BPTY.L Regulatory News (BPTY)

23 Jul 2009 07:00



23 July 2009

PartyGaming Plc

("PartyGaming" or "the Company")

Online Bingo Acquisition

Highlights

Commenting on today's announcement, Jim Ryan, PartyGaming Chief Executive Officer, said:

"Cashcade provides us with an excellent platform to build a meaningful share of the $1.5 billion global online bingo market. Our M&A objective is to acquire companies that can put us into a top three position in each of our four product verticals and deliver substantial revenue and cost synergies. Our longer-term strategic objective is to become the market-leader in online poker, casino, sports and bingo."

Patrick Southon, Cashcade's Managing Director, said:

"This is a very exciting day for Cashcade and we are delighted to join the PartyGaming organisation. We believe there is a substantial opportunity to leverage our existing business now that we are part of the world's leading online gaming company."

Contacts:

Conference call: 23 July 2009

For analysts and investors there will be an opportunity to put questions to Jim Ryan, Chief Executive Officer, and Martin Weigold, Group Finance Director, by way of a conference call later today. The details of the call are as follows:

 7 Day Playback

  Acquisition of Cashcade Limited ("Cashcade")

PartyGaming, the world's leading listed online gaming company, announces the acquisition of 100% of the issued and to be issued share capital of Cashcade ("the Acquisition") for a cash consideration of £71.9m with deferred consideration of up to £24.0m in cash depending, inter alia, upon future profit performance. The Acquisition, which has been made on a debt-free/cash free basis, is in line with the Group's stated strategy and will position the Group as a major player in the $1.5 billion per annum global online bingo market. 

About Cashcade

Cashcade, which has been advised by Jefferies, is a leading UK-based online marketing business specialising in bingo and casino games. As at 31 January 2009, Cashcade's websites had approximately 2.2 million registered players and over 460,000 cumulative active players.  Its core owned bingo websites include Foxy Bingo, Think Bingo, Cheeky Bingo and Bingo Scotland.  Core owned casino websites include GetMinted and Foxy Flutter. Cashcade also supports the branded bingo and casino websites of three media organisations - Trinity Mirror plc, STV Group plc and Emap plc.  

Under UK GAAP in the year ended 31 December 2008, Cashcade generated net revenue of £44.9m (2007: £28.5m) and EBITDA of £12.2m (2007: £4.9m). As at 31 December 2008, Cashcade had gross assets of £21.7m.

Led by Patrick Southon, Managing Director, and Simon Collins, Commercial Director, who together founded the business and will join the PartyGaming Group, Cashcade's primary focus has been branding, marketing and promoting the online bingo and casino websites, providing content and offering customer support.  The software for Cashcade's owned and managed online gaming sites is provided by 888 Holdings and WagerWorks.

Terms of acquisition

The initial consideration payable by PartyGaming, through a designated subsidiary, is £71.9m. This was satisfied by a cash payment funded from the Group's existing cash resources. Cashcade has been acquired on a debt-free/cash-free basis implying an acquisition multiple of 5.9 times 2008 EBITDA.

Deferred consideration of up to £24.0m in cash will become payable if certain profit targets are met as follows:

a further £15.0m will become payable to Cashcade shareholders in March 2010 if the EBITDA of Cashcade in the 2009 calendar year equals or exceeds £15.0m. Failure to meet the £15.0m target will result in a downwards adjustment in the amount payable on a straight-line basis with no payment being made if EBITDA in 2009 is equal to or less than £12.0m.

a further £9.0m will become payable in March 2011 if the EBITDA of Cashcade in the 2010 calendar year equals or exceeds £19.0m. Failure to meet the £19.0m target will result in a downwards adjustment in the amount payable on a straight-line basis with no payment being made if EBITDA in 2010 is equal to or less than £15.0m.

It is expected that the Acquisition will be earnings enhancing in the first year before associated amortisation of intangibles.

About PartyGaming Plc

PartyGaming Plc is the world's leading listed online gaming company. The Group is a constituent of the FTSE 250 share index with its shares listed on The London Stock Exchange under the ticker: PRTY. In the year to 31 December 2008, PartyGaming's continuing operations generated revenues of $472.9m and Clean EBITDA of $144.2m. PartyGaming's principal brands are PartyPoker.com, one of the world's largest online poker rooms, EmpirePoker.com, PartyCasino.com, PartyBingo.com, PartyGammon.com, PartyBets.com, PartyMarkets.com and Gamebookers.com. None of the Group's sites accept real money customers located in the US. PartyGaming is regulated and licensed by the Government of Gibraltar and by the Alderney Gambling Control Commission and is certified by GamCare as a responsible gaming operator. For more information, please visit www.partygaming.com.