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Acroud strengthens the position within Streaming and SaaS in Sports Betting and Poker through the acquisition of TheGamblingCabin

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Acroud AB, has entered into an agreement to acquire 100 percent of the shares in Swedishsantas AB also known as TheGamblingCabin (“TheGamblingCabin “) from Swedishsantas Media AB (the “Transaction”) for a consideration of approximately SEK 47.3 million, on a cash- and debt- free basis. The Transaction also includes a potential additional consideration based on EBITDA development during the period from 1 April 2022 up to and including 31 March 2023. The consideration is paid in cash and in newly issued Acroud shares (the “Consideration”). The Transaction is based on Acroud’s signed letter of intent and previously communicated press release dated 17 February 2021. TheGamblingCabin is a fast-growing company offering a software based tipster service as well as some very popular video content within Sports Betting, Poker and Horse Racing. TheGamblingCabin has a clear “strategic fit” with Acroud strengthening the software offerings (SaaS) as well as adding some of the most popular ways of consuming media, YouTube and Twitch, to Acroud’s offering. TheGamblingCabin generated annualized sales of app EUR 1.4 million based on the 9 month period Q220-Q121 with an EBITDA margin of approximately 65 percent reaching an EBITDA of EUR 0.9 million. The Transaction is not subject to any further conditions and is completed as of 15 April 2021.

The Transaction in brief

The Transaction is in line with Acroud’s previously communicated strategy to become a fast-growing global challenger in digital comparison and news services.

The Transaction is in line with previous completed acquisitions and is expected to contribute to increased sustainable revenues and profits through an increased market and product diversification through new verticals, markets and media channels.

The Transaction will lead to a lower risk profile with more stable revenue generation and profitability.

The Transaction is based on Acroud’s letter of intent signed on 17 February 2021.

The consideration for 100 percent of the shares in Swedishsantas AB, on a cash- and debt- free basis, amounts to approximately SEK 47.3 million paid at closing (the “Upfront Consideration”)

Approximately SEK 23.6 million, of the Upfront Consideration will be paid with 7,709,202 Acroud shares (the “Consideration Shares”), at a subscription price of SEK 3.07 per Acroud share (corresponding to EUR 0.30 per share).
50 percent of the Consideration Shares will be subject to a one year lock-up and 50 percent are subject to a two year lock-up from today’s date.

Approximately SEK 23.6 million of the Upfront Consideration will be paid in cash.
An additional consideration can be paid based on a multiple of 5 times the EBITDA generated during the period from 1 April 2022 up to and including 31 March 2023 reduced with an annualized EBITDA based on the Q220-Q121 (the “Earn-Out Consideration”). The Earn-Out Consideration is paid with 50 percent in newly issued shares in Acroud and the reminder in cash (the “Earn-Out Consideration Shares”). The price for the Earn-Out Consideration Shares will correspond to the average price of the Acroud share on Nasdaq First North Growth Market for the 30 consecutive calendar days preceding 1 April 2023 (which corresponds to the end of the period when the mentioned targets are measured). The Earn-Out Consideration amounts to a maximum of approximately SEK 82 million.

Background and rationale

TheGamblingCabin’s main revenue source is through its “software based tipster service” as well “traditional” affiliation revenue generated by high quality online video content. TheGamblingCabin has only revenues from regulated markets and sees great potential for geographical expansion.

This potential acquisition fits well to Acroud’s strategy, and Acroud sees significant synergies and expansion possibilities down the line. TheGamblingCabin’s current growth rate, on stand-alone basis is also good. With TheGamblingCabin Acroud will rapidly expand the streaming offering and rich content throughout Acroud’s global network and other business lines.

The acquisition of TheGamblingCabin is in line with the previously communicated new strategy. Together with the previously communicated acquisitions, the TheGamblingCabin positions Acroud as not only a leading affiliate within Casino, Sport Betting and Poker, but also it strengthens Acroud’s position on the market as a SaaS provider.

With TheGamblingCabin business, Acroud sees not only a strong financial growth driver but also significant synergies across the future operational organization.

“This is the next step of the implementation of Acroud’s strategy to be the “Media House of the Future” and a fast growing global player within Streaming and software solutions for the media affiliation industry. TheGamblingCabin’s “reduction tool” is an industry leading software and TGC’s digital presence with “movable media” is impressive and something that may be expanded internationally. The acquisition together with the other recent acquisitions are together considered transformative and additive for each other. We are building a company where all parts complement each other. Focus will after the acquisition be on “operational excellence” and to develop the new Acroud together with our new team and partners for an existing journey ahead” Robert Andersson, CEO and President, Acroud

Bengt Sonnert, CEO at TheGamblingCabin comments the Transaction;

“To become a part of Acroud was actually nothing that we even thought about initially, but the more we understood what Acroud is building it felt as an easy choice. They share our visions and provide us with new and greater possibilities to bring our business to the next level.”

Purchase Price, Earn-Out Consideration, Lock-Up Period

The upfront purchase price of approximately SEK 47.3 million, on a cash- and debt- free basis, is paid with approximately SEK 23.6 million in cash and approximately SEK 23.6 million is paid with 7,709,202 newly issued Acroud shares. The Consideration Shares are issued at a price of SEK 3.07 per share (EUR 0.30 per share).

The Earn-Out Consideration, which is subject to TheGamblingCabin generating a certain financial performance during the period from 1 April 2022 up to and including 31 March 2023, will be paid with 50 percent in newly issued shares and the reminder in cash. The price for the Earn-Out Consideration Shares will correspond to the average price of the Acroud share on Nasdaq First North Growth Market for the 30 consecutive calendar days preceding 1 April 2023 (which corresponds to the end of the period when the mentioned targets are measured). The Earn-Out Consideration amounts to a maximum of approximately SEK 82 million.

50 percent of the Consideration Shares will be subject to a one year lock-up and 50 percent are subject to a two year lock-up from today’s date. The Earn-Out Consideration Shares will be subject to a one year lock-up as of the date of the issuance.

Issue of Consideration Shares and Earn-Out Consideration Shares

The board of directors of Acroud has today resolved to issue and allot the Consideration Shares pursuant to the authorization granted by the annual general meeting on 25 June 2020. The Earn-Out Consideration Shares will be issued after confirmation of TheGamblingCabin having reached the relevant financial performance.

The Consideration Shares represent 5.95 percent of the total number of shares and votes in Acroud on a fully diluted basis. By issuing the Consideration Shares, the number of shares and votes increase by 7,709,202. The share capital increases by EUR 195 031.05.

The number of shares and the increase of the share capital, upon issuance of the Earn-Out Consideration Shares, will depend on the outcome of the targets for the Earn-Out Consideration and the share price development for Acroud’s share.

Affiliate Announcements

Experienced execs launch new UK affiliate, YourTopCasino

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A team of experienced iGaming executives has launched YourTopCasino, a new UK-facing affiliate brand designed to help players make smarter, safer choices when selecting an online casino.

The founding team – led by Chris Prentice and comprising marketing, retention and design experts – brings more than 30 years of industry experience with them from senior roles at companies including Grace Media, ActiveWin and Betable Group.

The brand enters the market with a fresh perspective, including a focus on responsible gaming, with reviews including detailed assessments of session limits, deposit limits, time-out tools, and self-exclusion options.

“The YourTopCasino team brings together years of experience across all parts of the iGaming value chain, so a move into affiliation was a logical next step,” said Chris Prentice, co-founder and director at YourTopCasino.

“We saw a gap in the market for an affiliate brand that doesn’t just prioritise conversions, but actually helps players engage with online casinos in a healthy and informed way. By building YourTopCasino around trust, transparency, and responsible gaming, we’re creating long-term value for both players and operators.”

In addition to expert reviews, the site offers a growing library of responsible gambling resources.

As the UK market continues to evolve, YourTopCasino’s player-first approach positions it as a timely and forward-thinking addition to the affiliate space.

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Affiliate Announcements

XSOLLA PARTNER NETWORK ENHANCES DEVELOPER AND CREATOR EXPERIENCE IN MARKETING WITH NEW FEATURES AND DATA INSIGHTS

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XSOLLA PARTNER NETWORK ENHANCES DEVELOPER AND CREATOR EXPERIENCE IN MARKETING WITH NEW FEATURES AND DATA INSIGHTS

 

Xsolla, a leading global video game commerce company, introduces significant updates to the Xsolla Partner Network, an advanced affiliate marketing engine designed to connect game developers with content creators. These updates enhance the experience for both developers and creators by introducing new interaction tools, expanded data accessibility, and deeper integrations with the Xsolla Rainmaker platform.

The growing influence of content creators on platforms like YouTube, Twitch, and TikTok has reshaped game marketing strategies. Developers increasingly seek streamlined ways to discover, manage, and measure creator partnerships. The Xsolla Partner Network addresses this demand by providing an all-in-one solution for creating and scaling performance-based campaigns, now with added tools to enhance usability and campaign success.

New Xsolla Partner Network updates significantly benefit developers and creators, enhancing their ability to collaborate effectively and succeed in their goals.

For developers, the platform now offers:

  • Enhanced search functionality to discover, compare, and invite creators who best align with campaign goals
  • Detailed creator profiles with insights such as concurrent viewer metrics, games played, and campaign performance, enabling developers to make informed decisions
  • Integration with Xsolla Rainmaker data from Twitch and YouTube Gaming, providing robust analytics like streamer views, follower counts, and game-specific performance data for data-driven decision-making
  • Streamlined collaboration tools, including direct distribution of promo codes, tracking links, and game keys
  • flexible revenue share model, allowing developers to set customizable commission rates for creators driving successful transactions

Creators gain access to a comprehensive creator toolkit designed to simplify campaign management and accelerate growth. The redesigned interface provides intuitive tools and features that make managing campaigns, engaging audiences, and enhancing content creation easier. By removing the 50-subscriber minimum threshold, the platform is now accessible to micro creators, enabling them to kickstart their careers.

Additional features for creators include:

  • Real-time performance tracking, offering insights into campaign results.
  • User-friendly account navigation, simplifying platform usage.
  • Opportunities to partner directly with game developers, helping creators grow their audience and monetize their work by driving sales for games and in-game content featured at Xsolla Mall.
  • Creator sites at Xsolla Mall enable creators to resell digital content, showcase campaign details, collect donations, and share links to all social media platforms to increase visibility.
  • Overlays, providing game-branded promotional graphics and animations for live streams to boost engagement and drive awareness.
  • Chatbot is designed to share tracking links and promo codes in real-time chats during gameplay, reward viewers, and engage the community.

With these updates, the Xsolla Partner Network empowers developers and creators to collaborate seamlessly, unlocking new opportunities for success in the evolving landscape of game marketing.

“The Xsolla Partner Network has always been a powerful tool for developers to grow their games and for creators to monetize their passion,” said Chris Hewish, Chief Strategy Officer at Xsolla. “With these new features, we enable seamless collaboration between developers and creators, ensuring both can achieve their goals more effectively.”

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Affiliate Announcements

QMRA Recognition by Google & Meta in Denmark – A Milestone for Compliance

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QMRA has now been active for nearly a year, and we are proud to have welcomed many members who share our commitment to responsible affiliation. We continue to work towards becoming the leading compliance indicator for international affiliates.

Beyond compliance, we are expanding our efforts into advocacy. For example, in Finland, we have launched lobbying initiatives as the government considers restricting affiliate activities.

Most importantly, several QMRA members are actively seeking advertising licenses from Google and Meta in various jurisdictions. We are pleased to confirm that in Denmark, both platforms have recognized QMRA membership as a decisive factor in granting these licenses. This information has been directly communicated to us by our members.

This is a significant milestone for QMRA. It confirms that our compliance checks and the presence of the QMRA quality mark on an iGaming affiliate website are taken seriously by key industry players. Additionally, we know that in other markets, QMRA membership is already being considered in similar assessments.

We will continue to strengthen our position and expand our influence. Thank you for your continued support in upholding responsible affiliation standards.

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