In order to support Aspire Global plc’s (”Aspire Global” or the ”Company”) continued growth and development, Aspire Global today announced its intention to apply for listing of the Company’s shares on Nasdaq First North Premier in Stockholm and to sell a combination of existing shares and newly issued shares of the Company (the “Offering”).
Aspire Global is a Business to Business (“B2B”) service provider for the online gaming market and offers its B2B partners a full-service solution for launching and operating online casinos. In addition to Aspire Global’s B2B service offering, the Company operates several proprietary casino brands, such as Karamba and Hopa. During 2016, 46% of the Company’s revenue was generated from regulated and/or taxed markets and Aspire Global’s adjusted revenue[1] amounted to EUR 60.2 million, adjusted EBITDA amounted to EUR 11.4 million, and adjusted EBITDA-margin amounted to 19%. During the three-month period ended 31 March 2017, Aspire Global’s adjusted revenue amounted to EUR 15.9 million, corresponding to a growth in adjusted revenue of 5%, adjusted EBITDA of EUR 2.7 million and adjusted EBITDA-margin of 17%.
The timing of the Offering is dependent on the completion of a number of administrative processes in the Company’s legal domicile, Malta, such as the affiliation of the Company’s shares with the central securities depositories Clearstream and Euroclear Sweden.
Background to the Offering
Since 2014, Aspire Global has focused on strengthening its position within the industry by developing and improving its B2B offering as well as growing its proprietary brands. Aspire Global has during this time managed strong growth with very limited marketing expenditure towards new partners. Aspire Global, the Board of Directors and the selling shareholders believe that the Company is now in a position to leverage the strong platform and position established during the last few years to accelerate Aspire Global’s growth. Among other things, the Offering and subsequent listing of the Company’s shares on Nasdaq First North Premier are expected to strengthen Aspire Global’s recognition and brand awareness among players, partners, investors, employees and the sector in general as well as provide access to capital in order to finance Aspire Global’s growth strategy. The listing will also enhance the ability of Aspire Global to use its shares as currency in future acquisitions.
Commitments to acquire shares
Swedbank Robur Fonder AB has, as a Cornerstone Investor, committed to, under conventional terms and conditions and at the same price as other investors, acquire shares in the Offering. Based on full subscription in the Offering, the commitment of Swedbank Robur Fonder AB corresponds to around 26% of the number of shares in the Offering and around 8% of the total number of shares in the Company after the Offering.
In addition to Swedbank Robur Fonder, two additional Swedish institutions and a group of entrepreneurs within the internet sector have expressed their intention to subscribe for shares in the Offering corresponding to around 27% of the number of shares in the Offering and around 8% of the total number of shares in the Company after the Offering. These investors are not guaranteed full allocation, but might be considered separately in allocation.
In total, the commitment of Swedbank Robur Fonder AB and indications from other investors correspond to around 53% of the total number of shares in the Offering and around 15% of the total number of shares in the Company after the Offering.
Carl Klingberg, incoming chairman of the board comments:
“Aspire Global is active in a very dynamic market where we see a lot of growth potential as the market becomes regulated and land-based gaming moves online. For a person who has been working within the industry for many years this development is thrilling, and I believe that Aspire Global’s offering is perfectly positioned with its holistic service for new operators in the gaming market. In addition, Aspire Global has a very competent management and staff who have built a simple, yet advanced platform for companies with large amounts of internet traffic. Until now, Aspire Global has grown organically, but we see a large potential to accelerate this growth supported by acquisitions. Our possibility to achieve this growth is further improved by the listing of the Company which will contribute to increased transparency and enhances our ability to make large investments in a market which changes and develops rapidly.”
Tsachi Maimon, CEO comments:
“I’m very excited about the journey Aspire Global has had during the last few years. We see both an increased number of players in our proprietary casinos and a stronger than ever recognition of the Aspire Global brand among partner casinos. 2017 started off strong with 12 new partner casinos either already operating on our platform, or planned to launch during the year. Supporting this strong growth is the trend of many EU countries regulating their gaming markets and many others are on-track to do the same. The regulated environment places significantly higher and further reaching demands on the individual gaming operator. With our gaming platform, we make it easier for new gaming companies to get started and offer games to their customers in a cost-effective manner.
Choosing Stockholm as the Company’s listing venue is an important part of the Company’s development as there is great gaming expertise here in addition to a host of partners and suppliers. There is also a great deal of knowledge among Swedish investors, as there are already a large number of listed gaming companies here. For Aspire, the listing provides an opportunity to attract skilled investors and quickly develop and position the Company ahead of future market regulation in a number of EU countries.”
About Aspire Global
Aspire Global is a Business to Business (“B2B”) service provider for the online gaming market and offers its B2B partners a full-service solution for launching and operating online casinos. In addition, Aspire Global holds several local gaming licenses enabling its partners to fulfill their full potential. With more than ten years of operational experience in managing casino networks and developing in-house proprietary technology, Aspire Global offers an online gaming solution which ensures that every aspect of partners’ casinos, from regulation and compliance to payment processing, risk management, CRM, support and player value optimisation, runs as efficiently and effectively as possible, allowing the operators to fully focus on marketing their online casino brand and generating traffic to the casino. In addition to Aspire Global’s B2B service offering, the Company operates several proprietary casino brands, such as Karamba and Hopa, based on the same operational setup and technical platform that is offered to partners.
Financial highlights
- During 2016, Aspire Global’s adjusted revenue amounted to EUR 60.2 million, adjusted EBITDA amounted to EUR 11.4 million, and adjusted EBITDA-margin amounted to 19%
- During the three-month period ended 31 March 2017, Aspire Global’s adjusted revenue amounted to EUR 15.9 million, corresponding to a growth in adjusted revenue of 5%, adjusted EBITDA of EUR 2.7 million and adjusted EBITDA-margin of 17%
- Since 2014, the number of partners choosing Aspire Global as their platform provider has on average grown by 40% per year (CAGR).
- Between 2014 and 2016 the number of returning depositors to casinos operating on Aspire Global’s platform has on average increased by 43% per year (CAGR).
- As at 30 April 2017, Aspire Global’s network consisted of 33 partners operating a total of 58 online casino brands, as well as several proprietary casino brands operated by Aspire Global.
Background and history
The Company was founded in 2005 under the name NeoPoint and was initially focused on the business to consumer (“B2C”) segment. In time, Aspire Global realised the strength of its proprietary platform, games and tools and therefore moved into the B2B segment. By 2014 the Company had reached 15 operators and white label partners. At that time, in order to streamline the operations, the online lottery arm of the Company, called NeoGames, was transferred to a separate entity and spun off. In 2015 Aspire Global adopted a new corporate structure and officially changed its name to Aspire Global. Since then the Company has expanded its platform solution and opened it up to more regulated markets, including the United Kingdom, Denmark, Belgium and Italy. During 2017, Aspire Global is expanding its product offering further by launching a sports betting product and service offering with one partner brand and one proprietary product going live in the second half of 2017.
Board of directors and executive management
Aspire Global’s board of directors and executive management have extensive experience and knowledge of the online gaming industry. In order to additionally strengthen the Company’s board of directors, Carl Klingberg will shortly be appointed chairman of the board of Aspire Global. Carl has over 20 years’ experience from large companies, including Sungard Capital Markets, Scandinavia Online, Avanza, Tradera and also experience from the online gaming industry where he has held the position as managing director of bwin Games.
In addition to Carl Klingberg, Fredrik Burvall will be appointed a member of the board of Aspire Global. Fredrik has extensive experience from the online gaming industry and will primarily focus on the Company’s growth- and M&A strategy. Fredrik joined the online gaming company Cherry Group in 2006 as Chief Financial Officer following several managerial positions in the technology and media industries. He assumed the role of Chief Executive Officer of Cherry Group in the end of 2014. During Fredrik’s tenure as CEO of Cherry Group, the company rapidly expanded, with Cherry’s turnover more than doubling during the two years under Fredrik’s leadership and Cherry Group’s market value increased from around SEK 420 million to around SEK 6 billion.
For additional information, contact:
Tsachi Maimon, CEO
Tel. +356 79 777 898
e-mail: [email protected]
Carl Klingberg, Chairman
Tel. +46 708 898 989
e-mail: [email protected]
Advisors
Pareto Securities is acting as Global Coordinator and Sole Bookrunner in connection with the Offering. Baker McKenzie is legal advisor to the Company as to Swedish Law. Herzog Fox Neeman is legal advisor to the Company as to Israeli law and regulatory matters. WH Partners are legal advisors to the Company as to Maltese law. Roschier is legal advisor to Pareto Securities.
IMPORTANT INFORMATION
This announcement is not an offer to sell or a solicitation of any offer to buy any securities issued by Asprie Global plc in any jurisdiction where such offer or sale would be unlawful.
This announcement and the information contained herein is not for distribution in or into the United States, Australia, Canada, Japan, Israel or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and accordingly may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any offering in the United States or to conduct a public offering of securities in the United States.
In any EEA Member State, other than Sweden, that has implemented Directive 2003/71/EC as amended (together with any applicable implementing measures in any member State, the “Prospectus Directive”), this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive.
In the United Kingdom, this announcement and the information that this announcement contains is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “Relevant Persons”). This communication must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.
Any offering of the securities referred to in this announcement will be made by means of a prospectus. This announcement is not a prospectus for the purposes of the Prospectus Directive. A prospectus prepared in accordance with the Prospectus Directive will be published and held available at www.aspireglobal.com. Investors should not subscribe for any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.
Certain matters discussed in this announcement may constitute forward-looking statements. Forward looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “intends”, “estimate”, “will”, “may”, “continue”, “should” and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice.
In connection with the offer or sale of securities referred to herein, the Global Coordinator may overallot securities/conduct stabilization or effect transactions with a view to supporting the market price of the securities at a level higher than that which might otherwise prevail. Any stabilization action or over-allotment will be conducted by the Global Coordinator in accordance with all applicable laws and rules.
[1] Adjusted revenue relate to revenue adjusted for operations which have been discontinued during 2017
