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

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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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Brazil: Betting pressures household budgets and reshapes the competition for consumer spending

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As the industry prepares for BiS SiGMA South America 2026, the largest and most influential iGaming event in Latin America, real market data begins to reveal a profound transformation in the behavior of the Brazilian consumer.

It is no longer just about “betting volume”, but about a reconfiguration of the Share of Wallet (participation in household spending).

The unprecedented study “Bets na Mesa, Consumo em Jogo”, carried out by NielsenIQ Brazil, sheds light on a reality that will be the center of technical debates at the Transamerica Expo Center: in 2025, 26.3% of Brazilian households participated in some form of betting.

This figure is not just a number; it is the reflection of a “new parallel shopper journey” that is capturing the attention and income of the population.

Radiography of Consumption: Who and what is being bet?

The Brazilian market in 2026 shows a clear fragmentation.

Despite the explosion of digital platforms, traditional modalities maintain notable resilience, creating a hybrid ecosystem between analog and digital.

Dominant Modalities

According to the NielsenIQ study, preferences are distributed as follows:
• Mega-Sena: 15.8% of households.
• Video Slots (such as the “Jogo do Tigrinho”): 7.7%.
• Jogo do Bicho: 3.9%.
• Sports Betting (Bets): 3.6%.

Socioeconomic and generational profiles in Brazil

The study reveals that bettors are not a homogeneous group. There is a marked division by Socioeconomic Level (SEL) and age:

• The Slots phenomenon: The “Jogo do Tigrinho” concentrates bettors from middle SEL (63.3%) and a notably young audience, with 42.4% of bettors up to 35 years old.

• The maturity of Mega-Sena: It predominates in high SEL (45.5%) and in a more mature profile, where 49.1% are over 51 years old.

As Gabriel Fagundes, Insights Leader for the Industry at NielsenIQ, points out: “We had already identified that betting became a popular and common practice in the routine of the Brazilian consumer.”

“Now, the numbers also point to the dimension that this practice is taking within household expenses and in the income of bettors.”

The Economic Motivation: Extra Income or Entertainment?

One of the most critical points for operators that will meet at BiS SiGMA is to understand the “why” behind betting.

The data from 2026 shows a diffuse frontier between gambling as leisure and gambling as economic hope.

For 49% of bettors, the main motivation is to obtain extra income, while 43.5% expect a “radical change of life”.

This second profile is more common in casual Mega-Sena players.

Classification by Intensity

The market is divided into three levels of commitment:

  1. Casual (73%): They play at least once a month.
  2. “Pro” (28%): They bet once a week. From this group, 65.8% seek extra income.
  3. “Elite” (9.3%): They bet weekly and spend more than R$ 100 per month.

This “gaming intensity” is, according to the study, the real driver of the economic impact on households, especially in the Northeast regions (29% penetration) and South (28.3%).

The Impact on Retail and the Consumption Basket

For the iGaming industry, understanding which expenses are being substituted is vital for sustainability and social responsibility.

The study reveals that only 10% of households admit substituting expenses directly for betting, but the affected categories are alarming.

Affected Categories

Among those who substitute expenses:
• Food: 47% of the cases.
• Fixed bills (water, electricity, internet): 45.3%.
• Beer: It is the category with the greatest retraction, registering a drop of 1.7 percentage points in the participation of spending.
• Cookies, perfumes and soft drinks: They also present negative impacts.

The main strategy of the consumer to accommodate spending on betting has been to reduce the quantity of items purchased; in fact, 60% of the consumption categories registered a decrease in the volume acquired in 2025.

Strategic Challenges for the Legal Market in 2026

The NielsenIQ data presents a direct challenge for brands and operators that seek to consolidate themselves in “Legal Brazil”.

The pressure on the domestic budget forces manufacturers of fast-moving consumer goods (FMCG) and betting operators to compete for the same currency.

Betting is a new competitor in the consumer’s Share of Wallet.

This pressures manufacturers to act with more precision in communication, price and activation to recover relevance in front of this new competitor: the habit of betting itself.”

Towards BiS SiGMA 2026

As we approach the largest event in the region, this study serves as a warning and an opportunity. The Brazilian market of 2026 is mature, but it is under intense social scrutiny due to the impact on low-income families.

Operators that wish to have long-term success must:

  1. Differentiate the profiles: It is not possible to treat the young middle SEL slot player the same as the high SEL Mega-Sena bettor.
  2. Promote Responsible Gaming: The substitution of food and fixed bills for betting is a regulatory “red flag” that could tighten laws in the near future.
  3. Regional Innovation: The Northeast and the South are the markets with the highest intensity, requiring more aggressive localization strategies.

BiS SiGMA South America will be the perfect stage to discuss how the industry can grow without compromising the economic stability of Brazilian households, ensuring that iGaming is seen as entertainment and not as an unsustainable financial burden.

Superscore consolidates in Brazil and launches weekly analysis for the press.

The platform offers statistical analysis of the Brazilian Championship and of the main national and international championships, such as the Copa Libertadores, the World Cup and the Champions League, among others, with metrics that go beyond goals and assists for fans and sports experts.

Superscore Insights is the new newsletter for the press, with a weekly publication and another analysis of the latest news.

Superscore, a sports intelligence application associated with Superbet, advances and consolidates itself in Brazil as a strategic platform to transform data into reliable information for football fans in real time and without advertising.

With its own methodology, the solution establishes itself as a reference among sports fans, bringing together advanced statistics, rankings and in-depth analysis of the main tournaments, players and coaches in the country.

Now, the platform takes a new step with the launch of Superscore Insights, expanding its collaboration with the press by offering even more solid analysis, contextualized data and specialized support for sports coverage.

On Mondays, journalists will receive an exclusive bulletin with deep and original analysis of the weekend matches, a specialized analysis of the most important events of the day, as well as predictions and statistics of upcoming events.

With global coverage, Superscore already gathers more than 1,900 competitions, 63,000 teams and more than 480,000 monitored players, offering a solid base for historical and real-time analysis.

The data from Superscore comes from leading partners worldwide in the collection and distribution of sports data, the same ones used by Superbet and the main companies in the sector.

These providers offer high precision, low latency and comprehensive coverage of competitions worldwide.

Superscore was born as a free sports intelligence application, without advertising, that goes beyond the basics by offering a wide database and statistics for those who want to understand the game in depth.

 In just one year, it has already achieved thousands of users and grows approximately 30% monthly, climbing positions in the Google Play ranking.”

The platform offers a solid experience for both fans and professionals, in addition to facilitating more informed decisions in sports betting, thus reinforcing the commitment to responsible gaming,” states Patrícia Prates, Marketing Director of Superbet and of the alliance with Superscore.

Superscore: Exclusive data and decades of history

In a context where sports coverage increasingly requires qualified data and contextualization, Superscore distinguishes itself by going beyond traditional indicators, incorporating metrics such as accurate shots, passes in the offensive third, tackles, recoveries, participation in decisive plays and time on the field, among other indicators.

These data are translated into the Superscore Score, a proprietary index that allows building Top 5 or Top 10 rankings of the best players of each round, with graphical visualizations and quick analysis.

Another differentiating factor is the expanded historical database, which gathers information from the Brazilian Championship since 1937, the Copa Libertadores since 1960 and the Champions League since 1992, which allows comparative analysis and identifying patterns over decades.

We are talking about a platform built on a solid technological base, which combines a large volume of unique data, history and a team prepared to transform this information into relevant content for football fans.

Superscore organizes and translates these data so that they can also be used in sports coverage,” states Guilherme Simantob, director of Superscore in Brazil.

Superscore offers free and integrable widgets for the press and content creators, facilitating the incorporation of statistics, graphics and comparisons directly into articles, enriching journalistic narrative with reliable and visually accessible data.

The app is available in the App Store and Google Play.

Reevo arrives in Brazil with Betsson

Reevo has expanded its presence in Latin America after launching its aggregation platform and its own games catalog in Brazil in collaboration with Betsson.

The integration, carried out through a single connection, allows the operator to expand its content offering with Reevo’s own titles and third-party titles.

The movement reinforces the alliance between both companies and is part of a growth strategy in regulated markets, especially Brazil, considered one of the most promising in the region after regulatory advances.

From Betsson, Andrea Rossi highlighted the impact of the agreement by stating that the incorporation of Reevo’s content “expands the entertainment offer available for our players in one of the fastest-growing markets in the region.”

Additionally, both companies anticipated new joint expansions in other markets, after a recent launch also in Mexico.

Reevo continues to bet on its aggregation model as a way to facilitate access to multiple studios through a single integration, while expanding its global distribution network.

BTG launches prediction platform and increases the dispute between banks, stock exchange and betting

The launch of BTG Trends by BTG Pactual marks a new chapter in the growth of prediction markets in Brazil, intensifying competition between banks, the stock exchange and the betting sector.

This new platform allows investors to operate binary contracts (“yes” or “no”) based on probabilities about financial events, such as the dollar, the Ibovespa or interest rate decisions, using already regulated derivative instruments.

The movement is not isolated. The Brazilian stock exchange (B3) also advances in this direction, with the development of financial event contracts and digital derivatives, although restricted to professional investors.

At the same time, the platform XP established a partnership with Kalshi, facilitating access for Brazilian investors to international predictive markets, while new startups such as VoxFi explore broader applications, including geopolitics and culture.

At a global level, these markets have gained relevance and volume, driven by platforms such as Polymarket and Kalshi.

However, their regulation continues to be a subject under debate. In the United States, the CFTC considers these contracts as financial derivatives, although discussions still exist about limits and risks, especially in sensitive events.

In Brazil, authorities, including the CVM and the Secretariat of Prizes and Betting, are already analyzing how to frame these activities from a regulatory point of view, especially when they overlap with sports events.

The advance of these products has also generated reaction from the betting sector.

The Brazilian Institute of Responsible Gaming (IBJR) maintains that, when there is money involved in uncertain events, it is essentially betting, regardless of the format, and warns about risks such as unfair competition and lower consumer protection if they operate outside the regulated framework.

The main difference between betting and prediction markets lies in their structure: in betting, the user plays against the house, while in prediction markets prices are formed among participants and reflect collective probabilities.

Even so, the boundary between both models remains diffuse.

With banks, stock exchange and new platforms advancing simultaneously, prediction markets stop being an emerging trend and become a new field of dispute within the financial system.

The regulatory framework is still under construction, and the evolution of the sector will depend on how the limits between investment and betting are defined as these products scale.

The post Brazil: Betting pressures household budgets and reshapes the competition for consumer spending appeared first on Americas iGaming & Sports Betting News.

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Casino Guru Awards partner with Ethical Gambling Forum to champion transparency and player protection

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Casino Guru is excited to announce a strategic collaboration with the Ethical Gambling Forum (EGF), a leading industry event focused on responsible gambling, sustainability, and ethical business practices. This partnership represents a major step forward in promoting ethics, transparency, and player protection across the iGaming sector.

As part of the initiative, the Casino Guru Awards will take a prominent role during the upcoming EGF conference, bringing the awards process directly into a space where industry stakeholders are united in their commitment to raising standards and safeguarding players.

From April 30 to May 1, Casino Guru will host an exclusive judges’ session during the conference week. This hands-on gathering will allow the Awards jury to actively review shortlisted nominees, conducting direct calls with candidates to gain deeper insight into their operations, values, and dedication to responsible gambling. This approach ensures that the Awards remain rigorous, transparent, and merit-based.

Additionally, Casino Guru will lead a panel discussion at the conference, featuring Awards judges and industry experts. The session will explore the significance of independent evaluation, ethical standards in iGaming, and how initiatives like the Casino Guru Awards contribute to a safer, more transparent gambling environment.

Daniela Sliva, PR & Creative Projects Director at Casino Guru, said:
“This partnership with the Ethical Gambling Forum is a natural fit. We share core values around ethics, transparency, responsible gambling, and player protection. By enabling judges to engage directly with shortlisted candidates, we add an extra layer of integrity and depth to the evaluation process, which truly sets the Casino Guru Awards apart.”

Jo Abergel, Co-Founder of the Ethical Gambling Forum, added:
“Partnering with Casino Guru for the Leeds event reinforces the message that accountability must be at the heart of our industry’s future. Together, we are creating a space for honest dialogue and meaningful progress, celebrating those who lead by example in player protection and industry integrity.”

This collaboration underscores the shared mission of Casino Guru and EGF: to elevate industry standards, support responsible operators, and recognize organizations that prioritize player well-being. By embedding the Awards judging process within the Ethical Gambling Forum, both organizations aim to foster transparency, encourage accountability, and celebrate ethical leadership in iGaming.

The post Casino Guru Awards partner with Ethical Gambling Forum to champion transparency and player protection appeared first on Eastern European Gaming | Global iGaming & Tech Intelligence Hub.

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NAZAR WISHES AWAIT YOUR COMMAND

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Let your wishes guide you to fortune in Nazar Wishes, the latest visually stunning and immersive online slot from Endorphina.

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With its enchanting Arabian theme, magical bonus mechanics, and smooth gameplay, Nazar Wishes promises a captivating journey for players seeking high-quality, immersive entertainment.

The post NAZAR WISHES AWAIT YOUR COMMAND appeared first on Eastern European Gaming | Global iGaming & Tech Intelligence Hub.

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