IGT will deploy its advanced cloud-based remote game server (RGS) and at least 16 digital instant games each year. The contract will run through April 2029 and includes five, one-year extension options.

“As the largest digital instant market in Canada, Atlantic Lottery is pleased to partner with IGT and offer our players dynamic digital instant games from IGT’s comprehensive content portfolio. Additionally, the scalability of IGT’s cloud-based RGS will enable us to modify our digital instants library in real time, provide our players with best-in-class experiences and continually enhance our iGaming offer,” Robert LaLonde, iGaming Director at Atlantic Lottery Corporation, said.

“Partnering with the Atlantic Lottery to deliver IGT’s cloud-based RGS and engaging digital instant games is an exciting opportunity for our iLottery business. We look forward to helping the Atlantic Lottery further grow its business and reach new players in the region with our reliable RGS technology and top-performing iLottery games,” said Srini Nedunuri, IGT Senior Vice President, Global iLottery.

IGT’s RGS platform will enable the Atlantic Lottery to access to IGT’s vast portfolio of digital instant games and content, spanning a variety of player-favorite themes, play styles, omnichannel games, popular licensed content, and award-winning progressive jackpot games. The platform provides cross-channel branding across retail and digital, supports a range of jackpot and prize pool configurations, offers various bonusing tools to enhance player engagement, and is designed for optimum performance and scalability.

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bet365

IBIA and PFA Canada join forces to provide sports integrity education to the Canadian Premier League

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CPL first to benefit from CA$300,000 education fund commitment by regulated sports betting operators.

The International Betting Integrity Association (IBIA) and its members bet365, Betway and FanDuel have partnered with the Professional Footballers’ Association Canada (PFA Canada) to design a bespoke two-year sports-integrity education program for players and staff in the Canadian Premier League (CPL).

In 2024, the program – which will start in May – will educate approximately 300 players and staff about the potential threat of sports-betting related match-fixing to the integrity of the Canadian Premier League, their careers, as well as its potential to defraud sports betting operators and customers. The agreement also stipulates a repeat training in 2025 to ensure new players joining the league are also able to protect themselves from criminals and corrupters and report any suspicious activity.

Khalid Ali, CEO of IBIA, said: “IBIA’s members take their role – as responsible regulated betting operators – in protecting the integrity of sporting competition and of betting markets seriously. Alongside balanced, efficient and evidenced-based regulation, protecting soccer players, staff and officials from being targeted by criminals is an essential first step to stamping-out sports-betting related match-fixing and fraud.”

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The program will include a combination of dedicated in-person trainings and online resources for players and staff in the CPL’s eight league teams. The in-person sessions will educate players on the environment in which they are operating, including rules and sanctions, as well as highlighting the scale and accuracy of technology enabled sports integrity monitoring.

Dan Kruk, Executive Director of PFA Canada, said: “IBIA has delivered sports-integrity education to over thirty-five thousand athletes in Europe since 2010, and we’re grateful that they can leverage that know-how to design a bespoke training for CPL players. At PFA Canada we understand that, despite being more resource-intensive, in-person sports integrity education is essential to gain the trust and understanding of busy athletes, and to enable full, frank and open conversations.”

The CPL’s sports-integrity education program has been enabled by a CA$300,000 commitment over three years by IBIA and its member operators bet365, Betway and FanDuel for the Canadian market, from which other sports are also expected to benefit.

“At FanDuel Canada, we recognize the critical role athlete education plays in maintaining sports integrity,” said Dale Hooper, General Manager of FanDuel Canada. “We are thrilled to expand our engagement with IBIA through this new partnership helping to build a curriculum that will help athletes understand their role in protecting sport.”

Joachim Bjerg of Betway stated: “We’re very proud to partner and support IBIA and the Professional Footballers’ Association Canada that will design, create and implement a bespoke course that will further enhance Betway’s global commitment to educating players and staff involved in sport.

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“As a responsible regulated betting operator, we see our role in this sector imperative to safeguarding the integrity of sports and we very much look forward to working with IBIA on this exciting and important initiative.”

Jean-Francois Reymond, IBIA’s Education Ambassador, who will work with the PFA Canada trainers on the May launch, said: “We look forward to working with PFA Canada to further protect the Canadian Premier League from the threat of sports-betting related match-fixing. Protecting the integrity of sport means protecting the integrity of athletes. Most often through a lack of awareness, it is the athletes who are risking their careers and livelihoods. IBIA’s objective is to help build a best-in-class program for all athletes that serves to protect the integrity of Canadian sport and the careers of Canada’s athletes.”

IBIA’s sports-integrity education program is a global offering, alongside IBIA’s not-for-profit model for sharing data on suspicious sporting events with sports regulators and law enforcement, player education can significantly reduce the threat of sports betting related match-fixing. In 2024, IBIA has already trained athletes at the EUBC’s European Boxing Championships in Serbia and is in active discussion with sports governing bodies in Canada and several other jurisdictions to ensure that as many athletes as possible can benefit from sports integrity education. Please contact us if you are interested in learning more.

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