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Statement by the Board of Directors of MRG in relation to the public offer from William Hill

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Statement by the Board of Directors of MRG in relation to the public offer from William HillReading Time: 5 minutes

 

The Board of Directors of MRG unanimously recommends the shareholders of MRG to accept the public offer from William Hill of SEK 69 in cash per share.

 

This statement is made by the Board of Directors[1] of Mr Green & Co AB pursuant to Rule II.19 of the Nasdaq Stockholm Takeover Rules (the “Takeover Rules”).

 

Background

William Hill PLC (“William Hill”), through a controlled affiliate William Hill Holdings Limited, has today announced a public offer to the shareholders of MRG to transfer all of their shares in MRG to William Hill for a consideration of SEK 69 in cash per MRG share (the “Offer”). The total value of the Offer corresponds to approximately SEK 2,819 million[2].

The Offer represents a premium of:

  • 48.5 per cent compared to the closing price of SEK 46.5 of the Company’s share on Nasdaq Stockholm on 30 October 2018, the last trading day before the announcement of the Offer;
  • 61.7 per cent compared to the volume-weighted average share price of SEK 42.7 of the Company’s share on Nasdaq Stockholm during the last 30 days prior to 30 October 2018; and
  • 63.4 per cent compared to the volume-weighted average share price of SEK 42.2 of the Company’s share on Nasdaq Stockholm during the last 90 days prior to 30 October 2018.

The acceptance period for the Offer is expected to commence around 10 December 2018 and expire around 11 January 2019, subject to any extensions.

Completion of the Offer is conditional upon, inter alia, that the Offer is accepted to such an extent that William Hill becomes the owner of shares representing more than 90 per cent of the outstanding shares in MRG, 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 William Hill’s opinion, are acceptable. William Hill has reserved the right to waive the conditions for completion of the Offer. The Offer is not conditional upon financing. For further details about the Offer, please refer to William Hill’s press release that was made public today.

The Board of Directors of MRG has, at the written request of William Hill, permitted William Hill to carry out a limited due diligence review of MRG in connection with the preparation of the Offer. Except for certain information regarding MRG’s results for the third quarter 2018, that was made public through the Company’s Q3 report on 26 October 2018, William Hill has not received any inside information regarding MRG during the due diligence process.

In total seven shareholders in MRG, including Board members Henrik Bergquist and Tommy Trollborg, representing in aggregate 40.04 percent of the shares and votes in MRG, have undertaken to accept the Offer and tender all of their shares in MRG in the Offer, subject to certain conditions. The undertakings will lapse in the event that a third party, prior to the expiry of the initial or any extended acceptance period for the Offer, makes an offer for all shares in MRG which corresponds to an offer value exceeding the price in the Offer by at least 8 percent per share, provided that William Hill does not match the competing offer within 10 business days of its announcement. The undertakings will further lapse in case the Offer has not been declared unconditional before 15 February 2019.

SEB Corporate Finance is acting as financial adviser and Cederquist is acting as legal adviser to MRG in connection with the Offer.

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 48.5 per cent compared to the closing price of SEK 46.5 of the Company’s share on Nasdaq Stockholm on 30 October 2018, which was the last trading day before the announcement of the Offer, and a premium of 61.7 percent and 63.4 percent respectively, compared to the volume-weighted average share price for the Company’s share on Nasdaq Stockholm during the last 30 and 90 days, respectively, prior to 30 October 2018.

The Board of Directors further notes that seven shareholders in MRG, representing in aggregate 40.04 percent of the shares and votes in the Company, have entered into undertakings to accept the Offer, subject to certain conditions.

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 MRG’s shareholders from a financial point of view (subject to the assumptions and considerations set out in the fairness opinion).

Based on the above, the Board of Directors unanimously recommends the shareholders in MRG to accept the Offer.

Under the Takeover Rules, the Board of Directors shall, based on the statements made by William Hill in the Offer press release issued earlier today, present its opinion regarding the impact that the implementation of the Offer will have on MRG, particularly in terms of employment, and its opinion regarding William Hill’s strategic plans for MRG and the effects it is anticipated that such plans will have on employment and on the places in which MRG conducts its business. In this respect, the Board of Directors notes that William Hill has stated that William Hill recognize the capabilities and skills of MRG’s dedicated management and employees and look forward to welcoming these talented individuals to the William Hill group. After the completion of the Offer and a careful review of the capabilities and needs of the new combined operations, the optimal structure for future success will be determined. There are currently, before completion of the Offer, no decisions on any material changes to MRG’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.

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.

Stockholm 31 October 2018

Mr Green & Co AB (publ)

The Board of Directors

For further information, please contact:

Kent Sander, Chairman of the Board of Directors, through Åse Lindskog, Director Communications and IR, tel. +46 730 24 48 72, [email protected]

The information in the press release is information that MRG 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 08:15 CET on 31 October 2018.

MRG is a fast-growing, innovative iGaming Group with operations in 13 markets. MRG offers a superior experience in a Green Gaming environment. MRG was founded in 2007 and operates the iGaming sites Mr Green, Redbet, 11.lv, Winning Room, Bertil, MamaMiaBingo, BingoSjov and BingoSlottet. The Group had a turnover of SEK 1,192.0 million in 2017 and has over 300 employees. MRG has gaming licenses in Denmark, Italy, Latvia, Malta, the UK, and Sportsbook license in Ireland. MRG is listed on Nasdaq Stockholm in the Mid Cap segment under the name Mr Green & Co AB (ticker MRG).


Source: Latest News on European Gaming Media Network

George Miller (Gyorgy Molnar) started his career in content marketing and has started working as an Editor/Content Manager for our company in 2016. George has acquired many experiences when it comes to interviews and newsworthy content becoming Head of Content in 2017. He is responsible for the news being shared on multiple websites that are part of the European Gaming Media Network.

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Arizona Department of Gaming Releases March Sports Betting Figures

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Bettors in Arizona wagered approximately $887 million on sports in March of 2025, according to a new report by the Arizona Department of Gaming. This represents an approximate 16.8% increase when compared to March of 2024.

The state collected approximately $2.5 million in privilege fees in the month. You can view the full March report on the ADG website.

See reports below.

The post Arizona Department of Gaming Releases March Sports Betting Figures appeared first on European Gaming Industry News.

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Inside the Matrix: A Conversation with EveryMatrix Founders on Europe, Expansion, and Staying Hands-On

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By Maria Emma Arnidou, Event Marketing Director at HIPTHER, for the European Gaming Media

During the recent EveryMatrix Media Day at the company’s opening of their new London office, Co-Founders Ebbe Groes (CEO) and Stian Hornsletten sat down with press to share key insights into their strategic vision. In this exclusive Q&A, we explore their views on the European Market, the evolution of EveryMatrix’s business model, leadership philosophy, and the company’s experience in the ever-evolving U.S. market.

Europe is filled with local heroes. It’s far more fragmented than most people think.

 

You discussed emerging markets in your presentation. What about Europe – is it considered saturated, or are there still areas of growth?

Ebbe Groes: I really don’t think Europe is saturated at all. In fact, big parts of it are still underdeveloped. Take France for example, it doesn’t allow online casino. Germany has effectively banned it. That’s two of Europe’s three largest economies where casino is either outlawed or nearly impossible. So yes, there is still plenty of room for growth.

Stian Hornsletten: And the market is getting more concentrated around a few bigger players, but even then, it’s not as centralized as in the U.S.

Ebbe Groes: Exactly. Europe is filled with local heroes. You won’t find many players dominating across the board. Kindred, Betsson – they’re strong, but when you go country by country and look at market share, the picture is very fragmented. Even with the economies of scale in marketing – say you sponsor a Premier League team – you’re still not getting the full return unless you’re present across multiple markets. That’s what makes Europe so different from the U.S., where a few big players hold all the cards.

We started with a sportsbook. Now we’re building an ecosystem.

 

EveryMatrix today operates across multiple verticals with a deeply diversified portfolio. Was this the vision from the start, or did it evolve as the company grew?

Stian Hornsletten: The vision definitely evolved quickly as we grew. We started with OddsMatrix, a B2B sportsbook product that was meant to be an off-the-shelf, managed solution – something that didn’t exist back then. Within a year, we had already expanded into turnkey and PAM solutions. By 2010–2011, we had launched the CasinoEngine and started specializing in product verticals.

We’ve always been very innovation-driven. We keep developing new products – some of which are still under wraps – and R&D remains one of the most exciting parts of what we do. Today, most of our top 10 clients are turnkey. While we still offer standalone modules, our growth has come from cross-vertical synergy.

 

Despite this scale and complexity, you both remain deeply involved in the company’s day-to-day operations. How do you manage to stay on top of everything across products, people, and processes?

Ebbe Groes: It helps that we’ve been here from the start. I wouldn’t want to be hired into this role now and try to learn everything from scratch – but I’ve had 18 years to absorb it all. We’ve built the company in a way that each vertical operates almost like its own business. For example, the sports division has its own CTO, product team, trading team, and even its own support function. That independence gives us breathing room.

It allows me to focus on high-level strategy, like acquisitions – take FSB, for instance. That required a lot of focus at the start, but eventually it will transition into the core business and require less direct involvement.

Stian Hornsletten: Over the years, we’ve also developed strong planning, reporting, and KPI structures across the business. That consistency makes it easier to monitor everything and integrate new divisions. Whether we open a new office or onboard a new team, we already have the systems in place to support them.

Ebbe Groes: And the same goes for finance and HR. When we opened the London office, the HR team already knew how to handle it – we’d opened three the year before. That kind of maturity allows us to move fast without creating chaos.

“In Europe we have 150 competitors in content; in the U.S., maybe 10.”

 

And what about the U.S. – a market many see as the holy grail of iGaming? What’s your current position there?

Ebbe Groes: To be honest, the U.S. was a tough lesson. We entered hoping to provide a full turnkey solution, but the market didn’t evolve the way we expected. Many well-funded B2C operators pulled out, and that left little demand for companies like us to offer the full stack. We pivoted to focus on one thing: our own gaming content.

Stian Hornsletten: We’re now live in four out of five regulated U.S. states for our own content, and we have agreements with all the major operators. Some new games from SlotMatrix are set to launch by summer, and they’ve already shown strong performance elsewhere – which gives us hope. If we manage to capture even 1–2% market share with our own content, that would already be meaningful.

But it’s been a long and costly process. Every state has its own regulatory requirements, separate hosting, and certification needs. And if one state’s not ready, operators won’t promote your games nationally. It’s frustrating, but it also reduces competition. In Europe we have 150 competitors in content; in the U.S., maybe 10. So if we can endure, there’s long-term potential.

The post Inside the Matrix: A Conversation with EveryMatrix Founders on Europe, Expansion, and Staying Hands-On appeared first on European Gaming Industry News.

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SOFTSWISS Takes Home Four Awards In One Night

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SOFTSWISS, a global provider of iGaming software solutions, has won two prestigious trophies at the EGR Marketing & Innovation Awards 2025. These recognitions come alongside two more accolades at Malta’s iGaming Excellence Awards 2025.

EGR Marketing & Innovation Awards

Hosted annually, the EGR Marketing & Innovation Awards honour the most innovative and effective campaigns and teams in online gaming. Recognising success across marketing, creative execution, customer engagement, and commercial results, the awards are regarded as one of the industry’s top accolades.

This year marks the third consecutive win for SOFTSWISS, following previous victories for its standout campaigns, Bringing the Heat in 2023 and Grab Success in 2024. The judges praised the SOFTSWISS marketing team with the Marketing Team of the Year Award for showing a clear passion for their brand and a creative use of new technologies and data analytics.

In addition to leading the team’s collective success, Valentina Bagniya, CMO at SOFTSWISS, was personally recognised as the best B2B Marketer of the Year for her role in transforming SOFTSWISS’ marketing function into a brand powerhouse.

“Thank you to the EGR jury team for this wonderful recognition. Winning Marketing Team of the Year is an extraordinary achievement that highlights our strength and dedication as a team. Additionally, receiving B2B Marketer of the Year is a deeply meaningful acknowledgement of our collective efforts,” says Valentina Bagniya. “These awards are not about individual achievements; they reflect the creativity, commitment, and passion of our entire marketing team.” 

Malta’s iGaming Excellence Awards

SOFTSWISS also received major recognition at Malta’s Gaming Excellence Awards 2025. Ivan Montik, Founder of SOFTSWISS, was honoured with the Lifetime Achievement Award for exceptional contributions to the iGaming industry over the course of his career. Meanwhile, Rubens Barrichello, ex-Formula 1 pilot and Non-Executive Director in Latin America at SOFTSWISS, was named Best iGaming Influencer of the Year, celebrating his significant impact through content creation, marketing, and online presence.

Valentina Bagniya comments: “It’s significant that our colleagues Ivan Montik and Rubens Barrichello received recognition at Malta’s Gaming Excellence Awards 2025, demonstrating how our leadership vision is increasingly recognised and valued by industry professionals. Moving forward, we remain dedicated to expanding our expertise and actively contributing to the advancement of our industry.”

On 3-4 July, the SOFTSWISS team will be attending iGB Live in London, ready to share their insights and expertise with interested attendees.

 

About SOFTSWISS

SOFTSWISS is an international technology company with over 15 years of experience developing innovative solutions for the iGaming industry. SOFTSWISS holds a number of gaming licences and provides comprehensive software for managing iGaming projects. The company’s product portfolio includes the Online Casino Platform, the Game Aggregator with over 30,000 casino games, the Affilka Affiliate Platform, the Sportsbook Software and the Jackpot Aggregator. In 2013, SOFTSWISS revolutionised the industry by introducing the world’s first Bitcoin-optimised online casino solution. The expert team counts over 2,000 employees.

The post SOFTSWISS Takes Home Four Awards In One Night appeared first on European Gaming Industry News.

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