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Statement by the Board of Directors of LeoVegas in relation to the public offer from MGM
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).
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Former Pragmatic Play chief commercial officer brings 20 years of iGaming experience to the role.
BetConstruct AI has appointed Lena Yasir as its new chief executive officer, the company said.
Yasir has 20 years of iGaming experience, with a background in B2B commercial strategy, international expansion, and building teams across regulated and emerging markets.
Before joining BetConstruct AI, Yasir held senior leadership roles at Play’n GO, Evolution, and OnGame Network. Most recently, she served as chief commercial officer at Pragmatic Play, where the company said she played a central role in its global B2B growth.
In a statement, Yasir said: “BetConstruct AI is a highly respected and successful company in the global iGaming industry, and I am proud to be joining the business at such an exciting time.”
BetConstruct AI said Yasir will focus on accelerating global revenue, driving innovation, and strengthening partnerships across the iGaming ecosystem.
The post BetConstruct AI names Lena Yasir CEO appeared first on EE Gaming | Global iGaming & Tech Intelligence Hub.
Firm points to more LATAM teams, heavier digital viewing and second-screen habits as key drivers for new campaign strategies.
Sports marketing in Latin America will face a different playbook during the FIFA World Cup 2026, according to a new analysis from Latam Intersect. The firm says the expanded tournament format, combined with prime-time scheduling for the region and more digital consumption, will change how brands plan media, content and real-time engagement.
The 2026 edition will feature 48 national teams, 104 matches and three host countries. FIFA projects more than 6 billion people will follow the tournament in some way, Latam Intersect said. For Latin America, the firm highlights the added weight of having 10 regional teams qualified, alongside the region’s historical performance in the competition.
Latam Intersect argues that the LATAM fan base is now younger and more active online, with a predominant age range of 22 to 33 and strong Gen Z and millennial presence. The company cites data indicating 41% of fans already watch matches via digital platforms and 51% use social media while watching on TV, turning each match into a continuous “second-screen” engagement window.
“In 2026, the fan is already in the middle of a conversation that never stops. Brands that show up with a prepared post after the match are already too late,”, said Livia Gammardella, Head of Marketing and Digital de Latam Intersect.
The firm also breaks the audience into three archetypes—casual fan, devoted fan and “fanático”—and says brands often underperform by treating the World Cup audience as one segment. It adds that women fans and fans arriving through pop culture, memes and music are growing audiences that global campaigns frequently miss.
A major difference versus the 2018 and 2022 tournaments is match timing for the region, with most games expected to land in prime time for Latin America, the company said. “A World Cup in prime time was exactly what retail needed. People will not watch the matches alone: they will gather with family, order food, buy products. The brand that uses cultural intelligence to understand the localized rituals of its fan will build far more connection than it could expect”, said Claudia Daré, socia y cofundadora de Latam Intersect.
The company said it has published a related eBook on platform behaviors across Instagram, TikTok and X, alongside market-specific audience data and planning framework
The post Latam Intersect flags prime-time World Cup 2026 as a reset for LATAM sports marketing appeared first on EE Gaming | Global iGaming & Tech Intelligence Hub.
Claudia Daré partner and co-founder of Latam Intersect.
Sports marketing will change in Latin America during the 2026 World Cup
The biggest tournament in history arrives with an unprecedented strategic window for brands: prime-time matches, more Latin American national teams, and an audience that is radically more digital and diverse.
The 2026 World Cup is not just the most ambitious edition in the tournament’s history. For Latin America, it represents a convergence of factors never seen in any previous edition: ten national teams from the region qualified, matches will air in prime time, and an audience that experiences football in ways that would have been unimaginable a decade ago.
With 48 national teams, 104 matches, and three host countries, FIFA projects that more than 6 billion people will follow the tournament in some way. For Latin America, whose national teams have won the World Cup 10 times, the competition arrives with a particularly strong emotional weight.
An audience that no longer watches football in silence
The profile of the Latin American fan has changed profoundly. The dominant age bracket today is between 22 and 33 years old, with a strong presence of Gen Z and millennials. This segment does not just consume the sport; it comments on it in real time, amplifies opinions on social media, and lives every match with a phone in hand.
The data is striking: 41% of fans already watch matches through digital platforms, and 51% use social media simultaneously while watching on television. This turns every match into a 90-minute window of continuous engagement, an opportunity that traditional communication strategies, designed for a passive consumer, are simply not built to capture.
“In 2026, the fan is already in the middle of a conversation that never stops. Brands that show up with a prepared post after the match are already too late,” says Livia Gammardella, Head of Marketing and Digital at Latam Intersect.
Three profiles, three different conversations
Not all fans are the same, and treating them as if they were is one of the most common mistakes in communication strategies for major sporting events. Audience analysis identifies three clearly different archetypes: the casual fan, who gets caught up in the spirit during important matches but disconnects if their team is eliminated; the devoted fan, loyal to their team and routines, who sees any brand opportunism as disrespect; and the fanatic, for whom football is identity and belonging, and who grants loyalty only to those who demonstrate a genuine connection to the sport.
To these three segments are added fast-growing audiences that global campaigns often ignore: women fans, whose digital engagement continues to grow steadily, and supporters who come to football through pop culture, memes, and music.
Prime time as a strategic window
One of the most significant differences from the last two World Cups is the broadcast schedule. In 2018 and 2022, the time zones of Russia and Qatar pushed matches into Latin American mornings or afternoons. In 2026, most matches will fall in prime time across the region, opening an opportunity that practically did not exist in recent editions.
“A World Cup in prime time was exactly what retail needed. People will not watch the matches alone: they will gather with family, order food, buy products. The brand that uses cultural intelligence to understand the localized rituals of its fan will build far more connection than it could expect,” says Claudia Daré, partner and co-founder of Latam Intersect.
The Latin American fan of 2026 is younger, more digital, and more diverse than in any previous edition. Digital platforms have shifted from being support channels to becoming the main stage. And while the conversation is global in scale, it is always local in content.
The tournament will unfold simultaneously on two screens. Instagram works as a visual archive and positioning channel. TikTok is where trends are born, rewarding native creativity over expensive production. X is the public square for minute-by-minute conversation, with relevance windows that close in a matter of seconds. And physical spaces, bars, fan fests, family gatherings, regain prominence that the schedules of the last two editions had reduced considerably.
Treating them as a single distribution channel is, according to specialists, the fastest way for a brand to go unnoticed.
The 2026 World Cup arrives with an architecture unlike any previous edition: more countries, more matches, more screens, and an audience that does not wait for kickoff to start the conversation. In Latin America, where football functions as a shared language across generations, social classes, and borders, the tournament promises to be a moment of cultural cohesion on a historic scale.
The post Sports marketing will change in Latin America during the 2026 World Cup appeared first on Americas iGaming & Sports Betting News.
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