888 Holdings Regulatory News (888)

22 May 2023

888 Holdings Plc

("888" or "the Group")

Sale of Latvia Business

Non-core asset sale for up to £22 million to increase focus on Core and Growth markets

888 (LSE: 888), one of the world's leading betting and gaming companies with internationally renowned brands including William Hill, 888 and Mr Green, today announces that it has reached an agreement to sell its Latvian business (the "Transaction"), to Paf Consulting Abp. The total consideration is up to €28.25 million (£24.6 million) for 100% of the business on a cash-free debt-free basis, with an initial consideration of €24 million (£20.9 million) to be paid in cash upon completion of the Transaction, and a further potential earn-out of up to €4.25 million (£3.7 million) payable in 2024 upon completion of the 2023 audited financials. The Group owns 90% of the entity and the consideration will be used for general corporate purposes.

The Latvian business operates with a local licence, using the William Hill and Mr Green brands. The Group will provide a brand licence to continue the usage of these brands within Latvia for a limited period. The business operates largely as an independent entity, with its own management team and operating on a separate technology platform. As such the Transaction is expected to have no impact on the ongoing operations and synergy program of the Group and is consistent with the Group strategy to focus on core and growth market plans.

In 2022 the Latvia business generated net revenue of £9.1 million and EBITDA of £2.5 million, and the value of the gross assets subject to the transaction, as set out in the 31 December 2022 balance sheet, was approximately £9.3 million.

Completion of the Transaction is conditional upon, amongst other items, the carve out of the Latvian subsidiary from the Group's supplier contracts and incorporation of the Latvian subsidiary into Paf's contracts, certain change of control consents and the payment of a dividend by the Latvian subsidiary. Completion is currently expected to occur in the coming weeks.

Lord Mendelsohn, Executive Chair of 888, commented:

"We continually review our asset base to ensure that we are only holding assets that both contribute to our long-term strategy and will maximise value for our shareholders. As a business, our relatively limited exposure in the Baltic region means that the region is not one of our core or growth markets where we prioritise our investments.

The Latvian business is a high-quality, locally regulated business, with an excellent team that has built a strong market position. I would like to express my sincere thanks to the team for their dedication during their time with the Group and I am highly confident that under new ownership with Paf, the business will continue to flourish."

Janis Tregers, co-founder and head of Latvia board, commented:

"We launched in 2012 as 11.lv, and in 10 years, have built a market-leading position in Latvia, with over 10% market share. In 2018, we sold 75% of the business to Mr Green at an enterprise value of €3.7 million, and this transaction to sell the entire business for a valuation of up to €28 million reflects the hard work of our team across the business resulting in significant value creation. Under the new ownership with Paf, I am confident that the business will continue to go from strength to strength, delivering great products and experiences for our customers."

Christer Fahlstedt, CEO of Paf, commented:

"We are thrilled to get the opportunity to continue to build on a great Latvian success story. With a long-term perspective, we are convinced that the Latvian market is moving in the direction of increased player protection and thereby a great strategic fit for Paf."

This announcement contains inside information. The disposal of the Latvia business constitutes a class 2 transaction for the purposes of the UK Listing Rules.

Tekkorp Capital acted as financial adviser to 888.

Enquiries and further information:

About 888 Holdings Plc:

888 Holdings plc (and together with its subsidiaries, "888" or the "Group") is one of the world's leading betting and gaming companies. The Group owns and operates internationally renowned brands including William Hill, 888, and Mr Green. In addition, the Group operates the SI Sportsbook and SI Casino brands in the US in partnership with Authentic Brands Group.

Incorporated in Gibraltar, and headquartered and listed in London, the Group operates from offices around the world and employs over 11,000 people globally.

The Group's mission is to lead the gambling world in creating the best betting and gaming experiences, bringing unrivalled moments of excitement to people's day-to-day lives. It achieves this by developing state-of-the-art technology and content-rich products that provide fun, fair, and safe betting and gaming entertainment to customers worldwide.

Find out more at:

http://corporate.888.com/

About Paf:

Paf is a Nordic gaming company founded on Åland in 1966 to generate funds for the benefit of society. The founding associations were The Red Cross, Save The Children, the public health service and a children's welfare foundation.

Paf is an award-winning industry leader in responsible gaming.

Paf (Ålands Penningautomatförening) is licensed and controlled by the Government of Åland and holds online gambling licenses in Sweden, Estonia, Latvia and Spain, as well as operating physical gaming operations on more than 30 cruise ships in the Baltic and the North Sea.

Paf has 330 employees representing 30 nationalities.

Find out more at:

https://aboutpaf.com/

Important Notices

This announcement may contain certain forward-looking statements, beliefs or opinions, with respect to the financial condition, results of operations and business of 888. These statements, which contain the words "anticipate", "believe", "intend", "estimate", "expect", "may", "will", "seek", "continue", "aim", "target", "projected", "plan", "goal", "achieve", words of similar meaning or other forward looking statements, reflect 888's beliefs and expectations and are based on numerous assumptions regarding 888's present and future business strategies and the environment 888 will operate in and are subject to risks and uncertainties that may cause actual results to differ materially. No representation is made that any of these statements or forecasts will come to pass or that any forecast results will be achieved. Forward-looking statements involve inherent known and unknown risks, uncertainties and contingencies because they relate to events and depend on circumstances that may or may not occur in the future and may cause the actual results, performance or achievements of 888 to be materially different from those expressed or implied by such forward looking statements. Many of these risks and uncertainties relate to factors that are beyond 888's ability to control or estimate precisely, such as future market conditions, currency fluctuations, the behaviour of other market participants, the actions of regulators and other factors such as 888's ability to continue to obtain financing to meet its liquidity needs, changes in the political, social and regulatory framework in which 888 operates or in economic or technological trends or conditions. Past performance of 888 cannot be relied on as a guide to future performance. As a result, you are cautioned not to place undue reliance on such forward-looking statements. The list above is not exhaustive and there are other factors that may cause 888's actual results to differ materially from the forward-looking statements contained in this announcement. Forward-looking statements speak only as of their date and 888, its respective parent and subsidiary undertakings, the subsidiary undertakings of such parent undertakings, and any of such person's respective directors, officers, employees, agents, affiliates or advisers expressly disclaim any obligation to supplement, amend, update or revise any of the forward-looking statements made herein, except where it would be required to do so under applicable law. No statement in this announcement is intended as a profit forecast or a profit estimate and no statement in this announcement should be interpreted to mean that the financial performance of 888 for the current or future financial years would necessarily match or exceed the historical published for 888.