Betclic and Tipico: the birth of a major European leader

Banijay Gaming will double its revenue and free cash flow with the merger of Betclic and Tipico into a single entity 

• Banijay Group, the entertainment giant, has signed a firm agreement with CVC and the founders of Tipico to merge the Betclic and Tipico groups, thus becoming the majority shareholder of the combined entity and creating a European champion in sports betting and online gaming. Banijay Group will purchase in cash a significant share of CVC's stake in Tipico, and all shareholders of Betclic and Tipico, including their respective founders, will become shareholders of the combined entity. 

• With the contribution of the Tipico group, the leader in sports betting and online gaming in Germany and Austria, Banijay Group would increase its revenue to 6.4 billion euros and its adjusted EBITDA to 1.4 billion euros in 2024 on a pro forma basis1. 

• The sports betting and gaming activities of Banijay Group – Banijay Gaming – which would double its revenue, adjusted EBITDA, and free cash flow and would merge three strong brands with Betclic, Tipico, and Admiral2 – generated, on a pro forma basis, 3.0 billion euros in revenue, 854 million euros in adjusted EBITDA, and 716 million euros in adjusted free cash flow in 2024. Together, they serve nearly 6.5 million unique active players annually, operate more than 1,250 sports betting agencies in Germany and Austria, and employ 5,300 people. 

• Betclic and Tipico are two complementary local champions occupying leading positions in six very attractive and fully regulated markets (Germany, France, Portugal, Austria, Poland, and Ivory Coast), thanks to solid technological and product expertise, joining forces to become the 4th largest European player in sports betting and gambling3 and the leader in sports betting in Continental Europe.  

• The combination of Betclic's recognized digital expertise and Tipico's omnichannel offering would broaden the group's capabilities across all distribution channels, thus strengthening its strategic positioning and providing a seamless and differentiated experience for customers. 

• Attractive value proposition for stakeholders, with a target of annual synergies of about 100 million euros in the medium term, focused on revenue growth and platform efficiency. 

• Through this operation, Banijay Gaming would bring together two leading operators, of similar size, sharing the same values and supported by very experienced management teams. Under the current agreement, the enterprise values assigned to the parties of the Betclic and Tipico groups amount to 4.8 billion euros and 4.6 billion euros respectively. 

• Banijay Group will be the majority shareholder with 65%4 of the capital at the closing of the transaction, aiming to reach at least 72% in the target structure through agreed purchase options on shares held by CVC and Tipico's executives. The founders of Betclic and Tipico will remain long-term shareholders of Banijay Gaming alongside Banijay Group, following their total reinvestment in Banijay Gaming, reflecting a long-term partnership and total alignment on future value creation.

• Effective January 1, 2026, Nicolas Béraud, CEO of Betclic, will become Chairman of the Board of Directors of Banijay Gaming while Lov Group Invest will continue as Chairman of Banijay Gaming and Julien Brun, Operations Director of Betclic, will succeed him as CEO of Betclic. Once the transaction is finalized, Joachim Baca, former CEO and Chairman of the Board of Tipico, will become Vice Chairman of the Board of Banijay Gaming while Axel Hefer, CEO of Tipico, will retain his current position. 

• The transaction will be fully backed by a financial arrangement of approximately 3 billion euros, including the refinancing of existing debt of the Tipico group, subscribed by some of Betclic's financial partners. Banijay Group's financial leverage after the transaction is expected to be 3.5x, reducing to less than 2.5x in the three years following the close, due to strong cash flow generation supporting both debt reduction and the increase in the stake in Banijay Gaming (at least 72% stake in the target structure). Excluding the exercise of purchase options, a decrease in financial leverage is expected at approximately 0.5x per year. 

• The transaction is expected to close in mid-2026, subject to the fulfillment of usual closing conditions, including approvals from competition authorities and gambling regulators. 

Stéphane Courbit, Chairman of Lov Group Invest, added: « The story of Banijay Group is one of sustained growth and expansion, bringing together entrepreneurs, talents, and expertise from different sectors to create champions. The arrival of Tipico marks a new decisive step in this adventure and reinforces our position as a driver of the European sports betting and online gaming landscape. This is a strong initiative that reflects our ambition and long-term vision.» 

François Riahi, CEO of Banijay Group, commented : « We are excited to announce this transformative agreement for Banijay Group. As presented during our Capital Markets Day, Banijay Group is a natural consolidator in the entertainment field and is capable of seizing opportunities for expansion and value creation. Tipico fits perfectly into this strategy and aligns with our DNA: a strong leader in two major markets, fully regulated, product-driven, highly profitable, providing us with the reach, scale, and diversification that already strengthen our content business. I am particularly pleased to see that the founders of Tipico have decided to partner with us to create a new European leader in the sports betting sector by reinvesting their entire stake in Tipico into Banijay Gaming, which is entirely consistent with our DNA of bringing together competent entrepreneurs for the long term and reflects their confidence in future value creation. Nicolas Béraud, founder of Betclic, has also reiterated his commitment to Banijay Gaming by increasing his stake in the company as part of the operation thanks to an evolution of his LTIP, and taking up the position of Chairman of the Board of Banijay Gaming starting in 2026.» 

Nicolas Béraud, founder of Betclic and future Chairman of the Board of Banijay Gaming, added: « This is a historic and exciting moment for Betclic and Banijay Gaming. Through the proposed combination, which relies on three strong brands, -Betclic, Tipico, and Admiral-, Banijay Gaming is in the process of creating a new European leader, combining scale and innovation, and deeply committed to sustainable and regulated entertainment. Betclic and Tipico share the same values: a passion for sports, a sense of innovation, and a focus on the markets in which they can excel. Together, we will be stronger, with the scale, talent, and innovation needed to provide an unparalleled experience to our players while opening new opportunities for our teams and partners across Europe.. » 

Axel Hefer, CEO of Tipico, added: « Our alliance with Betclic represents a decisive step in the growth of Tipico. This is the direction we have been working towards since we refocused on Europe after selling our activities in the United States, and then with our expansion into Austria last year, and now the establishment of a broader European platform. This partnership gives us the scale and resources needed to accelerate product innovation, make bold investments in technology, and set new standards for our customers. The combination of our local market knowledge and a truly European vision will unlock untapped potential and create sustainable value for our clients, employees, partners, and the industry as a whole.. » 

Daniel Pindur, Managing Partner at CVC Capital Partners & Co-Head of CVC DACH, said: « Since our investment in Tipico, we have worked closely with its founders and management to transform the company into a leading sports betting and gaming operator in the DACH region, with scale, innovation capability, and a strong position in regulated markets. The merger with Betclic is the logical continuation of this growth story, bringing together two market leaders with complementary strengths to create a European champion. We are proud of what we have achieved together and look forward to supporting the new group as it enters a new phase.» 

Strengthening the sports betting and online gaming activities of Banijay Group 

This strategic acquisition fits perfectly into Banijay Group's overall strategy, presented at the Capital Markets Day in May 2025, which aims to expand in the areas of content, live , and sports betting and online gaming, thus consolidating its status as a global leader in the entertainment industry. 

It will rebalance the group's portfolio, creating a more balanced revenue distribution between content, live , and sports betting and online gaming activities. On a pro forma 2024 basis, Banijay Entertainment & Live's revenue was 3,348 million euros (53% of the total compared to 70% published5), while Banijay Gaming generated 3,022 million euros (47% of the total compared to 30% published5). 

At the adjusted EBITDA level, on a pro forma 2024 basis, Banijay Entertainment & Live contributed 528 million euros to adjusted EBITDA (38% of the total compared to 58% published5

5 Published results for 2024) and Banijay Gaming contributed 4 

854 million euros (62% of the total compared to 42% published5), highlighting the growing importance of the Gaming division. 

Creating a European leader with strong recognition and anchoring 

Banijay Gaming, which will merge Betclic, Tipico, and Admiral Austria, will operate exclusively in regulated markets and maintain the highest standards of player protection, integrity, and responsible gaming. The combined group will bring together strong local champions in key markets. Betclic is a leading operator in France, Portugal, Poland, and Ivory Coast, generating 1.4 billion euros in revenue in 20246 thanks to its solid digital expertise. Tipico is the leading omnichannel sports betting and online gaming operator in Germany, with revenues of 1.3 billion euros in 2024. In September 2025, Tipico further expanded its presence by acquiring Admiral in Austria, a long-established omnichannel sports betting and retail gaming brand that generated 346 million euros in revenue in 2024. 

Together, they generated, on a pro forma 2024 basis, 3.0 billion euros in revenue, an adjusted EBITDA of 854 million euros, and 716 million euros in adjusted free cash flow, served nearly 6.5 million unique active players annually, and operated more than 1,250 betting agencies throughout Germany and Austria. By bringing together respected and deeply rooted brands in the market, Banijay Group will double its revenue in sports betting and online gaming, marking a significant advance in its ambition to become a European champion in the sector while preserving the unique DNA and strength of each local brand. 

A strong complementarity and excellent strategic fit 

This transaction brings together two local champions with complementary strengths and local expertise: Betclic, a pioneer of digital in France, Portugal, Poland, and Ivory Coast, and Tipico, an omnichannel giant in Germany and Austria. This alliance will create a balanced geographic presence in regulated and high-growth markets and allow Banijay Gaming to offer a perfectly integrated multichannel offering. By operating in multiple regulated markets and combining strengths in retail and online, Banijay Gaming will create an even more sustainable platform for long-term growth, with a wide diversity of markets and products. 

Although Betclic and Tipico share an entrepreneurial spirit and strong cultural convergence, they will continue to operate with their own governance and autonomous management teams, retaining their unique brands as well as their proprietary platforms. 

Effective January 1, 2026, Nicolas Béraud will become Chairman of the Board of Banijay Gaming alongside Lov Group, which will remain Chairman of Banijay Gaming and oversee the development of Betclic and Tipico, while Julien Brun will take over as CEO of Betclic. Once the transaction is finalized, Joachim Baca will join the Board of Banijay Gaming as Vice Chairman and Axel Hefer will remain CEO of Tipico. The founders of Tipico will retain their entire investment, with no cash withdrawal as part of the transaction, thus demonstrating their confidence in it and their commitment to driving the next phase of growth for Banijay Gaming. 

Strong value creation 

Building on Banijay Group's proven track record in mergers and acquisitions, this alliance brings together local champions merging to share best practices, pool their capabilities and expertise, reach a size that will allow them to expand their presence in their markets, generate strong profitability, and produce solid cash flows. 

On a pro forma 2024 basis, the combined entity achieved revenues of 6.4 billion euros and an adjusted EBITDA of 1.4 billion euros. The transaction is expected to be accretive to the adjusted EBITDA margin, with profitability rising from 18.7% on a published basis to 21.6% on a pro forma basis in 2024. 

Moreover, the Group plans to break down its synergy execution plan into two phases, with the first focused on stabilization to ensure operational continuity, commercial momentum, and cultural alignment while generating synergies in terms of revenues and costs. In the second phase, it will deploy its integration plan, initiating the convergence of information systems and platforms. This second phase will aim to identify growth opportunities through optimal choice of information systems and combinations, ensuring a smooth transition to a unified and scalable architecture. 

At the conclusion of the execution plan, the Group anticipates generating approximately 100 million euros in annual synergies in the medium term, balanced between revenue growth and costs incorporating efficiency gains in investment and operating expenditures with: 

• Accelerating product innovation, by combining complementary technologies and creative talents to pave the way for next-generation user experiences 

• Deploying innovation at market scale, by replicating local successes across our geographic coverage, leveraging our leading positions, and accelerating growth momentum 

• Opening new growth prospects, by leveraging our increased scale and a comprehensive omnichannel offering to capitalize on new opportunities across markets and products 

• Optimizing infrastructure and technological efficiency, through strengthening digital and IT systems, as well as cloud hosting and shared tools 

• Shared purchasing power to benefit entities, to achieve economies of scale with key suppliers. 

Terms of the transaction 

The valuation used for the Betclic and Tipico groups in the context of the merger of the two entities under Banijay Gaming is based on respective enterprise values of 4.8 billion euros and 4.6 billion euros. The merger would be implemented through an acquisition of Tipico (including Admiral Austria) by Banijay Group. 

The founders of Tipico will reinvest 100% of their shares, while CVC will reinvest its remaining stake in Banijay Gaming. The founders of Betclic and Tipico will remain long-term shareholders alongside Banijay Group, reflecting a long-term partnership and total alignment on future value creation. 6 

At the conclusion of these steps, on a fully diluted basis7, Banijay Group would own 64.9% of the combined entity, over which it would exert exclusive control. The founders of Tipico, CVC, Nicolas Béraud8, and Tipico executives would own 35.1%. Banijay Group aims to achieve at least 72% in the target structure through agreed purchase options on CVC and Tipico executives' shares. CVC will remain a minority shareholder in the medium term to support the continued development of the company. 

The transaction will be fully guaranteed by a financial arrangement of approximately 3 billion euros, including the refinancing of the existing debt of the Tipico group, subscribed by some of Betclic's financial partners. Banijay Group's financial leverage after the transaction is expected to be 3.5x, reducing to less than 2.5x in the three years following the closing, thanks to strong cash flow generation supporting both debt reduction and the increase in stake in Banijay Gaming (at least 72% stake in the target structure). Excluding the exercise of purchase options, a decrease in financial leverage is expected to be approximately 0.5x per year. Banijay Group remains committed to a prudent capital structure and plans to deleverage quickly through the strong cash flows generated by the combined operations. 

Betclic and its current shareholders benefit from standard representations and warranties associated with this type of transaction, as well as certain specific indemnities related to identified risks, including those related to the impact of changes in gambling and betting regulations in Germany and Austria. 

Betclic will sell its 53.9% stake in Bet-at-home.com AG, a German online gambling and sports betting company. 

Next steps and timeline 

The proposed transaction is subject to customary closing conditions, including obtaining competition control approvals and gambling regulators, and its closing is expected by mid-2026.