NeoGames Agrees to Terms on $480m Aspire Global Deal
Nasdaq-listed NeoGames is looking to acquire the B2B platform supplier Aspire Global. They are offering $480m cash-plus-shares to secure 100% ownership of the company. The company believes the acquisition would secure global gains. Aspire Global shareholders have accepted the deal.
NeoGames and Aspire Global Agree Terms © Pixabay.
iLottery giant NeoGames has agreed on a £352.80 cash-plus-shares deal to take control of business-to-business platform provider Aspire Global.
The terms of the deal are that NeoGames will be acquiring 100% of Aspire Global. 50% of the deal will be cash purchase at SEK 111 (£8.98) per share to finance the deal.
The remaining 50% will be paid by issuing shares in NeoGames. The agreed calculation is 0.32 shares in NeoGames for every Aspire Global share.
The cash aspect of the deal has been funded by a loan of £157.6m and an overdraft facility of £11.03m from Blackstone Alternative Credit Advisors LP, which are based in America.
Shareholders of Aspire Global, who collectively own 67% of the current share base, have accepted the offer to receive up to 100% of the newly issued shares. The deal also allows remaining shareholders to accept cash payments rather than NeoGames shares.
NeoGames revealed: “A committee of independent Aspire Global directors has unanimously recommended to Aspire shareholders to accept the offer and to elect to receive full cash consideration,”
NeoGames said it believed Aspire’s management team have a “strong cultural fit”, an opinion they formed having worked previously with the business-to-business platform provider before.
If the deal is completed, it is expected that the newly formed group will be divided into two separate entities. One would be an iLottery division containing all the Aspire employees and would concentrate on iGaming operations.
The new organisation’s management would be headed by NeoGames CEO Moti Malul and CFO Raviv Adler. The current board of NeoGames directors is set to remain unchanged; however, Aspire Global CEO Tsachi Maimon will be a new addition. His main focus will be to lead the new iGaming division.
Aspire Global’s customer base outside of the US has big appeal for NeoGame and is one of the driving factors in getting the deal done. Also, providing an end-to-end solution for customers motivates the companies to merge.
NeoGames CEO Moti Malul said: “As we have shared previously, we embarked on a process to identify external growth opportunities in areas we thought could solidify our standing as a leader in providing digital solutions to lotteries globally.
“As more and more lotteries globally converge into additional gaming verticals such as online sports betting websites and iGaming operations, the ability to provide a wide range of products, combined with experience in their operations, is becoming increasingly important.
“We are confident this transaction will grow shareholder value, and we consider the more than 30% accretion in the nine-month historical pro forma combined adjusted earnings before taxes a good first financial indicator of the potential of a combination,” continued Malul.
NeoGames has confirmed the offer stands, and a formal offer document will be published on April 4th. Industry insiders believe the deal should be completed in the middle of May.
Stifel represents NeoGames on the financial aspect of the deal, and Latham & Watkins LLP, Herzog Fox & Neeman, Hannes Snellman Attorneys Ltd and Allen & Overy LLP advise of legal matters.
Aspire Global’s financial help is provided by Oakvale Capital, with Baker McKenzie acting as their legal advisor.
