In an all-share merger, Lottomatica and CIRSA announced an agreement to create one of the largest gaming and sports betting groups worldwide with pro forma adjusted EBITDA approximately equal to €2 billion.
According to the agreement disclosed on September 2, CIRSA will merge with Lottomatica by cross-border EU statutory merger process. As per the agreements, Lottomatica will be the surviving company, which is located in Rome, and CIRSA will have another headquarters in Barcelona province.
The transaction is expected to go through the second quarter of 2027, subject to regulatory and voting approval from shareholders.
CIRSA shareholders will receive a total of 0.668 Lottomatica shares for every share of CIRSA they own. Lottomatica shareholders would comprise 67.5% of the new company, while CIRSA investors would own 32.5%.
Lottomatica CEO and chairman Guglielmo Angelozzi said:
With the combination of Lottomatica and CIRSA, two extremely successful companies, we create the undisputed leader in Italy and Spain, among the best gaming markets globally, complemented by leadership positions in other very high growth geographies.
Post merger, Lottomatica plans to return €744 million in the capital through either a dividend or a tender offer.
Companies are targeting between €4 billion in capital returned over the next three years, subject to shareholder approval of the necessary actions.
CIRSA CEO Antonio Hostench said:
The combination of CIRSA and Lottomatica creates a world-class diversified gaming leader with leading positions across its core markets and significant opportunities to accelerate profitable growth.
Lottomatica’s operations will expand beyond the borders of Italy by acquiring CIRSA and thus covering its casino operations in Spain and Latin America.