The deed of demerger of Sisal S.p.A. (“Sisal” or “the Company”) was signed on 5 November 2021, in favour of the newly formed SG2 S.p.A., a company established as a result of the demerger and to which the 70% equity interest in Mooney Group S.p.A. (formerly SisalPay S.p.A.) has been transferred.
This marks the completion of the corporate reorganisation transaction aimed to reorganise and rationalise the activities of Sisal (formerly Sisal Group S.p.A.), by separating the gaming business from the payment services business, given that the equity investment in Mooney Group S.p.A. will no longer be included in the Sisal scope.
In addition, the deed of partial demerger of the subsidiary Sisal Lottery Italia S.p.A. was signed on 5 November 2021.
This concludes the corporate reorganisation transaction approved by the Shareholders’ Meetings of Sisal S.p.A. and Sisal Lottery Italia S.p.A. on 28 July 2021 with a view to rationalising and reorganising the chain of control of Sisal S.p.A. through the transfer of the equity interests held by Sisal Lottery Italia S.p.A. in its subsidiaries.
Based on the consolidated financial information of Sisal S.p.A., calculated net of the investment in Mooney Group S.p.A. which left the scope due to the demerger of Sisal S.p.A., in 2019 the Company’s total revenues amounted €654.8 million and EBITDA to €200.6 million, whereas in 2020 — a year that was strongly impacted by the restrictive measures aimed at containing the Covid-19 health emergency — total revenues amounted to €523.8 million and EBITDA to €176.3 million. In H1 2021, Sisal reported total consolidated revenues of €263.6 million (+26.2% compared to H1 2020) and consolidated EBITDA of €99.5 million (+49.2%).
Net Financial Position at 30 June 2021 was €192.9 million compared to €202.3 million at 31 December 2020.
Latham & Watkins assisted the Company with all legal aspects, whereas Studio Legale Tributario Facchini Rossi Michelutti provided tax assistance. PricewaterhouseCoopers has been engaged to conduct statutory auditing of Sisal's accounts.
_____
Sisal is one of the leading international operators in the regulated gaming sector and currently operates in Italy, Morocco, Spain and Turkey, with a range that includes lotteries, betting, online games and entertainment devices. The Company operates in the retail channel through a network of over 51,000 points of sale and in the online channel serving over 1.8 million consumers.
Sisal's strategy rests on three pillars: sustainability, through constant commitment to development of the Responsible Gaming programme and through the offering of a secure, transparent entertainment model; digital innovation, thanks to its cutting-edge gaming platform oriented towards an omnichannel approach and inhouse software and application development expertise to grasp the opportunities offered by the digital transition; and internationalisation, with the goal of being awarded contracts for new international concessions on the basis of its solid expertise.
For further information:
Investor relation area: ir@sisal.it
Media relation area: sisalcomunicazione@sisal.it
Barabino&Partners:
Massimiliano Parboni
Tel. 06/679.29.29
m.parboni@barabino.it
Francesco Faenza
Mob.: + 39 345 83 16 045
f.faenza@barabino.it
* * *
DISCLAIMER
This communication is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Canada, Australia and Japan (or in any other jurisdiction where it is unlawful to do so).
This communication does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States or in any other jurisdiction. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 as amended (the “Securities Act”). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act. There will be no public offer of securities in the United States, Canada, Australia and Japan or in any other jurisdiction where it is unlawful to do so. This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as “relevant persons”).
This announcement is not a prospectus within the meaning of Directive 2003/71/EC of the European Parliament at the Council of November 4th, 2003, as amended, in particular by Directive 2010/73/UE (together, the “Prospectus Directive”).
The distribution of this press release is not made, and has not been approved, by an “authorized person” within the meaning of Article 21(1) of the Financial Services and Markets Act 2000. As a consequence, this press release is directed only at persons who (i) are located outside the United Kingdom, (ii) have professional experience in matters relating to investments and fall within Article 19(5) (“investment professionals”) of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005 (as amended), (iii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) or (iv) are persons to whom this press release may otherwise lawfully be communicated (all such persons together being referred to as “Relevant Persons”). This press release is not a prospectus which has been approved by the Financial Conduct Authority or any other United Kingdom regulatory authority for the purposes of Section 85 of the Financial Services and Markets Act 2000.
The distribution of this document in certain countries may constitute a breach of applicable law. The information contained in this document does not constitute an offer of securities for sale in Canada, Australia or Japan. This press release may not be published, forwarded or distributed, directly or indirectly, in Canada, Australia or Japan.
