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Gambling.com Group to Acquire OddsJam in $160M Strategic Deal, Expanding Sports Betting Data Empire

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Gambling.com Group to Acquire OddsJam in 0M Strategic Deal, Expanding Sports Betting Data Empire





Gambling.com Group (GAMB) has entered into a definitive agreement to acquire Odds Holdings, parent company of OddsJam, for an initial consideration of $80 million with potential additional payments up to $80 million based on performance through 2026. The transaction, expected to close on January 1, 2025, will be immediately accretive to GAMB’s operating results.

Odds Holdings’ platform processes over one million requests per second across nearly 300 sportsbooks, offering real-time odds data services. For 2024, Odds Holdings projects revenue of $26 million and Adjusted EBITDA of $12 million, with expected EBITDA growth of at least 20% in 2025. The initial $80 million purchase includes $70 million in cash and $10 million in GAMB shares, funded through an expanded credit facility.

Gambling.com Group (GAMB) ha stipulato un accordo definitivo per acquisire Odds Holdings, la società madre di OddsJam, per un corrispettivo iniziale di 80 milioni di dollari, con ulteriori pagamenti potenziali fino a 80 milioni di dollari basati sulle performance fino al 2026. Si prevede che la transazione si concluda il 1 gennaio 2025 e che sia immediatamente redditizia per i risultati operativi di GAMB.

La piattaforma di Odds Holdings gestisce oltre un milione di richieste al secondo attraverso quasi 300 bookmaker, offrendo servizi di dati sulle quote in tempo reale. Per il 2024, Odds Holdings prevede ricavi di 26 milioni di dollari e un EBITDA rettificato di 12 milioni di dollari, con una crescita prevista dell’EBITDA di almeno il 20% nel 2025. L’acquisto iniziale di 80 milioni di dollari include 70 milioni di dollari in contante e 10 milioni di dollari in azioni GAMB, finanziato attraverso una linea di credito ampliata.

Gambling.com Group (GAMB) ha firmado un acuerdo definitivo para adquirir Odds Holdings, empresa matriz de OddsJam, por una consideración inicial de 80 millones de dólares con pagos adicionales potenciales de hasta 80 millones de dólares basados en el rendimiento hasta 2026. Se espera que la transacción se cierre el 1 de enero de 2025 y que sea inmediatamente beneficiosa para los resultados operativos de GAMB.

La plataforma de Odds Holdings procesa más de un millón de solicitudes por segundo a través de casi 300 casas de apuestas, ofreciendo servicios de datos de cuotas en tiempo real. Para 2024, Odds Holdings proyecta ingresos de 26 millones de dólares y un EBITDA ajustado de 12 millones de dólares, con un crecimiento del EBITDA previsto de al menos el 20% en 2025. La compra inicial de 80 millones de dólares incluye 70 millones de dólares en efectivo y 10 millones de dólares en acciones de GAMB, financiada a través de una línea de crédito ampliada.

Gambling.com Group (GAMB)는 Odds Holdings를 인수하기 위한 최종 계약을 체결했습니다. Odds Holdings는 OddsJam의 모회사로, 초기 인수 금액은 8천만 달러이며 2026년까지의 성과에 따라 추가로 8천만 달러까지 지급될 수 있습니다. 이 거래는 2025년 1월 1일에 종료될 예정이며 GAMB의 운영 결과에 즉시 긍정적인 영향을 미칠 것입니다.

Odds Holdings의 플랫폼은 거의 300개의 스포츠북을 통해 초당 백만 건 이상의 요청을 처리하며 실시간 배당률 데이터 서비스를 제공합니다. Odds Holdings는 2024년 매출을 2,600만 달러, 조정 EBITDA를 1,200만 달러로 예상하며, 2025년까지 EBITDA가 최소 20% 성장할 것으로 예상하고 있습니다. 초기 8천만 달러의 구매에는 7천만 달러의 현금과 1천만 달러의 GAMB 주식이 포함되어 있으며, 확대된 신용 시설을 통해 자금이 조달됩니다.

Gambling.com Group (GAMB) a conclu un accord définitif pour acquérir Odds Holdings, la société mère d’OddsJam, pour une contrepartie initiale de 80 millions de dollars avec des paiements additionnels potentiels allant jusqu’à 80 millions de dollars en fonction de la performance jusqu’en 2026. La transaction, qui devrait être finalisée le 1er janvier 2025, sera immédiatement bénéfique pour les résultats opérationnels de GAMB.

La plateforme d’Odds Holdings traite plus d’un million de demandes par seconde à travers près de 300 sites de paris sportifs, offrant des services de données sur les cotes en temps réel. Pour 2024, Odds Holdings prévoit un chiffre d’affaires de 26 millions de dollars et un EBITDA ajusté de 12 millions de dollars, avec une croissance de l’EBITDA prévue d’au moins 20% en 2025. L’achat initial de 80 millions de dollars comprend 70 millions de dollars en espèces et 10 millions de dollars en actions de GAMB, financé par une ligne de crédit élargie.

Gambling.com Group (GAMB) hat einen definitiven Vertrag über die Übernahme von Odds Holdings, der Muttergesellschaft von OddsJam, zu einem anfänglichen Betrag von 80 Millionen US-Dollar unterzeichnet, mit möglichen zusätzlichen Zahlungen von bis zu 80 Millionen US-Dollar basierend auf der Leistung bis 2026. Die Transaktion, die am 1. Januar 2025 abgeschlossen werden soll, wird sofort positiv zu den Betriebsergebnissen von GAMB beitragen.

Die Plattform von Odds Holdings verarbeitet über eine Million Anfragen pro Sekunde über fast 300 Sportwettenanbieter und bietet Dienste für Echtzeit-Quoteninformationen an. Für 2024 wird Odds Holdings einen Umsatz von 26 Millionen US-Dollar und ein bereinigtes EBITDA von 12 Millionen US-Dollar projizieren, mit einem erwarteten Wachstum des EBITDA von mindestens 20% im Jahr 2025. Der anfängliche Kaufbetrag von 80 Millionen US-Dollar umfasst 70 Millionen US-Dollar in bar und 10 Millionen US-Dollar in GAMB-Aktien, die über eine erweiterte Kreditfazilität finanziert werden.

Positive


  • Immediately accretive to operating results


  • Projected 2024 revenue of $26M and Adjusted EBITDA of $12M


  • Expected 20% EBITDA growth in 2025


  • Adds recurring revenue streams from both consumer and enterprise clients


  • Platform processes over 1M requests/second across 300 sportsbooks


Negative


  • Significant debt increase with $70M cash payment funded through credit facility


  • Substantial earnout liability up to additional $80M


  • Integration risks with existing operations


Insights


This $80 million acquisition with potential earnouts up to $160 million total is strategically significant for GAMB. The deal brings immediate accretive value with Odds Holdings projecting $26 million revenue and $12 million Adjusted EBITDA for 2024, representing an impressive 46% EBITDA margin. The transaction structure, combining $70 million cash and $10 million in shares, along with performance-based earnouts, appears well-designed to ensure alignment of interests. The expanded $100 million credit facility with Wells Fargo provides necessary financing while maintaining financial flexibility. This acquisition materially advances GAMB’s goal of reaching $100 million in annual Adjusted EBITDA.


OddsJam’s technology platform demonstrates impressive technical capabilities, processing over 1 million requests per second and handling multiple terabytes of daily data across nearly 300 sportsbooks. The platform’s low-latency real-time odds data infrastructure represents a significant technological asset that can scale efficiently. The dual revenue streams from both consumer subscriptions and enterprise clients create a robust business model. The retention of key technical founders Ankit Goyal and Alex Monahan ensures continuity of technical expertise and potential for further innovation. This technology acquisition significantly enhances GAMB’s competitive position in the sports betting data space.

This acquisition strategically diversifies GAMB’s revenue streams beyond affiliate marketing into recurring subscription and enterprise data services. With projected 20% EBITDA growth in 2025 under GAMB’s management, the deal promises strong returns. The combination of OddsJam’s consumer-facing products with GAMB’s existing partner relationships creates significant cross-selling opportunities and market expansion potential. The timing aligns well with the growing sports betting market, particularly in North America. The transaction’s structure incentivizes performance through 2026, suggesting confidence in long-term growth prospects.












Transaction Expands Gambling.com Group’s Addressable Market with Recurring Revenue From Consumer Subscription Products and Enterprise Clients

CHARLOTTE, N.C.–(BUSINESS WIRE)–
Gambling.com Group, (Nasdaq: GAMB) (“Gambling.com Group” or the “Company”), a fast-growing provider of digital marketing services for the global online gambling industry, announced today it entered into a definitive agreement to acquire Odds Holdings, Inc., the parent company of OddsJam. Under the terms of the agreement, Odds Holdings stockholders will receive initial consideration of $80 million and may receive up to an additional $80 million based on Odds Holdings’ business performance through the end of 2026. Gambling.com Group’s acquisition of Odds Holdings further expands the Company’s online gambling industry footprint, adding complementary recurring revenue from new and existing users and partners.

Gambling.com Group to acquire Odds Holdings, parent company of OddsJam, a superior technology platform offering real-time odds data (Graphic: Business Wire)

Odds Holdings is powered by a state-of-the art technology platform for real-time odds data and offers services under multiple consumer and enterprise brands. Gambling.com Group believes the odds platform is the industry’s most advanced and delivers data to end-users with the lowest latency. The platform is built for scale, processing on average over one million requests per second and multiple terabytes of data per day, across nearly 300 sportsbooks. OddsJam is the flagship brand offering premium, real-time odds information to empower sports bettors to make data-driven bets through a consumer facing website and app. Under a separately managed company, Odds Holdings also provides low latency, comprehensive odds data to enterprise clients for a variety of sports betting use cases.

Closing is expected to occur on January 1, 2025 and is subject to customary closing conditions. The transaction will be immediately accretive to Gambling.com Group’s operating results upon closing. For 2024, Odds Holdings expects to generate revenue and Adjusted EBITDA(1) of approximately $26 million and $12 million, respectively. Gambling.com Group expects that under its management Adjusted EBITDA(1) derived from the Odds Holdings assets will grow by at least 20% in 2025. The Odds Holdings team, including OddsJam founders Ankit Goyal and Alex Monahan as well as CEO, Matt Restivo, will join Gambling.com Group.

Strategic and Financial Rationale

“The accretive acquisition of Odds Holdings will immediately provide Gambling.com Group with additional, recurring revenue streams which are independent of our market-leading online gambling affiliate business, consistent with our strategy to expand our footprint in the online gambling industry,” said Gambling.com Group co-founder and CEO, Charles Gillespie. “We are delighted to welcome the Odds Holdings team to Gambling.com Group as we accelerate growth towards our goal of $100 million in Adjusted EBITDA. Their talented team has not only built a state-of-the art odds technology platform, but managed to build multiple distinct products on top of that platform which have very clear product-market fit. Odds Holdings gives Gambling.com Group a suite of new enterprise products while OddsJam in particular brings a passionate and energetic new consumer audience to the Group.

“We have achieved the vast majority of our growth through organic market share gains, while also successfully executing on several strategic, accretive acquisitions that have contributed to our consistently improving financial performance. Our acquisitions of RotoWire, BonusFinder and Freebets.com have proven that we can leverage our high free cash flow to identify, acquire and accelerate growth, creating value for our shareholders, while prudently managing our capital structure and balance sheet,” added Gillespie.

“Combining with a tech-focused leader in the global online gambling industry like Gambling.com Group is the natural next step for Odds Holdings,” said Odds Holdings CEO, Matt Restivo. “By leveraging Gambling.com Group’s expertise, innovation and resources we will be optimally positioned to scale our technology and data-driven insights to reach an even larger audience of online bettors, including beyond the North American market. We’re looking forward to working with the Gambling.com Group founders Charles and Kevin and their team to create a deeper connection with our customers to enhance their online gambling experiences,” said OddsJam founders Ankit Goyal and Alex Monahan.

Proposed Transaction Structure & Expansion of Credit Facility

The initial $80 million purchase consideration will be comprised of $70 million in cash and $10 million in Gambling.com Group ordinary shares. The Company expects to fund the $70 million cash payment from borrowings under the Company’s expanded credit facility, as described below. In order to fully achieve the additional $80 million in contingent consideration, Adjusted EBITDA derived from the Odds Holdings assets needs to at least double for the full year 2026 period compared to 2024. Entirely at the Company’s discretion, Gambling.com Group has the ability to settle up to 50% of any of the contingent consideration payments in the Company’s ordinary shares.

In conjunction with the transaction, the Company entered into a debt financing commitment letter with Wells Fargo Bank, National Association and Wells Fargo Securities, LLC, which have committed to arrange and provide a senior secured term loan and revolving credit facility of at least $100 million pursuant to an amendment to its existing credit agreement.

In connection with the proposed transaction, White & Case LLP is acting as legal counsel to Gambling.com Group. Oakvale Capital LLP is acting as the sell-side financial advisor and Cruz-Abrams Seigel LLC is acting as legal counsel to Odds Holdings.

About Gambling.com Group

Gambling.com Group Limited (Nasdaq: GAMB) (the “Group”) is a fast-growing provider of digital marketing services for the global online gambling industry. Founded in 2006, the Group has offices globally, primarily operating in the United States and Ireland. Through its proprietary technology platform, the Group publishes a portfolio of premier branded websites including Gambling.com, Bookies.com, Casinos.com, and RotoWire.com. Gambling.com Group owns and operates more than 50 websites in seven languages across 15 national markets covering all aspects of the online gambling industry, including iGaming and sports betting, and the fantasy sports industry.

About OddsJam

OddsJam provides a suite of tools and services designed to assist in sports betting. It offers a comprehensive odds comparison tool, allowing users to compare real-time odds from over 100 sportsbooks. Additionally, OddsJam includes a Positive EV Betting Tool to identify profitable betting opportunities, an Arbitrage Betting Tool for spottingarbitrage opportunities, and a Parlay Builder for creating custom parlay bets. The platform also features a Fantasy Optimizer for PrizePicks, optimizing selections for daily fantasy sports. OddsJam aims to make profitable sports betting accessible by providing data and analytics to inform betting strategies.

Non-IFRS Financial Measures

Management uses several financial measures, both IFRS and non-IFRS financial measures in analyzing and assessing the overall performance of the business and for making operational decisions.

EBITDA and Adjusted EBITDA

EBITDA is a non-IFRS financial measure defined as earnings excluding interest, income tax (charge) credit, depreciation, and amortization.

Adjusted EBITDA is a non-IFRS financial measure defined as:

in relation to the Company, EBITDA adjusted to exclude the effect of non-recurring items, significant non-cash items, share-based payment expense, foreign exchange gains (losses), fair value of contingent consideration, and other items that the Company’s board of directors believes do not reflect the underlying performance of the business, including acquisition related expenses, such as acquisition related costs and bonuses; and

in relation to OddsJam, EBITDA adjusted to exclude the effect of non-recurring items, significant non-cash items, share-based payment expense, foreign exchange gains (losses), fair value of contingent consideration, capitalized development expenses, non-recurring payments to shareholders and other items that the Company’s board of directors believes do not reflect the underlying performance of the business, including acquisition related expenses, such as acquisition related costs and bonuses.

The Company and OddsJam believe Adjusted EBITDA is useful to their management teams as a measure of comparative operating performance from period to period as this measure removes the effect of items not directly resulting from core operations including effects that are generated by differences in capital structure, depreciation, tax effects and non-recurring events.

While the Company uses Adjusted EBITDA as a tool to enhance its understanding of certain aspects of its financial performance, the Company does not believe that Adjusted EBITDA is a substitute for, or superior to, the information provided by IFRS results. As such, the presentation of Adjusted EBITDA is not intended to be considered in isolation or as a substitute for any measure prepared in accordance with IFRS. The primary limitations associated with the use of Adjusted EBITDA as compared to IFRS results are that Adjusted EBITDA as the Company defines it may not be comparable to similarly titled measures used by other companies in its industry and that Adjusted EBITDA may exclude financial information that some investors may consider important in evaluating our performance.

The forward-looking Adjusted EBITDA guidance included in this press release has not been reconciled to the most directly comparable forward-looking IFRS measures because this cannot be done without unreasonable effort due to the lack of predictability regarding the various reconciling items.

Cautionary Note Concerning Forward-Looking Statements

Cautionary Note Concerning Forward-Looking Statements. This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, that relate to our current expectations and views of future events. All statements other than statements of historical facts contained in this press release, including statements relating to our further expansion of our footprint in the online gaming ecosystem, our acquisition of OddsJam and the closing of such transaction; whether OddsJam will achieve the expected growth and financial results described in this press release, our expected leverage following the initial purchase consideration in connection with such transaction, and whether we can achieve $100 million in annual Adjusted EBITDA are all forward-looking statements. These statements represent our opinions, expectations, beliefs, intentions, estimates or strategies regarding the future, which may not be realized. In some cases, you can identify forward-looking statements by terms such as “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “expect,” “predict,” “potential,” “could,” “will,” “would,” “ongoing,” “future” or the negative of these terms or other similar expressions that are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements are based largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements involve known and unknown risks, uncertainties, contingencies, changes in circumstances that are difficult to predict and other important factors that may cause our actual results, performance, or achievements to be materially and/or significantly different from any future results, performance or achievements expressed or implied by the forward-looking statement. Important factors that could cause actual results to differ materially from our expectations include that the conditions to the completion of the acquisition of OddsJam may not be satisfied; that the Company may be unable to achieve the anticipated benefits of the acquisition of OddsJam; that the financial results and growth of OddsJam following the merger may be lower than expected; that costs related to the transaction and operating and integration costs following the acquisition of OddsJam may be greater than expected; that the Company may assume unexpected risks and liabilities and may face challenges related to integration and to the preparation of required financial statements following the transaction with OddsJam; that the Company may be unable to motivate and retain its management and the OddsJam team following the transaction, and that completing the merger may distract the Company’s management from other important matters; and the other factors discussed under “Item 3. Key Information – Risk Factors” in Gambling.com Group’s annual report filed on Form 20-F for the year ended December 31, 2023 with the U.S. Securities and Exchange Commission (the “SEC”) on March 21, 2024, and Gambling.com Group’s other filings with the SEC as such factors may be updated from time to time. Any forward-looking statements contained in this press release speak only as of the date hereof and accordingly undue reliance should not be placed on such statements. Gambling.com Group disclaims any obligation or undertaking to update or revise any forward-looking statements contained in this press release, whether as a result of new information, future events or otherwise, other than to the extent required by applicable law.

For further information, please contact:


Investors:

Peter McGough, Gambling.com Group, investors@gdcgroup.com

Richard Land, Norberto Aja, JCIR, GAMB@jcir.com, 212-835-8500

Media:

Eddie Motl, Gambling.com Group, media@gdcgroup.com

Source: Gambling.com Group Limited








FAQ



What is the total acquisition value of GAMB’s purchase of Odds Holdings?


The total acquisition value could reach $160 million, comprising an initial $80 million payment and up to an additional $80 million based on performance through 2026.


When will GAMB’s acquisition of Odds Holdings close?


The acquisition is expected to close on January 1, 2025, subject to customary closing conditions.


What are the projected financials for Odds Holdings in 2024?


Odds Holdings expects to generate approximately $26 million in revenue and $12 million in Adjusted EBITDA for 2024.


How is GAMB funding the Odds Holdings acquisition?


The initial $80 million purchase consists of $70 million in cash, funded through an expanded credit facility, and $10 million in GAMB ordinary shares.


What growth rate is expected for Odds Holdings under GAMB management?


GAMB expects Adjusted EBITDA from Odds Holdings assets to grow by at least 20% in 2025.





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