Lottomatica Group and Cirsa Enterprises have announced a merger that will see Cirsa absorbed and cease to exist, with Lottomatica as the surviving entity. The combined company will rank second globally by Adjusted EBITDA at €2bn.
Cirsa operates 450 gaming venues, manages over 85,000 slots and runs around 2,300 betting shops. The companies claim leadership in Italy and Spain and a presence across nine markets with a combined addressable volume of €34bn. Expected synergies stand at €115m per year from cuts to operating costs and interest expense, to be realised by the third year post-close.
The deal is structured as a cross-border merger under EU law. Cirsa shareholders will receive 0.668 new Lottomatica shares for each Cirsa share. Before closing, Cirsa will pay an extraordinary dividend of €262m (€1.56 per share). Once formalities are complete, Lottomatica's board will propose a €744m capital return via special dividend, buyback offer, or a mix of both.
Post-completion, current Lottomatica shareholders will hold roughly 67.5% of the combined entity, Cirsa shareholders 32.5%. Blackstone, Cirsa's largest shareholder, will become the largest shareholder of the merged company with a stake of around 24%. The implied valuation of Cirsa before synergies corresponds to a 2026E EV/EBITDA multiple of around 6×.
Guglielmo Angelozzi will remain chairman and CEO of the combined company, Laurence Van Lancker CFO and deputy CEO. Antonio Hostench will take the role of CEO of the Cirsa division. The company will keep the Lottomatica name, headquarters in Rome and a second headquarters in the province of Barcelona. Shares will remain on Euronext Milan and be admitted to trading on Spanish exchanges.
Closing is conditional on shareholder approval from both companies, antitrust and gaming regulators.
