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Star Entertainment Submits Proposal to Merge with Crown Resorts

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Star Entertainment Submits Proposal to Merge with Crown Resorts
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Australia’s Star Entertainment Group has submitted a conditional, non-binding, indicative proposal to merge with Crown Resorts.

According to details released via the ASX, the proposal values Crown’s shares in excess of AU$14 per share – exceeding the value put forward by competing bids in recent weeks which value Crown at closer to AU$12 per share.

Those competing bids include a revised offer from American multinational private equity and hedge fund giant The Blackstone Group, received over the weekend, which increases its bid from an original AU$11.85 per share to AU$12.35 per share.

US global asset management firm Oaktree Capital Management L.P. has also proposed a AU$3 billion offer to acquire the 37% stake in Crown currently held by James Packer’s Consolidated Press Holdings.

However, Star has outlined its case for a merger, with the offer representing a share exchange ratio of 2.68 The Star shares per Crown share with a cash alternative of AU$12.50 per Crown share for up to 25% of Crown’s issued share capital.

“Based on recent trading values of The Star and the substantial value that would be unlocked by a merger, The Star estimates its pro forma share price to be more than AU$5 per share, implying potential value of the Scrip Consideration in excess of AU$14 per Crown share,” it said.

The Star said it believes a merger represents a “compelling value proposition for all shareholders by creating a national tourism and entertainment leader with a world-class portfolio of integrated resorts with enhanced scale and geographic earnings diversification, significant balance sheet strength and free cash flow generation.”

It would also allow for AU$150 million to AU$200 million in cost synergies per annum with an estimated net value of AU$2 billion.

“A merger of The Star and Crown would result in significant scale and diversification and unlock an estimated AU$2 billion in net value from synergies,” Star Chairman John O’Neill said.

“With a portfolio of world-class properties across four states in Australia’s most attractive and populated catchment areas and tourism hubs, the combined group would be a compelling investment proposition and one of the largest and most attractive integrated resort operators in the Asia Pacific region.”

According to Star, a merger would also open the door for potential sale and leaseback opportunities on some of the group’s enhanced property portfolio – leaving the door open for the likes of Blackstone and Oaktree to acquire assets in the future.

Crown said it has not yet formed a view on the merits of the proposal and will commence an assessment process on its merits.

Australia

ACMA Blocks More Illegal Gambling Websites

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The Australian Communications and Media Authority (ACMA) has requested the Australian internet service providers (ISPs) to block more illegal gambling websites, after investigations found these services to be operating in breach of the Interactive Gambling Act 2001.

The latest sites blocked include Jogi Casino, Dundee Slots, Lucky Hunter, Lucky Wins, Lukki Casino, Spin Fever, Clubhouse Casino and Winport Casino.

Website blocking is one of a range of enforcement options to protect Australians against illegal gambling services. This action can be taken if a service is:

  • providing prohibited interactive gambling services to customers in Australia (such as online casinos, online slot machines and services that allow in-play online sports betting)
  • providing an unlicensed regulated interactive gambling service to customers in Australia (such as online betting services that don’t have a valid Australian licence)
  • publishing ads for prohibited interactive gambling services or unlicensed regulated interactive gambling services in Australia.

Since the ACMA made its first blocking request in November 2019, 975 illegal gambling and affiliate websites have been blocked. Over 220 illegal services have also pulled out of the Australian market since the ACMA started enforcing illegal offshore gambling rules.

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Australia

Jumbo Enters into New SaaS Agreement with RSPCA Queensland

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Jumbo Interactive Limited announced that it has entered into a software license agreement with RSPCA Queensland (RSPCA) for the RSPCA national lottery programme.

The current RSPCA national lottery programme generates ~$10m in annual ticket sales. These funds are essential to keeping charities like RSPCA Queensland operating as they are 95.5% community-funded.

Jumbo CEO and Founder, Mike Veverka, said: “We’re very excited to be working with the RSPCA, an iconic brand in Australia, to help it digitally transform and grow their lottery program, and continue to provide lifesaving animal welfare services across Australia.”

RSPCA Queensland Chief Executive Officer, Darren Maier, said: “Growing our supporter base is vital for us to continue to deliver our operations and programs that see us care for and protect over 42,000 animals in Queensland every year. Jumbo’s best-in-class lottery software and demonstrated experience in growing lottery programs were instrumental in the establishment of this strategic partnership.”

The agreement includes a license fee structure in which Jumbo’s SaaS segment will receive a service fee for RSPCA’s utilisation of the “Powered by Jumbo” (PBJ) platform and an additional service fee for select technology-enabled services. The overall service fee will be calculated as a percentage of gross ticket sales from the RSPCA national lottery programme and will be in the mid to high-single digit range, reflecting the scale of the lottery programme.

The agreement is for a three year term with an option to extend for a further three years. The RSPCA national lottery programme is expected to transition to the PBJ platform in 1QFY25.

In addition, Jumbo has entered into a product reseller agreement with RSPCA, facilitating the sale of RSPCA lottery tickets on ozlotteries.

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Australia

AUSTRAC and SkyCity agree to proposed $67 million penalty

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AUSTRAC’s Chief Executive Officer, Brendan Thomas
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SkyCity Adelaide Pty Ltd (SkyCity) and AUSTRAC have filed joint submissions with the Federal Court of Australia, proposing a $67 million penalty over the casino’s contravention of the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (AML/CTF Act).

A court hearing has been set down for 7 June 2024, at which Justice Lee will consider the parties’ proposed settlement.

While AUSTRAC and SkyCity agree that a $67 million penalty is appropriate in all the circumstances, it is a matter for the court to determine the appropriate penalty.

In reaching this agreement, SkyCity has admitted that it operated in contravention of the AML/CTF Act, including that:

  • its AML/CTF Programs did not meet the requirements of the AML/CTF Act and AML/CTF Rules, in contravention of section 81.
  • it did not carry out appropriate ongoing customer due diligence with respect to certain higher risk customers and customers transacting through higher risk channels, in contravention of section 36.

“AUSTRAC took this action out of concern that SkyCity’s conduct meant that a range of high-risk practices, behaviours and customer relationships were allowed to continue unchecked for many years,” AUSTRAC’s Chief Executive Officer, Brendan Thomas said.

Mr Thomas said the action serves as an important reminder to casinos and the gaming sector to take their AML/CTF obligations seriously and be vigilant to money laundering and terrorism financing risks.

As the matter is before the court for determination, AUSTRAC is unable to comment further on the proceedings.

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