Date: 26.02.2025

by Tomasz Jagodziński

PointsBet Shareholders to Vote on $353 Million Acquisition Offer from MIXI

PointsBet Holdings Limited has entered into a definitive agreement with MIXI Inc. and its Australian subsidiary for a full acquisition via a scheme of arrangement. The deal values PointsBet at an enterprise value of $353 million, with shareholders set to receive $1.06 per share in cash. The agreement, subject to regulatory and shareholder approvals, is expected to be finalized by mid-June 2025.

Key Terms of the Acquisition

The acquisition agreement values PointsBet at an EV/EBITDA multiple of 25.2x – 32.1x, based on its FY25 EBITDA guidance range. The PointsBet Board has unanimously recommended that shareholders vote in favor of the scheme, provided no superior proposal emerges and the Independent Expert confirms it is in shareholders’ best interests.

Brett Paton, Chairman of PointsBet, stated:

“The PointsBet Board unanimously recommends that PointsBet shareholders vote in favor of the Scheme, subject to the qualifications outlined in this announcement. When considering any proposal, the PointsBet Board has consistently stated it is committed to maximizing value for PointsBet shareholders. The PointsBet Board believes this transaction represents a compelling opportunity for PointsBet shareholders to realize certain cash value, at a significant premium to recent trading prices and at an implied FY25e EV/EBITDA multiple which compares very favorably with historical sector trading multiples and multiples associated with other transactions in the sector.”

MIXI’s Expansion Strategy

MIXI is a Japanese consumer technology company with operations spanning mobile gaming, communication services, professional sports management, and publicly regulated sports betting. The company reported approximately JPY147 billion in annual net sales for its 2024 fiscal year and employs over 1,600 staff worldwide.

MIXI’s Australian subsidiary, betM, is a licensed bookmaker in the Northern Territory, providing wagering services to Australian consumers. Through the acquisition of PointsBet, MIXI is strengthening its global footprint in regulated betting markets.

Sam Swanell, PointsBet’s Managing Director and Group CEO, commented:

“The PointsBet Board has fully considered the MIXI and MIXI Australia proposal and made an evaluation of PointsBet’s strategic plan as an independent company and the various operational and execution risks inherent in achieving this strategic plan. The announcement today represents a compelling offer for PointsBet shareholders to consider. The price appropriately reflects the value of PointsBet’s world-class technology assets and reputation for wagering excellence in both Australia and Canada.”

Regulatory and Shareholder Approvals

For the deal to proceed, several key conditions must be met, including:

  • Approval from PointsBet shareholders, with a vote expected in late May 2025
  • Regulatory approvals from gambling authorities in Ontario and the Northern Territory
  • Approval from Australia’s Foreign Investment Review Board (FIRB)
  • No material adverse changes affecting PointsBet’s business
  • Final Court approval

The agreement includes customary exclusivity clauses, such as:

  • “No shop” restrictions preventing PointsBet from soliciting alternative proposals
  • “No talk” and “no due diligence” restrictions, unless required by fiduciary duties
  • Break fees, with PointsBet liable for a $3.5 million fee if it terminates the deal under certain conditions, and MIXI required to pay up to $2.5 million if it withdraws.