Business Wire

Shareholders Vote Against Consortium Binding Agreement After Gopher Raises Price by $80m in All Cash Offer, Which Represents a Significant Premium to the Consortium Deal

18.8.2021 19:20:00 EEST | Business Wire | Press release

Share

Finalto S.P.V. Ltd, the consortium as described previously and below (together the "Consortium"), today announces that following the Playtech plc (“Playtech”) General Meeting held today the Share Purchase Agreement for Finalto Group (“Finalto”) has been terminated. However, the Consortium has agreed to Playtech’s request to remain together for a further 30 days, thereby enabling Playtech to negotiate with Gopher Investments (“Gopher”) or any other buyer and make an informed recommendation to shareholders.

Gopher has stated publically that it is “prepared to perform only limited due diligence, anticipated to take no more than 3 weeks, before seeking to enter into a fully binding offer for Finalto” and will pay $250m plus a further $10m break fee1, so Playtech will have more than enough time to ascertain whether Gopher’s interest is indeed genuine.

If Playtech has not managed to enter into a fully binding agreement with Gopher within the next 3 weeks, it will be clear that Gopher’s interest is not genuine and the only credible transaction capable of concluding in the near term would be to the Consortium, which has already been recommended by Playtech multiple times.

The Consortium firmly believes that the Consortium Deal, negotiated after an onerous 18-month process led by UBS, involving extensive regulatory, financial and tax diligence, represents the only transaction capable of withstanding regulatory scrutiny and being concluded in the near term without material disruption and damage to the Finalto business.

The Consortium was disappointed that shareholders did not vote in favor of its deal at the General Meeting, however, the Consortium does understand the predicament faced by shareholders and certain parties, notably advisory firms Institutional Shareholder Services (“ISS”) and Glass Lewis, when assessing the situation. This was particularly the case given Gopher’s publications of what the Consortium believe to be misleading statements and indeed Playtech was compelled to issue corrections2 to Gopher’s false information.

With regard to ISS and Glass Lewis, the Consortium has been disappointed that despite multiple requests made to meet independently with the advisory firms to avail them of important information, they refused to do so. The Consortium is confident that a deal will not be forthcoming within the three weeks Gopher claims it will take and when this becomes clear, the Consortium will welcome the opportunity to engage directly with ISS and Glass Lewis in a constructive manner, which can only benefit Playtech shareholders. Playtech’s only option to sell Finalto within the next year will be to the Consortium, which Playtech has repeatedly recommended. In Playtech’s words, it has been an “elongated and thorough process”, and the Consortium was selected taking into account not just the price, but also its “ability to complete the transaction (particularly in light of the Finalto Business’ regulated status in multiple global jurisdictions).”

The Consortium’s previous announcements are available here (7 July 2021), here (9 July 2021) and here (2 August 2021)

-ENDS-

About the Consortium

The Consortium is a company incorporated in Israel, established for the purpose of acquiring the Finalto Business. The Consortium is being funded by a group consisting of Barinboim Group, Leumi Partners Limited and Menora Mivtachim Group and by senior secured debt financing from The Phoenix Insurance Company Limited and certain of its affiliates. The Consortium will be supported by key members of the Finalto Business' management team that will transfer with the Finalto Business, including Ron Hoffman (Chief Executive Officer of the Finalto Business) and Liron Greenbaum (Chief Operations Officer of the Finalto Business).

Barinboim Group is a private equity and venture capital firm based in Tel Aviv. Barinboim Group invests in companies operating in the media sectors.

Leumi Partners Limited is the merchant and investment banking arm of Bank Leumi (TASE: LUMI), one of the two largest banking groups in Israel. Leumi Partners Limited is based in Tel Aviv and offers direct equity investment in sectors such as technology media and telecom, consumer & retail, and healthcare. Leumi Partners Limited's line of business includes conducting investments and providing services such as underwriting, financial analysis and research, strategic advice, mergers & acquisitions, and raising equity and debt.

Menora Mivtachim Group is one of Israel's five largest insurance & finance groups. The group specializes in asset management, manages the largest pension fund in Israel - and is the largest General Insurer in Israel and the market leader in Motor Insurance sector. The group operates through its subsidiaries, in all sectors of Life Insurance, Long/Mid/Short -Term Savings, General Insurance and Health Insurance. In addition, the group is active in the capital markets and finance sectors, including, Financial Portfolio Management, Underwriting and worldwide real estate investments.


1 https://www.businesswire.com/news/home/20210702005212/en/Gopher-Investments-Makes-USD-250-Million-Offer-for-Playtech%E2%80%99s-Finalto-Business

2 4 August 2021, Response to Gopher press release of 3 August 2021, http://playtech-ir.production.investis.com/regulatory-news.aspx

To view this piece of content from cts.businesswire.com, please give your consent at the top of this page.

Contact information

For further information:
Investors:
Investor Update
Tony Quinn
+44 (0)7790 485 935
tquinn@investor-update.com

Patrick Mitchell
+44 (0)7974 079 785
pmitchell@investor-update.com

Media:
Kepler Communications
Charlotte Balbirnie
+44 (0)7989 528421
cbalbirnie@keplercomms.com

Caroline Villiers
+44 (0)7808 585184
cvilliers@keplercomms.com

The Consortium:
Ishai Drori
finalto@bgroup.co.il

About Business Wire

For more than 50 years, Business Wire has been the global leader in press release distribution and regulatory disclosure.

Subscribe to releases from Business Wire

Subscribe to all the latest releases from Business Wire by registering your e-mail address below. You can unsubscribe at any time.

Latest releases from Business Wire

SES Announces Results of the Annual General Meeting2.4.2026 17:49:00 EEST | Press release

SES (the “Company”) held the Annual General Meeting (“AGM”) of Shareholders today in Betzdorf, Luxembourg. Following the recommendations made by the Board of Directors of SES, the shareholders have voted in favor of all resolutions, including the Company’s 2025 annual accounts and the proposed annual dividend of EUR 0.50 per A-share (EUR 0.20 per B-share). The total dividend amount comprises the interim dividend of EUR 0.25 per A-share (EUR 0.10 per B-share), which has already been paid to shareholders on October 16, 2025. The final dividend of EUR 0.25 per A-share (EUR 0.10 per B-share) will be paid to shareholders on April 16, 2026. “I would like to sincerely thank our shareholders for their active engagement, visionary support and continued confidence in SES’ strategy,” said Adel Al-Saleh, CEO of SES. “The outcomes of today’s AGM underscore our shared commitment to a bold multi-orbit approach, with Medium Earth Orbit as the strategic backbone of a dynamically evolving global interco

Forrester: Three Years Into GenAI, Enterprises Are Still Chasing Its True Transformative Value2.4.2026 17:00:00 EEST | Press release

According to Forrester’s (Nasdaq: FORR) latest report, Accelerate Your AI Voyage, most enterprises are struggling to turn growing AI adoption and investment into measurable business impact. One of the key factors holding businesses back is low artificial intelligence quotient (AIQ) — Forrester’s measure of AI aptitude — with many employees lacking a clear understanding of how to use AI. Other barriers include an overemphasis on productivity-focused use cases, difficulty measuring impact, and siloed adoption within individual functions. While these challenges can leave firms frozen in doubt or indecision, the wait-and-see approach to AI adoption is no longer viable. To unlock AI’s full potential, organizations need to focus on four key areas: Define the business outcomes and success metrics for what they want AI to achieve; identify specific use cases for AI deployment aligned to those business outcomes; establish a structured runway to plan, test, and strategically time the deployment

Andersen Consulting Adds Multiplica2.4.2026 16:30:00 EEST | Press release

Andersen Consulting enters into a Collaboration Agreement with Multiplica, a digital consulting firm that helps organizations design, build, and scale impactful digital experiences. Founded in Spain with a presence in Latin America and the U.S., Multiplica focuses on user research and discovery, customer experience research, digital strategy, data modeling and analysis, report automation and data visualization, conversion rate optimization, product design, and user experience design. The firm helps organizations accelerate digital transformation by building digital capabilities, teams, and assets that advance expertise across digital products, consulting, and talent development. Multiplica enables clients to forecast emerging trends in digital experience and transform their businesses through enhanced digital channels and customer engagement. “Collaborating with Andersen Consulting represents an exciting opportunity to extend our reach and impact,” said David Boronat, CEO of Multiplica

Brightfin Unifies Brand Following Proven Optics Merger, Delivering a New Standard for Technology Cost Optimization2.4.2026 16:00:00 EEST | Press release

Brightfin today announced that, following its merger with Proven Optics, the combined company will operate under a single brand: Brightfin. The unified company brings together deep expertise in Technology Expense Management (TEM) and IT Financial Management (ITFM) to help organizations better understand, manage, and reduce total technology spend. Technology spending will exceed $6 Trillion this year, and for most organizations, it remains one of the least understood. CIOs can tell you what they’re spending. Far fewer can tell you whether it’s working. “Over the past several months, we’ve brought these two businesses together around a shared purpose: help enterprise businesses better understand and optimize their technology spend,” said Joel Martins, CEO of Brightfin. “What we are seeing now is a shift. Visibility alone isn’t enough. Teams need to be able to act, tied to real financial outcomes. See Clearly. Spend Better. That is our north star, and that is what our platform is built to

The LYCRA Company Announces Strategic Partnership on Renewable LYCRA ® Fiber2.4.2026 16:00:00 EEST | Press release

The LYCRA Company, a global leader in innovative and sustainable fiber solutions for the apparel and personal care industries, today announced the signing of a strategic partnership agreement with Texhong International Group Limited (“Texhong”), one of the world’s largest suppliers of core-spun cotton textiles. Under the agreement, Texhong will exclusively partner with The LYCRA Company to bring Renewable LYCRA® fiber made with 30 percent plant-based content* to China’s core-spun yarn sector. This collaboration aims to accelerate the adoption of bio-derived spandex across the global apparel and textile industry. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20260402505834/en/ The LYCRA Company announced a strategic partnership with Texhong International Group for renewable LYCRA® fiber. Pictured at the signing ceremony held in Shanghai (left to right): Jason Wang, Vice President, Asia, The LYCRA Company, and Zhou Xia, Chief O

In our pressroom you can read all our latest releases, find our press contacts, images, documents and other relevant information about us.

Visit our pressroom
World GlobeA line styled icon from Orion Icon Library.HiddenA line styled icon from Orion Icon Library.Eye