Unidesa and Sportium become part of the second largest gaming operator in the world after the Cirsa-Lottomatica merger

Unidesa and Sportium, two of the most recognizable brands of the Cirsa group, become part of the second largest listed gaming operator in the world. They do so as a result of the merger between Cirsa and the Italian Lottomatica, announced on September 2, an operation that integrates both Spanish brands into a conglomerate that is only behind Flutter in the world ranking of the sector by adjusted EBITDA.

The combination of Cirsa and Lottomatica will result in a group with a pro forma adjusted EBITDA of close to €2,000 million – including estimated synergies of around €101 million – a figure that places the new operator ahead of Allwyn (€1,520 million) and Entain (€1,310 million), and only below Flutter (€2,100 million). The transaction is backed by Blackstone, which will retain around 24% of the combined group's capital and two of the thirteen seats on the board of directors.

The merger is articulated as an all-stock transaction: Lottomatica absorbs Cirsa through a cross-border merger within the European Union. Cirsa shareholders will receive 0.668 new Lottomatica shares for each Cirsa share, so that the ownership of the resulting group will be distributed around 67.5% for Lottomatica shareholders and 32.5% for Cirsa shareholders. Before effectiveness, Cirsa will distribute an extraordinary dividend of €262 million (€1.56 per share), and a subsequent capital return of €744 million is expected.

Within this new perimeter is Unidesa, Cirsa's machine manufacturing unit. Founded in 1982, Unidesa is dedicated to the research, design, development and marketing of arcade machines and management systems for gaming halls, and operates under a strictly B2B model. Its activity is part of the distributed gaming segment, which will represent around 27% of the combined group's pro forma EBITDA mix.

Sportium, the sportsbook 100% owned by Cirsa since 2019, the year in which the group acquired the remaining 50% that was in the hands of Ladbrokes Coral for 70 million euros, is also integrated. Born in 2007 and present both in Spain and Latin America, Sportium joins the online gaming and sports betting segment, the main leg of the new operator, which will concentrate around 48% of pro forma EBITDA.

The geographical distribution of the resulting group will place Italy as the main market, with 57% of pro forma EBITDA, followed by Spain with 23% and the rest of the world with 20%. It is expected that, once the merger is effective, the group will maintain a dual listing that will include a Spanish market, which preserves the stock market link of the business with the market in which Unidesa and Sportium operate.

The group expects to achieve annual synergies of approximately €115 million before tax by the third year after closing – €101 million in operating cost savings and €14 million in financial costs – with an estimated implementation cost of around €120 million over three years.

In terms of the calendar, extraordinary shareholders' meetings are scheduled for the fourth quarter of 2026, while final regulatory authorizations are expected in the first quarter of 2027. The effectiveness of the merger is projected for the second quarter of 2027, subject to the approval of shareholders and the mandatory approvals in terms of foreign investment, competition, foreign subsidies and gambling licenses.

Guglielmo Angelozzi, president and CEO of Lottomatica, defended the operation as the combination of two complementary companies in the sector. For Spanish brands, the integration means moving from operating within a reference group in the Iberian and Latin American markets to doing so within one of the largest gaming structures in the world.