Corporate, M&A & Structuring

Why gaming M&A is different

Gaming licences are tied to a specific corporate entity and to the people behind it, not to the brand or the platform. That means a share purchase can trigger a change-of-control approval, a new shareholder above a threshold must pass fit-and-proper checks, and a group restructuring can accidentally move a licence outside the entity that is allowed to hold it. Buyers and sellers who treat a gaming deal like any other transaction discover these consequences late, when they are expensive.

We structure and run gaming transactions with the regulatory workstream built in from term sheet to closing: licensing conditions precedent, regulator notifications and approvals, and post-closing obligations.

Due diligence on gaming targets

Our regulatory due diligence answers the questions that decide a gaming deal: are the licences valid and transferable, is the target compliant with its AML and player-protection obligations, are there open enforcement matters, do the platform and content agreements survive a change of ownership, and does the group structure work in the markets the buyer wants to enter next. The result is a report you can price into the deal, not a list of caveats.

Structuring for growth: entities, groups and commercial contracts

Founders raising capital, operators entering new markets and suppliers signing with licensed partners all need a corporate structure that regulators accept and investors understand. We set up and restructure entities and cross-border groups aligned to licensing requirements, draft shareholder, investment and joint-venture agreements, and negotiate the platform, content, payment and supplier contracts that sit behind a regulated gaming business.