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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.

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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.

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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.

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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.

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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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Rivalry Reports Full-Year 2024 Results as Strategic Turnaround Takes Hold, Operating Loss Narrows, and Efficiency Improves

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Operating expenses reduced 17%, net loss narrows, and foundational rebuild positions Rivalry for a leaner, more efficient, and financially disciplined 2025

Rivalry Corp. (the “Company” or “Rivalry”) (TSXV: RVLY), an internationally regulated sports betting and media company, announces its financial results for the fiscal year ended December 31, 2024.

While Rivalry’s 2024 financials reflect only the earliest signals of its company-wide restructuring, the foundational work – most of which began in the second half of 2024 – is now beginning to show results in 2025. The Company narrowed its net loss, reduced operating expenses by 17%, and entered the new year leaner, more focused, and closer to breakeven.

“We made hard decisions last year – rebuilding the product, cutting costs, and refining our approach to players – and those changes are beginning to show signs of positive impact,” said Steven Salz, Co-Founder and CEO of Rivalry. “The latter half of 2024 set the stage, and we’re encouraged by the progress seen so far in 2025.”

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FY2024 Highlights

  • Net revenue of $13.6 million, compared to $16.2 million in 2023.
  • Operating expenses decreased 17% to $32.2 million, down from $38.8 million.
  • Net loss of $22.4 million, compared to $23.8 million.
  • Deferred revenue of $4.1 million related to pre-sales of Rivalry’s on-platform crypto token.
  • Year-end cash of $2.7 million, with materially lower run-rate operating expenses entering 20251.

Organizational Rebuild & Operating Leverage

Rivalry spent the latter part of 2024 and into Q1 2025 executing a comprehensive overhaul across its cost base, product, player strategy, and operational structure. With most changes now implemented, early signs of progress are emerging. Highlights include:

  • Lean operating model, with breakeven net revenue now approximately $600,000 USD/month, down from over $2 million USD/month a year ago. Further reductions to operating costs are planned in Q3 2025 to lower the breakeven point even more.
  • Restructured VIP program and onboarding, improving retention and monetization from high-value players.
  • Expanded casino product, improving baseline stability through missions, races, and progression-based systems.
  • Platform upgrades enhancing site speed, responsiveness, and conversion.
  • Crypto-native infrastructure overhaul, including a rebuilt cashier, improved user experience (“UX”), and token-ready architecture to support long-term on-chain growth.

These efforts have driven early improvements across the Company’s core key performance indicators in 2025:

  • Net revenue per active user and wagers per user at record levels (excluding customary outliers).
  • Deposit growth in nearly every month from November 2024 through June 2025, despite minimal marketing spend.
  • Monthly new first-time depositors (FTDs) up approximately 40% since January 2025 on flat monthly spend. Average payback on cohorts acquired during this period was approximately 1.5 months, highlighting improved customer acquisition efficiency.

2025 Momentum and Execution

In the first half of 2025, Rivalry continued executing against its strategic turnaround, with a focus on increasing player value, tightening operational efficiency, and accelerating near-term revenue drivers. Key initiatives included:

  • Loyalty Program v2: Building on the success of the end-2024 launch, the next iteration of Rivalry’s on-site loyalty program is in development, designed to deepen progression, improve engagement, and anchor major campaigns throughout Q3 2025.
  • New Promo Engine: Launching this summer, the rebuilt system introduces immediate-match deposit offers and new promo types, integrated directly into onboarding and reactivation flows to lift first time deposits and retention.
  • Customer Relationship Management (“CRM”) and Always-On Optimization: Active performance reviews of core flows, geo-targeted reactivation campaigns, and structural upgrades to improve output across the customer lifecycle.
  • VIP & High-Value-Player Activity: Fully structured outreach live across geos, with segmentation, high-touch CRM, and LTV-based targeting to reactivate high-value-players.
  • Cashier & Site Speed: Continued improvements to platform speed, including faster load times, and reduced friction in cashier UX.
  • Ongoing UX Improvements: Consistent updates across the site aimed at visual polish, design coherence, and front-end responsiveness to deliver a cleaner, more reliable user experience.

These initiatives have laid a foundation entering the second half of 2025. The focus now is on maintaining momentum, tightening execution, and scaling revenue through improved player economics and operational leverage.

Strategic Review

The Company’s previously announced evaluation of strategic alternatives remains ongoing. Rivalry continues to explore a range of potential outcomes aimed at maximizing shareholder value. There is no assurance regarding the timing or results of this review.

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Outlook

While the 2024 annual results capture only the early innings of Rivalry’s strategic transformation, the changes made throughout the year have meaningfully repositioned the Company. With a leaner cost structure, stronger product, and increasing revenue efficiency, Rivalry is entering the second half of 2025 with sharper operational discipline and renewed focus.

Additional updates will be provided alongside the release of the Company’s financial results for the three months ended March 31, 2025, which are expected to be released on or prior to July 14, 2025.

Unsecured Loan

The Company also announces that it has secured a US$475,000 principal amount senior unsecured loan from its existing senior lender, maturing on September 30, 2025, with an interest rate of 10% per annum (the “Loan”). The Loan reinforces the Company’s senior lender’s support for the Company’s ongoing strategic review process and provides the Company with additional flexibility to continue pursuing its strategic initiatives to maximize long-term stakeholder value.

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Update Regarding Management Cease Trade Order

The Company is providing this update on the status of a management cease trade order granted on May 1, 2025 (the “MCTO“) by its principal regulator, the Ontario Securities Commission (the “OSC“), under National Policy 12-203 – Management Cease Trade Orders (“NP 12-203“). On May 2, 2025, the Company announced that there would be a delay in the filing of its annual financial statements, management’s discussion and analysis and related CEO and CFO certificates for the fiscal year ended December 31, 2024 (collectively, the “Annual Filings”), as required under applicable Canadian securities laws (the “Default Announcement“). On June 18, 2025 the Company further announced that it expects to file its unaudited financial statements and management’s discussion and analysis for the three months ended March 31, 2025 and related certifications (collectively, the “Q1 Filings“) on or prior to July 14, 2025. Although the Annual Filings have now been filed, the OSC has advised the Company that the MCTO will remain in place until the Q1 Filings have been completed.

The Company advises that: (i) there have been no material changes to the information contained in the Default Announcement; (ii) it intends to continue to comply with the alternative information guidelines of NP 12-203; and (iii) except as previously disclosed, there are no subsequent specified defaults (actual or anticipated) within the meaning of NP 12-203.

The MCTO will remain in effect until the Company is no longer in default with respect to its filing requirements and the OSC lifts the cease trade order.

The post Rivalry Reports Full-Year 2024 Results as Strategic Turnaround Takes Hold, Operating Loss Narrows, and Efficiency Improves appeared first on Gaming and Gambling Industry in the Americas.

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iGB L!VE opens in London

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The 2025 edition of iGB L!VE opened today (2nd July) at it’s new ExCeL London home. iGaming professionals made full use of ExCeL London’s transport infrastructure with Elizabeth Line and Docklands Light Railway trains full of visitors celebrating the show’s relocation to the Capital.

Organisers are seeking to grow the iGB L!VE attendance and, in the process set another record for the event. The 2024 edition, which was the last to be held in Amsterdam attracted 9,788 unique attendees, surpassing the 7,299 at iGB L!VE 2023 and was nearly double the 5,022 at iGB L!VE 2022. The 2025 edition of iGB L!VE will be the biggest on record, providing attendees with access to over 22,000 sqm of product innovation and inspiration.

Claire Williams OBE, the former leader of the Williams Formula 1 racing team and one of the most prominent and successful women in F1 history provided the iGB L!VE 2025 keynote.

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Exploring the best practice parallels which can be drawn between the data-driven worlds of F1 and iGaming, Claire Williams noted: “There are a number of ways that Formula 1 can inspire businesses and provide tangible takeaways for iGaming operators of all sizes, from product innovation to navigating entry into new markets. As well as key requirements such as having a dynamic leadership, a culture of continuous improvement, hiring the very best problem solvers and being the first to embrace technology advances, F1 also demands the organisational agility that’s necessary to nuance strategy in what is an ultra-competitive space. “

Described as the TED of iGaming, iGB L!VE features a mix of highly practical case studies, data presentations and panel discussions on best practices across operators and affiliates. Topics include innovations in in-play betting, how to use IP and branding to protect competitive advantage, integrated marketing and SEO strategies, how to build links when no one wants to talk about gambling, as well as market dives into LatAm, UAE and Italy. The full programme can be viewed at:https://www.igblive.com/event-schedule

The post iGB L!VE opens in London appeared first on European Gaming Industry News.

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THE BATTLE OF POLYTOPIA ANNOUNCES GLOBAL WORLD CHAMPIONSHIPS WITH $10,000 PRIZE POOL

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Midjiwan, the award-winning independent studio behind The Battle of Polytopia has today announced The Polytopia World Championship with a prize pool of $10,000 USD and a live final broadcast from Stockholm.

The Polytopia World Championship is set to launch this fall, uniting players from across the globe in an epic showdown of fast-paced strategic mastery. The tournament will be themed to Battle of the Tribes. Players will choose to compete with one of Polytopia’s 12 in-game tribes; each with a unique regional theme and skillset.

The tournament will begin with open qualifiers, giving everyone a chance to prove themselves. From there, players will advance through tribe-specific playoffs and head-to-head elimination rounds, each match bringing them one step closer to glory.

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The top six players will earn a spot in the live finals in Stockholm on December 6: an in-person event streamed online for fans worldwide. In addition to live commentary of the tournament, the fan event will also provide behind-the-scenes content from the Midjiwan team.

The winner will be awarded a prize pool of $10,000; making this tournament the biggest competitive event in The Battle of Polytopia’s nine year history.

Christian Lovstedt, CEO of Midjiwan AB, commented: “This marks a major new step for Polytopia’s competitive scene, featuring a fresh tournament format and enhanced broadcasting that makes it even more exciting for viewers to watch, learn, and get inspired by the world’s top players.“

The matches will be played on the Polytopia Official Space on the Challengermode esports Platform.

The planned dates are:

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September:

  • Sep 13–14

  • Sep 20–21

  • Sep 27–28

October:

  • Oct 4–5

  • Oct 11–12

  • Oct 18–19

November:

  • Oct 25–26

  • Nov 1–2

  • Nov 8–9

Nov 22–23

  • Faceoff

  • Final Qualifier

Dec 6

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  • World Championship Live Event

The post THE BATTLE OF POLYTOPIA ANNOUNCES GLOBAL WORLD CHAMPIONSHIPS WITH $10,000 PRIZE POOL appeared first on European Gaming Industry News.

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