MGM RESORTS INTERNATIONAL ANNOUNCES OFFER TO ACQUIRE GLOBAL ONLINE GAMING COMPANY LEOVEGAS

May 2, 2022

Continuing our success and growth in digital gaming, MGM Resorts is expanding internationally with the acquisition of LeoVegas

LeoVegas' global presence, strong team and technology capabilities to drive MGM Resorts' digital gaming and sports betting international development

LAS VEGAS, May 2, 2022 /PRNewswire/ -- MGM Resorts International (NYSE: MGM) ("MGM Resorts" or the "Company") today announced that it has commenced a recommended public tender offer for 100% of the shares of LeoVegas AB (publ) ("LeoVegas") at a price of SEK 61.00 in cash per share, equivalent to a total tender value of approximately $607 millioni. The acquisition will be financed with existing cash and is expected to be accretive to MGM Resorts' earnings and cash flow per share.

"Our vision is to be the world's premier gaming entertainment company, and this strategic opportunity with LeoVegas will allow us to continue to grow our reach throughout the world," said MGM Resorts' CEO & President Bill Hornbuckle. "We have achieved remarkable success with BetMGM in the U.S., and with the acquisition of LeoVegas in Europe we will expand our online gaming presence globally.  We believe that this offer creates a compelling opportunity that allows the combined teams of MGM Resorts and LeoVegas to accelerate our global digital gaming growth and fully realize the potential of our omnichannel strategy. We look forward to being able to welcome the LeoVegas team to our MGM Resorts family."

Founded in 2011 by Gustaf Hagman and Robin Ramm-Ericson, LeoVegas is a leading global online gaming company with licenses in eight jurisdictions primarily in the Nordics and rest of Europe. LeoVegas generated EUR 393 million in revenue and EUR 48 million in Adjusted EBITDAii during the last twelve months ended March 31, 2022. The business is headquartered in Stockholm with offices in Malta, United Kingdom and Milan.

MGM Resorts believes the acquisition of LeoVegas will provide a unique opportunity for the Company to create a scaled global online gaming business with the following attributes:

  • Strategic Opportunities to Accelerate Growth and Product Offerings – LeoVegas' online casino and sports betting capabilities and strong customer base outside of the U.S. is expected to further expand MGM Resorts' presence around the world.
  • Experienced Online Gaming Management Team and Superior Technology Capabilities – LeoVegas' management team has demonstrated the ability to develop a robust and scalable technology platform with advanced product offerings.
  • Commitment to Continued Profitable Growth – LeoVegas has operated profitably as a high-growth platform since 2014. From 2017 to 2021, LeoVegas' revenues compounded annual growth rate was 16%, while maintaining strong profitability. MGM Resorts' scale, brands and expertise will allow the combined businesses to expand within existing gaming segments and provide incremental opportunities to enter new areas.

The acceptance period of the offer is expected to commence on or around June 2022 and expire on or around August 2022. An offer document regarding the offer is expected to be made public shortly before the commencement of the acceptance period. Assuming that the offer is declared unconditional no later than around end of August 2022, settlement is expected to begin around early September 2022.

The offer is subject to certain regulatory approvals, the receipt of valid tenders of more than 90% of LeoVegas' shares and customary closing conditions. It is expected to be completed during the second half of fiscal year 2022.

Advisors

MGM Resorts has retained Goldman Sachs & Co. LLC. as financial advisor, Advokatfirman Vinge KB and Weil, Gotshal & Manges LLP as legal counsel and Fox Rothschild as gaming counsel in connection with the offer.

About MGM Resorts International

MGM Resorts International (NYSE: MGM) is an S&P 500® global entertainment company with national and international locations featuring best-in-class hotels and casinos, state-of-the-art meetings and conference spaces, incredible live and theatrical entertainment experiences, and an extensive array of restaurant, nightlife and retail offerings. MGM Resorts creates immersive, iconic experiences through its suite of Las Vegas-inspired brands. The MGM Resorts portfolio encompasses 32 unique hotel and gaming destinations globally, including some of the most recognizable resort brands in the industry. The Company's 50/50 venture, BetMGM, LLC, offers U.S. sports betting and online gaming through market-leading brands, including BetMGM and partypoker. The Company is currently pursuing targeted expansion in Asia through the integrated resort opportunity in Japan. Through its "Focused on What Matters: Embracing Humanity and Protecting the Planet" philosophy, MGM Resorts commits to creating a more sustainable future, while striving to make a bigger difference in the lives of its employees, guests, and in the communities where it operates. The global employees of MGM Resorts are proud of their company for being recognized as one of FORTUNE® Magazine's World's Most Admired Companies®. For more information, please visit us at www.mgmresorts.com. Please also connect with us @MGMResortsIntl on Twitter as well as Facebook and Instagram.

Forward-Looking Statements

Statements in this press release relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and their underlying assumptions, statements regarding plans, objectives, intentions and expectations with respect to future financial results, events, operations, services, product development and potential and other effects of the offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", "estimates", "plans", "will be" or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. Actual results and developments may differ materially from those expressed in, or implied or projected by these forward-looking statements due to many factors, many of which are outside the control of MGM Resorts. Forward-looking statements appear in a number of places throughout this announcement and the information incorporated by reference into this announcement and may include statements regarding the expectations on the closing of the offering and the intentions, beliefs or current expectations of MGM Resorts or LeoVegas concerning, amongst other things: (i) future capital expenditures, expenses, revenues, earnings, synergies, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects; (ii) business and management strategies, the expansion and growth of MGM Resorts' or LeoVegas' business operations and potential synergies resulting from the offer; and (iii) the effects of government regulation and industry changes on the business of MGM Resorts or LeoVegas. Any forward-looking statements made herein speak only as of the date on which they are announced. Except as required by the Takeover Rules or applicable law or regulations, MGM Resorts expressly disclaims any obligation or undertaking to publicly announce updates or revisions to any forward-looking statements contained in the offer document to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. The reader should, however, consult any additional disclosures that MGM Resorts or LeoVegas have made or may make.

A long form of this release and further information is available at: http://investors.mgmresorts.com/investors/leovegas

MGM RESORTS CONTACTS

Investment Community:
ANDREW CHAPMAN, Director of Investor Relations
(702) 693-8711, achapman@mgmresorts.com

News Media:
BRIAN AHERN, Executive Director of Communications
media@mgmresorts.com

i Based upon 97,652,970 outstanding shares of LeoVegas and a USD/SEK exchange rate of 9.814.
ii Definition of Adjusted EBITDA per LeoVegas' financial reports. The amount has been calculated as the sum of the Adjusted EBITDA figures in LeoVegas' financial reports for the second, third and fourth quarters 2021 and the first quarter 2022. 

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SOURCE MGM Resorts International



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