27 July 2018

Carey Olsen advises Stars Group in deal to create world's largest publicly listed online gaming company

A cross-jurisdictional Carey Olsen team has advised the Stars Group on its recent acquisition of Sky Betting & Gaming, owner of brands such as Sky Bet, Sky Casino and Sky Poker.

The deal makes the Stars Group, which already owns brands such as PokerStars, BetStars and Full Tilt, the largest publicly listed online gaming company in the world.

The Carey Olsen team in Guernsey was led by partner Tony Lane with assistance from senior associate Arya Hashemi and associates Alex Hehir and Colin Calvert. The Jersey team included partners James Willmott and Kate Andrews, senior associate Katherine Tresca and associates Nick Ghazi and Lauren Gray.

The firm advised on all the Channel Islands aspects of the acquisition, including regulatory due diligence investigations and advising on the purchase documentation. The firm also advised on all Channel Islands aspects of the pay-off of existing financing and on the new financing put in place from completion.

Mr Lane said: "This transaction is of huge significance in the online gaming and betting industry. The acquisition of Sky Betting & Gaming, one of the UK's leading gaming providers, enables the Stars Group to grow its exposure to the UK market, particularly in the area of sports betting. The industry is experiencing a spike in IPO and takeover activity and our involvement in a number of these transactions is a reflection of Carey Olsen's cross-jurisdictional and transactional expertise."

Consideration for the purchase of Sky Betting & Gaming was comprised of a combination of cash and approximately 37.9 million newly-issued common shares of The Stars Group. The cash consideration of the acquisition was financed through cash on the balance sheet, proceeds from The Stars Group’s recent equity offering and newly issued debt consisting of:

·         $100 million from its revolving credit facility, which was increased to $700 million;

·         $4,567 million equivalent in new first lien term loans; and

·         $1,000 million in 7.0% unsecured senior notes due July 2026.

Carey Olsen has advised The Stars Group (previously called Amaya Gaming) for a number of years, beginning in 2012 with its takeover of CryptoLogic Limited which was at that time listed on the London Stock Exchange, Nasdaq and the TSX.