A merger agreement has been reached between Lottomatica and Cirsa, creating a gaming group with €2 billion in pro forma adjusted EBITDA.

The merger would position the new entity as the second-largest listed gaming and sports betting operator globally. It will hold dominant positions in Italy, Spain, and Latin America.

As per the agreement, Cirsa will merge into Lottomatica through an EU cross-border statutory merger. Lottomatica will remain the name, with headquarters in Rome and a secondary location in Barcelona.

“By merging Lottomatica and Cirsa, we are creating a leading presence in Italy, Spain, and other high growth markets globally,” stated Guglielmo Angelozzi, chairman and CEO of Lottomatica.

The deal will maintain Angelozzi as chairman and CEO, with Laurence Van Lancker as deputy CEO and CFO. Antonio Hostench will continue to lead Cirsa’s Spanish business.

Lottomatica shareholders are expected to own 67.5% of the combined company, with Cirsa shareholders holding 32.5%. Blackstone, Cirsa’s major shareholder, will own about 24% of the enlarged entity.

Cost Savings and Online Growth

The merger aims to generate €115 million in annual cash synergies by the third year post-merger completion.

Cost savings of €101 million will primarily come from operational areas such as procurement, technology, and administrative costs. The move towards consolidated market leadership and enhanced online growth are key drivers behind the merger.

Lottomatica plans to leverage Cirsa’s online business opportunities, integrating technology and digital marketing infrastructure across Cirsa’s operations.

The company’s adjusted EBITDA contributions are estimated at 57% from Italy, 23% from Spain, and 20% from other markets, with 48% from online and sports betting.

Angelozzi highlighted the potential for growth in online platforms and capital returns with improved resilience and low execution risk.

Cirsa shareholders will receive 0.668 newly issued Lottomatica shares per Cirsa share, along with an extraordinary dividend of €262 million prior to completion.

Following the merger, Lottomatica plans up to €4 billion in capital returns over three years, including €744 million post-deal closure.

Approval from shareholders and regulators is required for the transaction, with an expected completion date in Q2 2027. Lottomatica shares will continue trading in Milan and be listed in Spain post-merger.