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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).

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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Betano Transforms “El Loco” into “El Responsável”

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Betano, the leading online sports betting and gaming brand owned by Kaizen Gaming, is launching its new responsible gaming campaign featuring former Uruguayan player Sebastián Abreu, nicknamed “El Loco”, as its ambassador.

The campaign aims to promote education about sports betting, reinforce its entertainment aspect, and dispel the idea that gaming is a form of investment.

Known for his irreverent style on and off the field, “Loco” Abreu entered the record books as the athlete who has played for the most clubs worldwide and was immortalised by his audacious “panenka” winning penalty kick in the 2010 World Cup quarterfinal (Uruguay vs Ghana). “El Loco” now assumes a new moniker as Betano’s ambassador: “El Responsável” (The Responsible One).

Using the concept of “Não mete o Loco” (Don’t Go Crazy) – a reference to Loco Abreu’s sports history – the new campaign premieres with an entertaining 60-second film starring the player. Speaking in his signature “portunhol” (a mix of Portuguese and Spanish) combined with popular expressions, Betano’s Responsible Gaming ambassador aims to raise awareness among football fans about the importance of time limits, controls, and breaks. By visiting the website naometeoloco.com, the public will have access to educational content on the subject, such as illustrative scenarios about respecting limits and knowing when to stop.

Media: youtu.be/1I8OZci5Hpw

Arthur Niggemann, Senior Marketing Manager for the Americas at Betano, said: “We brought a light and relaxed approach that will capture our audience’s attention to discuss a serious topic that Betano has been committed to since the beginning of its operations: responsible gaming.”

With the campaign designed to roll-out in phases, allowing the theme to be explored with the necessary teaching approach on an ongoing basis, Arthur Niggeman further explains: “In the next phases, the focus will be on educating the public more directly, with materials such as guides or step-by-step instructions for betting safely, reinforcing self-control and self-confidence as pillars of a conscious and responsible experience in the betting world.”

In addition to Brazil, the campaign will also be aired in Peru, Mexico, Chile, Colombia, Ecuador, and Argentina. Conceived by the Wieden + Kennedy SP agency, the campaign uses irreverence and a Latin American football idol to help boost awareness.

José Ferraz and Felipe Paiva, Group Creative Directors at W+KSP, explain: “Responsible gaming is a serious and extremely important topic for Betano. Therefore, to educate our consumers in a fun and relatable way, there’s no one better than the charismatic Loco Abreu. A player who took many risks on the field but returns to the game with a new role: spokesperson for conscious gaming.”

The campaign reinforces the three basic rules of responsible gaming: respect your limits, always playing with amounts within your financial reality; take breaks from gaming so it doesn’t become an intense routine; and bet for fun, without confusing entertainment with a form of supplementary income.

Campaign on the Streets, on Social Media, and in Stadiums

The communication for the campaign will be multiplatform and long-lasting, developed in three distinct phases. In addition to the main film, the campaign engages with the public through outdoor media around stadiums and light content on social media.

There will also be insertions during football broadcast intervals on open and Pay TV, even before ads from other betting houses. With the help of content creators and brand ambassadors – Adriane Galisteu and Felipe Massa – the campaign aims to make clear the entertainment nature of sports betting, but only when fun comes first.

Safe and Secure Platform

Responsible gaming is a pillar of Betano. The educational communications present on the platform will now be reinforced, highlighting Betano’s features for better time control and more responsible exposure to its games. Some examples include:

  • Setting financial and time limits defined for different periods
  • Session timers and other features that can be set by the customer
  • Temporary and permanent self-exclusion options
  • Time-out option
  • Links to entities such as Gamblers Anonymous (Jogadores Anônimos) and other support organisations for players and families
  • Rigorous verification that prevents underage entry
  • 24/7 specialized support

Other relevant information for player protection already available on the Betano platform – such as ‘Avoid chasing losses’; ‘Only play when you can afford to lose’; or ‘Keep track of time and monitor the amount you spend’ – will be worked on in an even more didactic way, but also with lighter and more direct messages in online and physical actions: ‘A good player knows when to stop’ or ‘Respecting limits is part of the game’.

 

 

The post Betano Transforms “El Loco” into “El Responsável” appeared first on European Gaming Industry News.

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Boomerang Partners wowed the guests of iGB L!VE London with a celebration of the first anniversary of the strategic partnership with AC Milan

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On July 2-3, Boomerang Partners, a global marketing agency, participated in iGB L!VE London. One of the event’s highlights was the celebration of the first anniversary of the strategic partnership between Boomerang and AC Milan, one of the world’s premier football clubs. Boomerang is its Official Regional Partner.

Anton Eshtokin, Chief Marketing Officer at Boomerang Partners, commented: “We are very pleased with Boomerang Partners’ participation in iGB L!VE London. It is symbolic that, a year ago at iGB, we announced our strategic partnership with AC Milan. We celebrated the first anniversary of this epic collaboration in a great atmosphere, featuring match ticket raffles. We were delighted to welcome hundreds of guests to our booth, highlighting once again the prestige of our partnership with AC Milan in the industry. We have many more joint projects ahead of us, and we are sure that we will be able to surprise everyone.”

The celebration of the strategic partnership with AC Milan was one of the main (but not the only) reasons why the Boomerang Partners booth was a hotspot for visitors to the exhibition. More than 1,000 people visited it during the two-day event. Over 900 guests took part in the Penalty Challenge. The challenge featured two raffles — the first held offline at the Boomerang Partners booth on July 2, and the winner received premium tickets to one of the most famous football matches in the world between AC Milan and Inter FC. The second draw took place online on July 3 on Boomerang’s Instagram page. The winner will receive tickets to an AC Milan match in the Italian Serie A or the Coppa Italia.

The winner of the offline drawing on July 2 was Saad Shaikh, a data engineer at Betzoo Media. He shared his emotions: “This is my first time in iGB. My experience was truly great, and thank you again for giving me the opportunity to have a good time and enjoy the experience I’ll have in Milan. I haven’t been to Milan before. Back in my old days, my family went. Yeah, so this is my second chance. And thank you, Boomerang, for giving me this opportunity.”

iGB L!VE London was successful for Boomerang Partners. The increased attention from exhibition guests to the Boomerang Arena booth yielded impressive results. The agency held more than 120 business meetings and signed 15 new partnership agreements. As the brand enters its second year of partnership with AC Milan, it remains ambitious to follow its slogan, ‘Live without limits.’

About Boomerang

Boomerang Partners is a rapidly growing global brand offering a wide range of services. Boomerang is the Official Regional Partner of AC Milan and collaborates with women’s football star and influencer Alisha Lehmann. In 2024, it launched the inaugural Golden Boomerang Awards — a global tournament for affiliate teams. More than 400 affiliate teams participated in the second season of the tournament in 2025. Boomerang launched six new products in 2024, which contributed to an almost 1.5-fold increase in product users.

Boomerang’s portfolio contains 17+ brands offering affiliate and entertainment services across 40+ markets in compliance with local regulations. These products provide personalized bonuses and 24/7 multilingual support.

The post Boomerang Partners wowed the guests of iGB L!VE London with a celebration of the first anniversary of the strategic partnership with AC Milan appeared first on European Gaming Industry News.

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Totogaming Joins Cernica Pantelimon RunFest: Not Just Present, But Fully Participating

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“We weren’t just present — we were participants of Runfest. And that’s one of the most important aspects,” said Artak Ashkhatoyan, Deputy CEO of Totogaming.

On July 6, Totogaming joined the Cernica Pantelimon Runfest in Romania, once again emphasizing the importance of promoting amateur sports and a healthy lifestyle.

“Supporting such initiatives is a priority for TotoGaming. First, 50% of the proceeds from RunFest will be donated to the CLOVES Romania Foundation, supporting children affected by CLOVES Syndrome. And second, we’ve always believed in showing our passion for sports through actions, not just words. Have you noticed how we’re constantly rushing through life, yet when we look back, it often feels like we haven’t moved at all? It’s important for us to lead by example and show the importance of participation. This is exactly the message we’re promoting through our team’s active involvement in the marathon. After all, there can never be too much sport in our lives,” said TotoGaming’s Deputy CEO, Artak Ashkhatoyan.

A Simple Concept, a Powerful Impact

The concept of this sports event is straightforward: choose a distance between 1 to 21 kilometers and run. The goal? Make sport an integral part of everyday life. The crowd certainly embraced that, gathering as early as 8:30 a.m. — on a Sunday morning.

Totogaming contributed in two distinct capacities: as an official sponsor and as an active participant. A dedicated team of 13 employees represented the company at the Cernica Pantelimon RunFest, with 7 of them proudly taking part as runners.

More Than Just a Run

It wasn’t an easy challenge — especially because among Totogaming’s runners were people for whom running isn’t a daily habit, or even part of their life at all. Yet they couldn’t miss the opportunity, not least from the perspective of corporate responsibility.

“We just finished the 7.5-kilometer race!” shared Petrut-Adrian Toea from the Totogaming team.

“It was amazing, honestly. Around the 2-kilometer mark, I had this little battle with myself — I told myself I had to finish the race, no matter what. And I did it! I came in around 60th place out of over 100 runners, which for me is a really good result.”

“I see my participation as a small contribution toward promoting a healthy lifestyle. In my close circle, everyone knows I’m not exactly the sporty type. I’m not athletic, and I usually prefer having fun in other ways. But showing up here, early in the morning, in this intense heat, and completing almost 8 kilometers with just one short break — I think it set a good example.”

“I hope seeing someone like me finish this challenge motivates my friends to try something similar for their own health. I believe that’s a meaningful contribution”, – added Petrut-Andrea.

Totogaming also made it possible for every attendee to bring sport into their lives — quite literally. At the Totogaming tent, participants could ride stationary bikes and receive prizes based on the number of points they earned through their efforts.

Whether they were running, cycling, or simply cheering for friends, the goal for everyone was the same: to reach the destination of champions — by bringing sport into everyday life.

The post Totogaming Joins Cernica Pantelimon RunFest: Not Just Present, But Fully Participating appeared first on European Gaming Industry News.

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