Closing is expected in the first quarter of 2023, with €20m to be paid in cash on closing, €10m 12 months after closing and the €15m balance 24 months after closing.
The acquired websites generated €12.9m in revenue and €8.4m in EBITDA for the first nine months of 2022, with GiG expecting to have an EBITDA margin between 60-70% from the assets going forward.
“After three years of consolidating and expanding the GiG Media business - realising strong annual organic growth - the time was ripe to act when this acquisition opportunity emerged,” said GiG Media Director of Business Development Morten Hillestad.
“GiG Media has developed world-class marketing technology and operational capabilities over the preceding years, and we feel that bringing the AskGamblers brand into the company structure will provide multiple opportunities for it to flourish.”
The transaction is structured by way of a Share Purchase Agreement (SPA) with GiG’s subsidiary Innovation Labs (part of GiG Media), and includes the acquisition of Catena Publishing in Malta and Catena Media D.O.O. Beograd in Serbia.
GiG will finance the initial consideration through a combination of its own cash, a revolving credit facility (RCF) and a share issue, with the group noting that existing shareholders have committed to participate in the share issue and the RCF, securing sufficient financing to complete the transaction at closing.
Catena Media CEO Michael Daly commented: “Today’s agreement is a major step in our journey to focus the business on online sports betting and casino affiliation in high-growth, regulated markets in the Americas.
“I am confident that in GiG we have found a buyer that will provide a strong environment for AskGamblers and the other brands and their talented people to develop and grow.”