Flutter takes over 56% of NSX for US$ 350m creating its unit in Brazil with Betfair and Betnacional

With a market value of over US$ 34 billion on the New York Stock Exchange and revenues of around US$ 11.7 billion in 2023, Flutter is a global leader in the betting sector. The integration with Betnacional not only strengthens its position in Brazil, but also promises to add significant value to both brands.

The transaction fully aligns with Flutter’s strategy to invest in leadership positions in international markets, securing a podium position for Flutter on completion in the regulating and fast-growing Brazilian market.

With the acquisition, Flutter Brasil emerges as a new giant in the sector, combining the strength of Betnacional with the global expertise of Flutter. The merger between Flutter and NSX is the first unicorn in the Brazilian betting market. The valuation of the business as a whole is estimated at US$ 1 billion.

Under the transaction agreement, on completion, Flutter will pay cash consideration of approximately US$350m and contribute its existing Betfair Brazil business, in return for a 56% stake in the newly combined Flutter Brazil business. In addition, a mechanism has been put in place to enable Flutter to increase its shareholding through reciprocal put/call arrangements in year five and year ten following the completion date.
 

NSX is the number 4 operator in Brazil - based on Regulus partners and internal estimates -, with a portfolio of brands which include the flagship Betnacional brand. On a standalone basis, NSX is expected to generate revenue of approximately US$256m and Adjusted EBITDA of approximately US$34m in 2024.

The Brazilian partners of the NSX Group will continue to lead the local operation for 10 years, ensuring that the company's DNA is maintained and that it continues to be close to the Brazilian public.

The deal has been under discussion between the two groups for about a year, and during this time, numerous due diligence processes and compliance rules have been applied to reach the official announcement. The final signing of the contract will take place upon the entry into operation of the Brazilian regulated market, on January 1, 2025.

Both NSX Group and Flutter have submitted their license applications to the Prizes and Betting Secretariat of the Ministry of Finance and operations will continue with the processes in parallel.

Starting January 1, 2025, for a period of five years, they will continue to hold two licenses, one for the operations of Betnacional, Mr. Jack and Pagbet, and another for Betfair, with the operations being conducted by the Brazilian partners through Flutter Brasil.
 

The Betnacional brand, which is already widely recognized and an exclusive sponsor of sporting events on Rede Globo and has national icons such as Galvão Bueno and player Vini Jr. as ambassadors, will benefit from Flutter's global infrastructure and expertise, without losing its local essence.

The partnership between Flutter and Betnacional promises not only to strengthen the sports betting ecosystem in Brazil, but also to create new opportunities for growth and innovation. Flutter Brasil will be well-positioned to capture the growth of the rapidly expanding and developing Brazilian market.

This is a compelling acquisition, in line with Flutter’s strategy and is expected to create shareholder value as follows:

1. Delivers an enhanced competitive position in a fast growing, newly regulated market:

• Brazil is due to fully regulate its online sports betting and iGaming market in early 2025 and has a number of highly attractive characteristics:
   
  • A population of over 200 million, with sports, and soccer in particular, being a key part of Brazilian culture
     
  • Strong demand for sports betting and iGaming products with compound annual gross gaming revenue (GGR) growth in the unregulated market of 38% since 2018, to almost US$3bn in 20232
     
• The majority of growth and market share gains have been delivered by locally focused brands
   
• Consolidation in the fully regulated market from early 2025 is expected to benefit established, local operators, due to the associated tax, licensing and compliance costs
   
• The strength of the combined Flutter Brazil business will position it exceptionally well to capitalize on the opportunity in this attractive market

2. Enhances the company’s “local hero” brand portfolio with:

• Addition of fast-growing, local brands to our existing Betfair business to create a podium position in Brazil
   
  • NSX entered the market in 2021, rapidly growing to be the number 4 operator (12% of the sports betting market and 9% share of the total online market)
     
  • Betfair Brazil also delivering strong growth with forecast revenue of approximately US$70m in 2024
     
• A strong local management team enabling decision-making close to the customer, who will lead the combined Flutter Brazil business
   
• A proprietary technology platform developed locally in Brazil enabling a fast-paced and agile product offering

3. Presents a compelling opportunity to drive synergies via access to the Flutter Edge, and deliver meaningful value creation:

• Revenue synergies will be achieved by providing NSX access to Flutter proprietary pricing and risk management capabilities to deliver a differentiated sportsbook product offering. This is in addition to the sharing of Flutter iGaming expertise and content to enhance the iGaming experience
   
• Flutter Brazil will be exceptionally well positioned to take full advantage of the significant growth opportunity in the newly regulating Brazilian market. In line with Flutter’s successful strategy in other newly regulated markets such as the US, the company expects to drive market share growth and embed future profitability through disciplined customer investment. This is expected to result in a Flutter Brazil Adjusted EBITDA loss of approximately US$90-100m in 2025.

Peter Jackson, CEO, commented: “I am excited to announce the addition of NSX, operator of Betnacional a leading Brazilian sports betting and iGaming brand, to the Flutter portfolio. We believe that combining the extensive local expertise of the NSX team, our existing Betfair business and the power of the Flutter Edge, will create a compelling opportunity to capitalize on the growth opportunity in Brazil which presents an exciting runway of future growth.”

João Studart, CEO of NSX, said: “We are ready to embark on a path of accelerated and robust growth. The management of our brands, now combined with the strength of Betfair, will bring new momentum to the portfolio.”

Source: GMB