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Statement by the Board of Directors of LeoVegas in relation to the public offer from MGM

Published

4 years ago

May 2, 2022

Reading Time: 6 minutes

The Board of Directors of LeoVegas unanimously recommends the shareholders of LeoVegas to accept the public offer from MGM of SEK 61 in cash per share.

This statement is made by the Board of Directors[1] of LeoVegas AB (publ) (the “Company” or “LeoVegas”) pursuant to Rule II.19 of the Nasdaq Stockholm Takeover Rules (the “Takeover Rules”).

Background
MGM Casino Next Lion, LLC, a wholly owned indirect subsidiary of MGM Resorts International (“MGM”), has today announced a public offer to the shareholders of LeoVegas to transfer all of their shares in LeoVegas to MGM for a consideration of SEK 61 in cash per LeoVegas share (the “Offer”). The total value of the Offer corresponds to approximately SEK 5,957 million[2]. The price of SEK 61 per share in the Offer will not be increased.

The Offer represents a premium of:
· approximately 44.1 per cent compared to the closing price of SEK 42.32 of LeoVegas shares on Nasdaq Stockholm on 29 April 2022, which was the last trading day prior to the announcement of the Offer;

· approximately 57.6 per cent compared to the volume-weighted average trading price of SEK 38.70 of LeoVegas shares on Nasdaq Stockholm during the last 30 trading days prior to the announcement of the Offer; and

· approximately 76.5 per cent compared to the volume-weighted average trading price of SEK 34.56 of LeoVegas shares on Nasdaq Stockholm during the last 180 trading days prior to the announcement of the Offer.

The acceptance period for the Offer is expected to commence on or around 3 June 2022 and expire on or around 30 August 2022.

Completion of the Offer is conditional upon, inter alia, that the Offer is accepted to such an extent that MGM becomes the owner of shares representing more than 90 per cent of the outstanding shares in LeoVegas (on a fully diluted basis), as well as all regulatory, governmental or similar clearances, approvals and decisions necessary to complete the Offer, including approvals and clearances from competition authorities, being obtained, in each case on terms which, in MGM’s opinion, are acceptable. MGM has reserved the right to waive the conditions for completion of the Offer. The Offer is not conditional upon financing. MGM has stated that it will not increase the price of SEK 61 in the Offer. By this statement, MGM cannot, in accordance with the Takeover Rules, increase the price in the Offer.

The Board of Directors of LeoVegas has given consent to MGM to offer a management incentive plan for certain key employees of LeoVegas and notes that MGM has obtained a statement from the Swedish Securities Council (Sw. Aktiemarknadsnämnden) confirming that the proposed incentive plan is compatible with the Takeover Rules (Ruling 2022:16).

The Board of Directors of LeoVegas has, at the written request of MGM, permitted MGM to carry out a due diligence review of LeoVegas in connection with the preparation of the Offer. With the exception of information that was subsequently included in LeoVegas’ Q1 report for 2022, MGM has not been provided with any inside information regarding LeoVegas in connection with the due diligence review.

MGM has obtained irrevocable undertakings to accept the Offer from the Company’s largest shareholder and Chief Executive Officer, Gustaf Hagman, and certain other shareholders[3]. Gustaf Hagman has undertaken to tender 8,050,000 shares (8.2 per cent of the outstanding shares in LeoVegas), and other shareholders have undertaken to tender a total of 6,909,281 shares in LeoVegas (7.1 per cent). Accordingly, irrevocable undertakings to accept the Offer from shareholders representing in total 14,959,281 shares (15.3 per cent) have been obtained. The irrevocable undertakings apply irrespective of whether a higher competing offer is made. The irrevocable undertakings will terminate if the Offer is not declared unconditional on or before 31 October 2022. In addition, Torsten Söderberg, who is also a Board member of LeoVegas, has stated that he is very supportive of the Offer. Torsten Söderberg and family owns 4,533,861 shares in LeoVegas (4.6 percent).

SEB Corporate Finance (“SEB”) is acting as financial adviser and Cederquist is acting as legal adviser to LeoVegas in connection with the Offer.

Process conducted by the Board of Directors
In parallel with other interested third parties contemplating public tender offers, MGM contacted LeoVegas in December 2021. The Board of Directors engaged SEB to lead the process of evaluating other parties’ interest for the Company. In February 2022, MGM submitted a non-binding offer letter to the Board of Directors of LeoVegas indicating an interest to pursue with a public offer subject to, inter alia, a satisfactory due diligence review and the Board of Directors of LeoVegas recommending the shareholders to accept the offer from MGM. The Board of Directors gave MGM permission to conduct a due diligence review. As instructed by the Board of Directors, SEB entertained parallel processes with other interested parties in the interest of creating maximum value for the shareholders in LeoVegas. Following further negotiations with the Board of Directors and SEB, MGM increased its non-binding offer, to a price level other interested parties could not match, in order to receive a recommendation from the Board of Directors.

The Board of Directors’ recommendation
In its evaluation of the Offer, the Board of Directors has taken a number of factors into account which the Board of Directors deems relevant. These factors include, but are not limited to, the Company’s present strategic and financial position and the Company’s expected potential future development and thereto related opportunities and risks.

The Board of Directors notes that the Offer represents a premium of approximately 44.1 per cent compared to the closing price of SEK 42.32 of the Company’s share on Nasdaq Stockholm on 29 April 2022, which was the last trading day before the announcement of the Offer, and a premium of approximately 57.6 per cent and 76.5 per cent respectively, compared to the volume-weighted average share price for the Company’s share on Nasdaq Stockholm during the last 30 and 180 trading days, respectively, prior to the announcement.

As noted above, LeoVegas has received several indications of interest or non-binding offers concerning a potential tender offer. MGM’s offer is, in the assessment of the LeoVegas Board of Directors, the superior offer from the perspective of the shareholders. The LeoVegas Board of Directors has investigated and considered market and industry trends, and certain strategic alternatives available to LeoVegas. Such alternatives included, but were not limited to, remaining an independent listed company with a possible listing in the USA. The LeoVegas Board of Directors has also considered the risks and uncertainties associated with such alternatives.

LeoVegas operates in an industry which is characterised by, inter alia, high innovation pace, new regulation and consolidation. In this context, the Board of Directors believes that the industrial logic and strategic fit between LeoVegas and MGM is attractive and should serve both the company and its employees well in the future.

The Board of Directors further notes that LeoVegas’ largest shareholder and Chief Executive Officer Gustaf Hagman and certain other shareholders, representing in aggregate 15.3 per cent of the outstanding shares and votes in the Company, have entered into undertakings to accept the Offer, subject to certain conditions, irrespective of whether a higher competing offer is made. In addition, Torsten Söderberg, who is also a Board member of LeoVegas and together with family owns 4.6 per cent of the outstanding shares, has stated that he is very supportive of the Offer.

As part of the Board of Directors’ evaluation of the Offer, the Board of Directors has engaged BDO to issue a so-called fairness opinion regarding the Offer, see Appendix 1. According to the fairness opinion, the Offer is fair to LeoVegas’ shareholders from a financial point of view (subject to the assumptions and considerations set out in the fairness opinion).

Under the Takeover Rules, the Board of Directors shall, based on the statements made by MGM in the Offer press release issued earlier today, present its opinion regarding the impact that the implementation of the Offer will have on LeoVegas, particularly in terms of employment, and its opinion regarding MGM’s strategic plans for LeoVegas and the effects it is anticipated that such plans will have on employment and on the places in which LeoVegas conducts its business. In this respect, the Board of Directors notes that MGM has stated that “MGM values the skills and talents of LeoVegas’ management and employees and intends to continue to safeguard the excellent relationship that LeoVegas has with its employees. Given MGM’s current knowledge of LeoVegas and in light of current market conditions, MGM does not intend to materially alter the operations of LeoVegas following the implementation of the Offer, subject, of course, to MGM’s continued regulatory review. There are currently no decisions on any material changes to LeoVegas’ or MGM’s employees and management or to the existing organization and operations, including the terms of employment and locations of the business”. The Board of Directors assumes that this description is correct and has no reason to take a different view in this respect.

Based on the above, the Board of Directors unanimously recommends the shareholders in LeoVegas to accept the Offer.
This statement shall in all respects be governed by and construed in accordance with Swedish law. Disputes arising from this statement shall be settled exclusively by Swedish courts.

The information in the press release is information that LeoVegas is obliged to make public pursuant to the EU Market Abuse Regulation and the Takeover Rules. The information was submitted for publication, through the agency of the contact person set out above, at 08.00 CEST on 2 May 2022.

[1] The Board member Torsten Söderberg and the Company’s largest shareholder and Chief Executive Officer Gustaf Hagman have not participated in the Board’s evaluation of or discussions regarding the Offer due to conflict of interest.
[2] Based on 97,652,970 outstanding shares in LeoVegas, which excludes 4,000,000 treasury shares held by LeoVegas. In the event that LeoVegas should pay any dividend or make any other value transfer prior to the settlement of the Offer, the price per share in the Offer will be reduced correspondingly.
[3] LOYS AG: 3,259,281 shares (3.3 per cent). Robin Ramm-Ericson: 2,250,000 shares (2.3 per cent). Pontus Hagnö: 1,000,000 shares (1.0 per cent). Gilston Invest AB: 400,000 shares (0.4 per cent).

Centurion FC

Centurion FC Teams Up with iGaming Real Talk in New Media Collaboration

Published

1 minute ago

March 27, 2026

Wladimir P.

centurion-fc-teams-up-with-igaming-real-talk-in-new-media-collaboration

iGaming Real Talk is pleased to reveal a new media collaboration with Centurion FC, offering exclusive behind-the-scenes insights and comprehensive coverage to the worldwide iGaming audience. This partnership seamlessly merges elite MMA with iGaming, providing impactful crossover material for both fans and industry executives.

Centurion FC 28: Progredior takes place on April 8, 2026, at the Transamerica Expo Center in São Paulo as a key event of the esteemed SiGMA World Tour.

The event is set to occur at the heart of BiS SiGMA South America, uniting leading figures from gaming, technology, and entertainment. This offers iGaming experts an excellent opportunity to experience thrilling MMA bouts and network with influential figures in the sector.

CFC 28 streams live on XSPORT, with an average of 10 million daily viewers and a potential audience of 150 million in Brazil, along with their global partner RYZ Sports Network.

iGaming, technology, and entertainment firms now have the chance to obtain exclusive sponsorship deals for this highly visible occasion. Packages showcase premium octagon branding, weigh-in engagements, comprehensive digital campaigns on Facebook, Instagram, and YouTube, VIP hospitality, and opportunities for fighter brand ambassadors.

The post Centurion FC Teams Up with iGaming Real Talk in New Media Collaboration appeared first on Eastern European Gaming | Global iGaming & Tech Intelligence Hub.

Digicode

The Efficiency Era: How Content, Discovery, and Player Behavior Are Reshaping iGaming

Published

1 minute ago

March 27, 2026

Wladimir P.

the-efficiency-era:-how-content,-discovery,-and-player-behavior-are-reshaping-igaming

In iGaming, the idea of “efficiency” is often misunderstood. For some, it simply means cutting costs or slowing expansion. And as Itai Zak, Executive Director of iGaming at Digicode, explains, real efficiency is not about doing less, but designing smarter systems. When done well, it reshapes how games are built, discovered, and scaled across increasingly crowded platforms.

So what actually defines efficiency in today’s iGaming ecosystem? And why are some studios and operators adapting faster than others? A closer look at player behavior and platform dynamics reveals how the industry is quietly restructuring for the years ahead.

The Industry Is Entering an Efficiency Phase

For much of the past decade, growth in iGaming was driven by expansion. Operators entered new markets, studios released more titles, and platforms competed to offer the largest portfolios possible.

Today, that model is under pressure.

Casino lobbies now contain thousands of games. Player acquisition costs have risen sharply, and audiences have become far more selective. If a product feels slow, confusing, or generic, players move on almost instantly.

This is pushing the industry into an efficiency phase. Studios and operators are no longer focused purely on scale. Instead, they are asking how games perform, how they are discovered, and how effectively they retain players once discovered.

From our experience working with operators and product teams at Digicode, the companies that succeed over the next few years will not necessarily be the largest. They will be the ones who understand player behavior and design products around the way platforms actually function.

Mobile-First Still Misunderstood

Even after years of discussion around mobile-first design, many studios still build mobile games as if they were desktop titles compressed onto smaller screens.

But mobile play is a different behavioral environment.

Players often interact with one hand, during short sessions, and while multitasking. Their tolerance for complexity is low. If an interface is unclear or unresponsive, they quickly switch to another game.

Overcomplicated layouts are a common issue. Too many animations, controls, or menus may feel impressive on a desktop but quickly overwhelm mobile users.

Session length is another factor. Mobile gameplay often lasts only a few minutes. Games that require long onboarding flows or slow loading sequences lose engagement quickly.

Studios that perform well on mobile tend to focus on a few principles: fast access, simple controls, short gameplay loops, and reliable performance.

In many regions, network quality varies significantly, so optimization also matters. A game that lags or crashes on mid-range devices rarely recovers player trust.

Mobile success rarely comes from adding features. It usually comes from removing friction.

Discovery Is Now the Real Challenge

Game discovery has become one of the most difficult problems in modern iGaming.

With thousands of titles on most platforms, even strong games can disappear if they fail to gain early visibility. Players rarely search for specific titles. Most discovery happens through lobby placement, featured sections, or operator promotions.

That means early exposure plays a decisive role.

Games that appear prominently at launch attract more players and generate the engagement data operators use to determine whether to continue promoting the title.

Early metrics such as session length, repeat play, and initial retention are closely monitored. If players leave quickly, visibility drops. If engagement is strong, the game receives more exposure across the platform.

This makes launch strategy critical. Studios that support operators with marketing assets, promotional materials, and campaign coordination significantly improve their chances of gaining traction.

Any discovery rarely happens by chance. It is the result of a coordinated effort between studios and operators.

Retention for Digital-Native Players

Another major shift comes from younger audiences.

Digital-native players grew up with mobile games, social apps, and streaming platforms. Their expectations for interaction differ significantly from those of traditional casino audiences.

Retention for these players is less about bonuses and more about engagement.

Short-term goals often work well. Missions, challenges, or milestone achievements provide a sense of progress even when outcomes remain random. Completing spins, joining crash rounds, or participating in live tables can unlock small rewards or tournament points.

Competitive elements also increase activity. Leaderboards and time-limited tournaments give players a reason to return and compare results.

Speed is equally important. Younger players often play in quick bursts, so fast rounds and smooth navigation significantly improve engagement.

Strong visual identity also helps games stand out. Distinct themes and recognizable art direction make titles easier to remember within crowded lobbies.

What the Industry Misreads About Gen Z

One of the biggest misconceptions about Gen Z players is that they are simply younger versions of traditional gamblers.

Their expectations are shaped by entirely different digital habits.

Many operators assume larger bonuses drive engagement. In reality, younger audiences often value the overall experience more. Fast payments, clear interfaces, and reliable platforms matter far more than aggressive promotions.

Transparency is another key factor. If rules or bonus conditions are confusing, players quickly lose trust.

Discovery habits are also evolving. Many younger players encounter games through social communities, streaming content, or recommendations within the casino interface rather than through traditional marketing channels.

And perhaps most importantly, they expect constant improvement. Platforms that remain unchanged for long periods begin to feel outdated.

Cultural Nuance Still Matters

Localization in iGaming often focuses on language and payment methods. But deeper cultural patterns shape how games perform.

Game rhythm is one example. Players in Nordic markets often prefer fast, clean gameplay. In Southern Europe or parts of Latin America, richer visuals and longer animations tend to resonate more strongly.

Risk preferences also vary. Some regions favor high-volatility games with larger wins, while others respond better to frequent smaller payouts.

Social interaction differs as well. Some markets enjoy chat features and tournaments, while others prefer faster, more individual gameplay.

These differences highlight a simple truth: games that scale globally still need to adapt locally.

Where the Industry Goes Next

The next phase of iGaming growth will not be driven by volume alone.

Studios will need to design games around real player behavior, particularly mobile interaction patterns and short session dynamics. Operators will need to treat launch strategy as a core part of product success, not just marketing support.

Most importantly, studios and operators must collaborate more closely. Platforms are no longer simple distribution channels; they are ecosystems where design, discovery, and engagement intersect.

In the efficiency era, success will come not from producing more content, but from creating experiences that work better for the players who actually engage with them.

The post The Efficiency Era: How Content, Discovery, and Player Behavior Are Reshaping iGaming appeared first on Eastern European Gaming | Global iGaming & Tech Intelligence Hub.

BC.GAME

BC.Game Names Kar Kheng Giam as CEO

Published

10 hours ago

March 26, 2026

Wladimir P.

BC.Game, a leading global crypto-focused online gaming platform, has announced the appointment of Kar Kheng Giam (“KK”) as its new Chief Executive Officer. Giam brings over 30 years of international leadership experience across gaming, technology, and consumer industries.

Before joining BC.Game, KK served as Vice President International at Coyote Bioscience, leading global expansion initiatives. He also co-founded Topgame and Tinymobi, developing successful mobile social and casino-style games. Earlier in his career, KK held executive positions including CEO roles at multiple organizations and regional leadership at Nabisco Asia.

In his role as CEO, KK will oversee BC.Game’s strategic direction, operational leadership, and financial performance, with a focus on scaling globally, expanding into regulated markets, and driving innovation in crypto gaming.

“BC.Game has built a strong global community by combining cutting-edge technology with engaging entertainment experiences,” KK stated. “With the rising adoption of crypto in online gaming, our focus will be on enhancing the platform, building trust, and strengthening our presence in licensed markets.”

BC.Game currently holds licenses in multiple jurisdictions, including Anjouan, Nigeria, Kenya, Mexico, and Tanzania, as part of its long-term strategy to expand into fully regulated markets worldwide. This appointment aligns with the company’s ambitions to grow its global footprint and strengthen compliance while delivering innovative gaming experiences.

The post BC.Game Names Kar Kheng Giam as CEO appeared first on Eastern European Gaming | Global iGaming & Tech Intelligence Hub.