Gambling.com Group Limited (NasdaqGM:GAMB) has entered into a binding agreement to acquire Europe and Canada sports betting and gaming assets from XLMedia PLC (AIM:XLM) for $42.5 million on March 21, 2024. Total consideration of up to $42.5 million including a fixed sum of $37.5 million plus a potential earnout of up to $5.0 million. The Revenue and Adjusted EBITDA attributable to the Assets for the year ended December 31, 2023 is estimated to be $21.4 million and $6.6 million.

The Fixed Consideration of $37.5 million is payable in cash in three installments i.e., he first installment of $20.0 million being payable on the completion anticipated to be on April 1, 2024, the second installment of $10.0 million on the six-month anniversary of closing; and the final installment of $7.5 million together with any Earnout Consideration (up to a maximum of $5.0 million) on the one-year anniversary of completion. The Transaction is completed on a cash-free, debt-free basis and implies a multiple of 6.4 times estimated FY23 proforma Adjusted EBITDA attributable to the Assets. The Group intends to use the proceeds of the Transaction to cover asset transition costs, pay the final deferred US acquisition payment and settle outstanding tax provisions and provide working capital to support the North America business while returning cash to shareholders.

Giles Balleny, Callum Davidson of Cavendish Capital Markets Limited.