Lottomatica Group

Stock Symbol: LTMC | Exchange: Borsa Italiana
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Lottomatica Group: The Phoenix of Italian Gaming

I. Introduction & Episode Roadmap

On a blustery Monday morning in June 2025, something remarkable happened on the floors of Europe's trading desks. An Apollo Global Management investment vehicle quietly sold its entire remaining 21.3% stake in an Italian betting company—53.6 million shares at €22.50 apiece—raising €1.2 billion in a single block trade. The transaction led a €2.3 billion wave of European block trades as investors capitalized on the market's bounce.

The company at the center of this transaction? Lottomatica Group.

Four years earlier, Apollo had paid €950 million for what was then a hodgepodge of gaming assets called Gamenet. The secondary deals have provided EUR 1.7bn of proceeds for the sponsor, which, when combined with the smaller IPO proceeds, represents a huge return on its initial EUR 950m investment. Today, that same company commands a market capitalization exceeding €5 billion and holds approximately 31% of Italy's online casino market. In November 2024, Lottomatica was the leading online casino company in Italy, accounting for roughly 31 percent of the total gross gaming revenue (GGR) in that segment.

The central question of this story is deceptively simple: How did a private equity firm buy a legacy Italian brand for €950 million and turn it into a €4+ billion public company in just four years? The answer involves regulatory moats that would make any investor salivate, a roll-up strategy executed with surgical precision, the resurrection of one of Italy's most storied gaming brands, and a playbook that private equity textbooks will study for decades.

LTMC reached its all-time high on Jul 18, 2025 with the price of 25.24 EUR, and its all-time low was 7.36 EUR and was reached on May 31, 2023. The stock has risen from its €9 IPO price to over €20 per share—a performance that has outpaced nearly every major gaming company in Europe during the same period. The operator's valuation was €22.70 ($25.84) in mid-2025, indicating a 168% increase compared to the beginning of the IPO.

This is not merely a story about clever financial engineering. It is a story about cultural institutions, the deep relationship Italians have with games of chance stretching back to the Renaissance, and how a savvy management team and private equity sponsor recognized that in an era of fragmented regulation and cutthroat competition, owning the dominant player in Europe's largest regulated gambling market was perhaps the best possible bet they could make.

Let us trace this phoenix's flight from the ashes of corporate complexity to the pinnacle of European gaming.


II. Origins: The Birth of Italian State Gaming (1990-2002)

The roots of organized gambling in Italy stretch back far further than most people realize—all the way to the rain-slicked piazzas of Renaissance Genoa. Games of chance have existed in some format in Italy for hundreds of years, and the origins of Lotto can be traced back to Genoa in the 16th century. In the 1500s, Genoese citizens didn't simply gamble on cards or dice; they wagered on politics itself. The origins of the Lotto can be traced back to Genoa in the 1500s, where citizens bet on the names of politicians drawn for public office. When five senators were selected from a pool of 120 noblemen, the citizens would place bets on which names would emerge from the urn. Eventually, names gave way to numbers, and the 90-number format that defines Italian lottery to this day was born.

The first recorded Italian lottery was held on 9 January 1449 in Milan organized by the Golden Ambrosian Republic to finance the war against the Republic of Venice. However, it was in Genoa that Lotto became very popular.

This ancient tradition became formalized by the Italian state over centuries. Lotto was finally included in the state budget on Sunday 27th September 1863, then later expanded to incorporate another five city draws by Royal Edict in January 1864. Draws were made weekly (every Saturday) in 1871 when the Rome wheel was added, then three years later, the Bari wheel in 1874. Cagliari and Genoa wheels were added in 1939, concluding the ten city wheels still used to this day.

What emerged was something uniquely Italian: a lottery format where 11 sets of numbers are drawn: one from a national lottery wheel and another 10 numbers from wheels named after different Italian cities. Naples, Florence, Milan, Rome, Bari, Venice, Cagliari, Genoa, Palermo, Turin—each wheel carries the weight of regional identity, tying the lottery to Italy's geographic and cultural fabric in a way that would be impossible to replicate elsewhere.

Against this centuries-old backdrop, a new company was born on December 6, 1990. The company originated as Consorzio Lottomatica, an Italian lottery operator, before being acquired by De Agostini, a family-owned Italian conglomerate, which secured a majority stake in 2002. The founding was itself a complex financial arrangement bringing together some of Italy's most prominent institutions. In the 1990s, the operation of the Italian Lotto was awarded to Lottomatica, transforming it from a consortium into the exclusive technology and services partner for one of the world's largest lotteries.

Then came the pivotal moment that would set the stage for everything that followed. De Agostini, a family-owned conglomerate in Italy, acquired a majority stake in Lottomatica in 2002. In 2006, Lottomatica acquired Gtech Corporation, a Rhode Island-based lottery and gaming technology company, which it ran as a U.S. subsidiary, changing its name to Gtech S.p.A. in 2013.

De Agostini S.p.A. was not some upstart private equity fund. It was a publishing dynasty founded in 1901 by cartographer Giovanni De Agostini. Founded in 1901 in Rome, the De Agostini Group has spanned more than a century of history under the leadership of four generations of shareholders from the Boroli and Drago families. Entrepreneurship, innovation, transparency, integrity and passion are the values we hold dear.

The first step was the 2002 public tender offer for Lottomatica, a leading Italian gaming and services company, in which De Agostini purchased a majority stake. A string of acquisitions followed. The family-owned conglomerate recognized that gambling, like publishing, was fundamentally a content business—and content businesses with regulatory protection and scale advantages could generate remarkable returns.

The stage was now set for one of the most ambitious international expansions in gaming history.


III. The De Agostini Era: From Italian Lottery to Global Gaming Giant (2002-2015)

The GTech Acquisition (2006): A Bold Transatlantic Move

To understand what happened next, one must first understand GTech Corporation—a company born in the scrappy, often scandalous world of American state lottery contracting.

GTech was founded by Guy S. Snowden, Victor Markowicz and Robert Stern in 1981. The company was financed with $200,000 from the founders and an equal amount invested by the Bass Brothers, to whom Snowden had close ties, with their long-time advisor Richard Rainwater.

Richard Rainwater—the legendary investor who had built the Bass family fortune through prescient investments in oil, real estate, and Disney—saw something in the computerized lottery business that others missed. The outside investors also arranged a bank guarantee of $3 million for the fledgling company, and saw the original $200,000 investment grow to $40 million within 15 years. A $200,000 stake multiplying 200 times in 15 years—that kind of return gets noticed.

GTech's business was deceptively simple: provide the technology and services that allowed state governments to run their lotteries. GTECH created the first dedicated lottery terminal, installed the first all-radio lottery network in Mexico, and introduced Quick Pick, a popular system that randomly selects lottery numbers for players. By the early 2000s, GTech had become utterly dominant. In 2000, GTECH reported that it had won 80% of all online lottery contracts worldwide since 1996, and held about 70% of the global market in online gaming. In 2005, GTech was operating 26 of the 36 U.S. state lotteries, and the D.C. Lottery.

But GTech's ascent was not without controversy. Snowden's often sleazy, win-at-all-costs tactics have helped make Gtech the dominant force in the computerized lottery business. Now Snowden, 52, has been forced out after losing a bitter libel battle over bribery allegations by billionaire Richard Branson. One day after a London jury awarded Branson about $180,000 plus legal costs (more than $1 million), Snowden agreed to resign.

Despite this tumultuous history, GTech represented exactly what De Agostini needed: a global technology platform with unmatched scale in lottery operations. In January 2006, the transformational deal was announced. GTECH Holdings Corporation, Lottomatica, S.p.A., the license holder for the Italian National Lottery, and the De Agostini Group announced the signing of a definitive agreement under which GTECH merged into Lottomatica in a cash transaction valued at approximately $4.8 billion, including the assumption of debt. This transaction created one of the world's leading gaming solutions providers.

Lottomatica acquires GTech Holdings (taking its name), a NYSE-listed company and a leader in the U.S. lottery industry. The deal, one of the largest acquisitions of an Italian company in the U.S. market, creates one of the world's most prominent groups in the lottery and gaming industry, with a significant presence in all international markets.

Lorenzo Pellicioli, the CEO of De Agostini, captured the strategic logic: "Since investing in Lottomatica in 2002, we have looked for ways to assist the company in developing an international footprint within the gaming industry. This merger enhances the long-term potential of our investment by creating a global gaming platform, with diverse revenue streams, quality customer relationships and leading-edge technological capabilities."

The IGT Merger (2015): Becoming a True Global Giant

If the GTech acquisition was bold, what came next was audacious. By 2014, Lottomatica (now operating under the GTECH name in the United States) had its sights set on an even larger prize: International Game Technology, the world's largest slot machine manufacturer.

In April 2015, Gtech acquired American company International Game Technology (1975–2015), the world's largest slot machine manufacturer, for $6.4 billion, including $4.7 billion in cash and $1.7 billion in assumed debt. The companies combined under a new holding company based in the United Kingdom.

The strategic rationale was convergence. Video lottery terminals had blurred the line between traditional lotteries and casino gaming. The combined entity would be able to offer governments and commercial customers every type of gaming solution imaginable.

GTECH S.p.A. and International Game Technology today announced the completion of the combination of their businesses, creating a global leader in delivering innovative end-to-end solutions across the full spectrum of regulated gaming. The combined company's name is International Game Technology PLC ("IGT"). It began trading today on the New York Stock Exchange under the ticker symbol 'IGT'.

IGT has approximately $6 billion in revenues and more than 13,000 employees. International Game Technology PLC (IGT), formerly Gtech S.p.A. and Lottomatica S.p.A., is a multinational gambling company that produces slot machines and other gambling technology. The company is headquartered in London, with offices in Rome, Providence, Rhode Island, and Las Vegas. It is controlled, with a 42 percent stake, by De Agostini, which had acquired a majority stake in Lottomatica in 2002.

In just over a decade, what started as an Italian lottery operator had become a global gaming colossus. But within this giant lay the seeds of a future transformation—the Italian B2C business that would eventually be carved out and reborn as today's Lottomatica Group.


IV. The Strategic Pivot: IGT Divests the Italian B2C Business (2019-2021)

The Critical Inflection Point

By the late 2010s, IGT had become a sprawling empire—perhaps too sprawling. The company's portfolio spanned lottery technology, slot machine manufacturing, interactive gaming platforms, and Italian consumer-facing betting operations. For a company trying to serve government lottery clients around the world, operating competing consumer gambling businesses created potential conflicts and distracted management attention.

IGT's leadership made a fateful decision: refocus on the core global lottery operations and technology businesses where the company had unassailable competitive advantages. The Italian B2C operations—sports betting, gaming machines, and online gambling—would be sold.

The divestiture was announced on December 6, 2020—exactly 30 years to the day after Lottomatica's original founding. Gamenet Group SpA signs an agreement for the acquisition of 100% of the investment held by International Game Technology PLC through Lottomatica Holding Srl in Lottomatica Scommesse Srl and Lottomatica Videolot Rete SpA, among the leading operators in the Italian B2C market respectively of online, sports betting and gaming machines.

The deal was structured with characteristic private equity ingenuity. The agreement was worth €950m, with €725m paid at closing. A further €100m was due on 31 December 2021, while the other €125m was payable on 30 September 2022. This staggered payment structure allowed the buyer to fund the acquisition partly through operating cash flows generated by the acquired businesses.

Enter Apollo Global Management

The buyer was Gamenet Group, but behind Gamenet stood Apollo Global Management—one of the most influential private equity firms on the planet.

Apollo Global Management, Inc. is an American asset management firm that primarily invests in alternative assets. As of 2025, the company had $840 billion of assets under management. Apollo was founded in 1990 by Leon Black, Josh Harris, and Marc Rowan, former investment bankers at the defunct Drexel Burnham Lambert. The company is headquartered in the Solow Building in New York City.

Apollo had actually acquired Gamenet itself in October 2019, positioning the firm perfectly for this transformational deal. Apollo bought the company, then Gamenet, in October 2019 for EUR 950m from International Game Technology.

Michele RabĂ , Partner at Apollo Management International, articulated the vision: "I am very excited about this transformational acquisition, backed by a significant equity injection from Apollo, which will make Gamenet Group the Italian gaming champion and one of the leading European players in the sector."

On May 11, Gamma Bidco SpA announces that Gamenet Group SpA has consummated the acquisition of 100% of the participation held by International Game Technology PLC through IGT Lottery SpA in Lottomatica Scommesse Srl and Lottomatica Videolot Rete SpA, leading B2C operators respectively of online/sports betting and gaming machines in the Italian market. Concurrent with the closing of the acquisition, Gamenet Group has been renamed Lottomatica.

This was no mere name change—it was a strategic masterstroke. The Lottomatica brand carried decades of heritage identity with the Italian public. Apollo recognized that in a market where advertising restrictions made brand building extraordinarily difficult, owning a brand already embedded in the national consciousness was worth far more than the financial assets alone.

The transaction closed in May 2021. A new Lottomatica had risen from the corporate restructuring, and Apollo had acquired one of the most formidable competitive positions in European gambling.


V. The Apollo Playbook: Building Italy's Gaming Champion (2019-2023)

The Gamenet Foundation

Before the Lottomatica acquisition, Apollo had already begun assembling the pieces of an Italian gaming empire through Gamenet. The company's history reveals a pattern of disciplined consolidation that would accelerate dramatically under Apollo's ownership.

On December 6, Gamenet Group made its debut on the STAR segment of the Mercato Telematico Azionario, organised and managed by Borsa Italiana S.p.A. The IPO ended with the placement of 10.5 million shares (totalling 35% of the share capital, including the over-allotment option) at a price of 7.5 euros per share and an initial market capitalization equal to 225 million euros.

From that €225 million market capitalization in December 2017, Gamenet pursued aggressive growth. Gamenet Group, listed on the STAR segment of the Mercato Telematico Azionario organized and managed by Borsa Italiana S.p.A. announces that Gamenet S.p.A., a wholly-owned subsidiary of the Issuer, has signed a binding contract for the acquisition of 100% of the share capital of GoldBet, an authorized gaming and betting company in Italy. GoldBet operates a physical network of 990 betting shops and also holds the concession for the collection of "online" games and bets.

CEO Guglielmo Angelozzi commented: "Through this strategic transaction, Gamenet Group makes, after the acquisition of the Italian assets of Intralot Group in 2016, a further significant dimensional leap, which allows to assume a leading position in the gaming sector in Italy, particularly in the sports betting sector in which the Group will have the largest sports betting network in the country, with over 1,700 points of sale."

Then came Apollo's pivotal move. On October 22nd, 2019 Gamma Bidco S.r.l. (now Gamma Bidco S.p.A.), a company formed on behalf of funds managed by Apollo Management IX, L.P, enters into two separate share purchase agreements with TCP and Intralot and, on December 16th completes the acquisition.

Roll-Up Strategy Execution

With Apollo's backing, the pace of consolidation accelerated dramatically. The €950m deal for IGT's Italian B2C operations completed in May 2021. That same year, casino operator Betflag was acquired for €310m in November. Lottomatica also acquired fellow Italy-facing brand Betflag in 2022 for €310m as part of its efforts to dominate the market.

The renamed Lottomatica emerged as a colossus. With approximately €1.6 billion of revenues and €22 billion of wagers managed in 2019 on an aggregated basis, the new Lottomatica became the market leader in the Italian regulated gaming market. The acquisition transformed the landscape of Italian gambling, as GameNet took the heritage name of Lottomatica to become the biggest land-based operator. As such, a new look Lottomatica operates a franchise network of 3,000 betting points, 1,400 gaming halls, 13,600 tobacconists/bar gaming machines and 120 gaming venues.

What made Apollo's approach particularly sophisticated was its treatment of the transaction as a template for future value creation. The sponsor's Lottomatica disposal in particular serves as a model for how to use ECM to quickly and efficiently sell down portfolio companies.

The key insight was that in regulated gambling markets, scale creates compounding advantages: better negotiating power with content providers, more efficient compliance operations, stronger brand recognition (particularly critical in markets with advertising restrictions), and superior technology platforms that smaller players cannot afford to develop.

Every acquisition was evaluated not just on standalone financial metrics, but on its contribution to this virtuous cycle of market leadership.


VI. Return to Public Markets: The 2023 IPO

The morning of May 3, 2023, Guglielmo Angelozzi, Lottomatica's CEO, rang the opening bell at Euronext Milan. The occasion marked a remarkable moment in European capital markets history.

Lottomatica raised the highest amount of funds through an IPO in Europe in 2023 to date. Guglielmo Angelozzi, CEO of Lottomatica, said: "We are very happy with this result. This is the largest IPO in Italy in the last 18 months. Today opens a new phase for the growth of our Group, which will be able to count on an even stronger balance sheet and additional investors to accompany its future development programs."

In the placement phase, Lottomatica raised €600 million. In case of the full exercise of the over-allotment option, the total amount raised will be €690 million.

Yet the offering came at a steep discount. Apollo listed the company in April 2023 at a steep discount to Entain, seen at the time as its closest listed peer. The deal was a mostly primary affair, with Apollo only selling 19.4 million shares, including a greenshoe, according to Dealogic, worth around EUR 174.6m at the offer price of EUR 9 a share.

The decision to price at €9—the bottom of the target range—reflected Apollo's characteristically long-term thinking. This is the right moment in Lottomatica's life cycle for Apollo to open up capital to the market, in order to allow the company to further accelerate its development program, maximizing value creation in the medium to long term.

Andrea Moneta, Chairman of Lottomatica Group and senior advisor for Italy of Apollo Global Management, said: "We are very happy to list Lottomatica Group on Euronext Milan about 3 years after the initial investment. Thanks to an excellent work by the management and all the people of the Group, since then the company has grown more than 3 times in terms of EBITDA, both through organic growth and M&A."

Lottomatica With about €26 billion of PF bets and €1.46 billion of PF revenues in FY 2022, Lottomatica is the largest player in the Italian gaming market based on revenues. As of December 31, 2022, Lottomatica has a customer base of 1.2 million online customers and distributes its gaming products across approximately 18,000 points of sales.

The initial market reaction was tepid. The offering was priced at the bottom of its target range (€9 per share) and initially stumbled — shares dropped 8% to €8.28 on debut. But Apollo knew something the market didn't fully appreciate: once Lottomatica proved itself through earnings, the valuation gap would close.

Since then, however, the stock has staged a dramatic comeback. At the time of writing, Lottomatica shares were trading at €22.68, representing a 168% increase since IPO.

The IPO illustrated a crucial lesson about private equity exits: sometimes accepting a lower initial valuation and retaining a significant stake creates more value than extracting the maximum possible price at listing. Apollo would continue to sell down through a series of block trades, each at progressively higher prices as the company's execution de-risked the investment thesis.


VII. Post-IPO Expansion: The Consolidation Continues (2023-Present)

The SKS365 Acquisition

Even before the IPO ink had dried, Lottomatica was hunting for its next transformational deal. On November 2, 2023, the company found it.

The operator acquired SKS365, since rebranded to PWO, in April 2024 for €639m, in what was a significant move in Italy and has helped drive Lottomatica's online market share in Italy to 30.9% as of Q4 2024. First announced in November 2023, Lottomatica was able to fend off interest from Flutter and Playtech to secure the Italy-facing operator, which valued the Planetwin365 parent company at 8.7x its full-year 2023 EBITDA, pre-synergies.

The acquisition added the Planetwin365 online brand, B2B payments business PlanetPay365, and a retail footprint of approximately 1,000 sports betting outlets to Lottomatica's already substantial empire. The integration proceeded ahead of schedule. Now referred to as PWO by Lottomatica, integration by the operator has been completed sooner than anticipated. As such, Lottomatica said synergies are being delivered ahead of schedule. Two-thirds of synergies from the acquisition are expected to be realised in 2025, with PWO now fully operational on the group's proprietary platform.

Record Performance

The financial results have validated the strategy spectacularly. In 2024, Lottomatica Group's revenue was 2.00 billion, an increase of 22.80% compared to the previous year's 1.63 billion.

Total revenue reached €2.00bn in the one-year period ending 31 December, rising 22% from the same period the previous year. The Italian gaming giant's market share in online gaming reached an all-time high of 30.9% in Q4 2024, while its iSports and iGaming segments saw market shares of 32.3% and 30.6%, respectively.

For the first half of 2025, Lottomatica reported total bets of €21.8 billion, representing a 21% increase from H1 2024. This translated to gross gaming revenue (GGR) of €2.36 billion (+13%) and total revenues of €1.13 billion (+21%). Adjusted EBITDA for H1 2025 reached €422 million, a 33% increase year-on-year, with margins expanding from 34.1% to 37.4%.

The achievement of a major milestone came in June 2025. Lottomatica Group S.p.A. has been included in the STOXX Europe 600 Index, effective from June 23, 2025. This inclusion marks a significant milestone for Lottomatica, enhancing its visibility and credibility in the European market.

In the Q1 of 2025, the group achieved an adjusted EBITDA of €220.5 million. This marked a 47.5% increase compared to the results of the previous year. Additionally, the EBITDA margin increased from 34% to 37.6%.

The company achieved a record-high market share of 32.0% in September 2025, up from 30.3% in the same month last year.

CEO Guglielmo Angelozzi announced that Lottomatica's focus in 2025 will be sustained expansion across all verticals and accelerating the shift to digital, particularly through its omnichannel strategy. The company also addressed investor concerns by announcing a planned share buyback and dividend payment, demonstrating its long-term confidence.

By September 2025, Lottomatica is included in the FTSE MIB index, the main benchmark of the Italian stock market, which represents the country's 40 most liquid and highly capitalized stocks.


VIII. Understanding the Italian Gaming Market

Market Structure & Scale

Italy represents one of the most significant gambling markets globally, and understanding its dynamics is essential to grasping Lottomatica's competitive position.

Long a pillar of European gaming, Italy has recently overtaken the UK as the continent's largest gambling market by gross gaming revenue (GGR), with estimates placing its 2024 revenues at over €21.6 billion.

The relative stability in Italy's gambling market over the last decade has paid dividends for the industry, with total GGR hitting €21.6 billion in 2024 – up 4.4% from the year before.

Italy's online gambling sector continues to accelerate at a double-digit momentum as the latest statistics indicate that the market reached a GGR size of €5bn in 2024. Though yet to be confirmed by ADM, Italy's Customs and Monopolies Agency, the 2024 result of €5bn indicates an 11% year-on-year GGR increase from the 2023 total of €4.5bn. GGR growth reflects a 12% increase in Italian online gambling wagering, as total turnover rose from €65bn to €73bn in 2024.

In 2024, the total amount played was over 157 billion euros, an increase of 6.5% compared to the previous year. The gaming market in Italy is therefore one of the largest in Europe, with continuous growth both in terms of overall revenue and digital penetration.

The Regulatory Moat

The most critical factor shaping the Italian gaming market—and Lottomatica's dominant position within it—is the regulatory framework. Italy's gambling regulations have evolved to create what amounts to a structural moat around established operators.

All existing online gambling licenses expired on December 31, 2024, but under the 2025 Budget Law, a one-year extension was granted to allow operators to continue functioning while a new tender process was launched. That tender, opened by Italy's gaming regulator ADM (Agenzia delle Dogane e dei Monopoli), marked a radical departure from previous licensing rounds. In a clear signal of the government's intent to professionalize and consolidate the market, ADM limited the number of available online licenses to just 50, each priced at a staggering €7 million for a nine-year term.

The initial cost of obtaining an online licence now stands at €7 million, compared to just €200,000 seven years ago. This represents a 35-fold increase in standard fees—an unmistakable signal that the government intends to reduce the number of market participants.

"There are very small companies that were able to operate in a market that was [worth] €4 billion at the time, now €5 billion, with an investment of €250,000," according to industry experts. "The regulator decided that this is not acceptable. You don't want to put a delicate operation like this in the hands of a company without financial strength."

Industry experts expect the number of licensed operators to fall from over 80 to approximately 30-35 by the end of 2025. This will likely concentrate more than half the country's online gambling revenue in the hands of just four or five major players.

As well as shelling out €7 million per vertical and per brand, online sports betting and online casino operators will pay 24.5% and 25.5% tax on GGR respectively. Operators are also subject to an annual fee set at 3% of GGR and must spend at least 0.2% of their GGR on responsible gambling campaigns – capped at €1 million.

Management also noted that 7-10% of market share is potentially available for redistribution after November, presenting additional growth opportunities.

The implications for Lottomatica are profound. Every small operator forced out of the market represents potential customers flowing to the remaining licensed players. With the largest brand portfolio and distribution network in Italy, Lottomatica is positioned to capture a disproportionate share of this consolidation windfall.


IX. Business Model Deep Dive

Three Operating Segments

Lottomatica Group S.p.A., together with its subsidiaries, operates in the gaming market in Italy. The company operates through Online, Sports Franchise, and Gaming Franchise segments. The Online segment provides a range of online games, such as sport betting, virtual betting, horse betting, online casino games, bingo, poker, betting exchange, and skill games through the GoldBet.it, Better.it, Lottomatica.it, Betflag.it, Totosì.it, and Planetwin365.it websites. The Sports Franchise segment offers various retail offerings, such as sports betting, virtual betting, and horserace betting under the GoldBet, Intralot, Better, and Planetwin365 brands. The Gaming Franchise segment engages in the management of gaming halls and concession activities for video lottery terminals and amusement with prize machines.

Distribution Network & Scale

The scale of Lottomatica's physical distribution network is staggering. The company offers safe and engaging gaming experiences across various channels, supported by approximately 2,700 employees and a large franchising network. As of the end of 2024, Lottomatica had over 2 million online customers and distributed its products through about 17,800 points of sale.

This omnichannel presence is particularly valuable in Italy, where advertising restrictions on gambling make brand building extraordinarily difficult. The Italian market maintains a low online penetration of 21%, which Flutter International seeks to capitalise on through its tier-1 portfolio. "Greater digital adoption is expected to drive online market growth at a compound rate of approximately 10% over the next three years. Local advertising restrictions and the prevalence of online deposits/withdrawals via retail outlets provide omni-channel operators with an opportunity to maximise growth."

M&A Philosophy

CEO Guglielmo Angelozzi has articulated a sophisticated framework for evaluating potential acquisitions. "We consider them on the basis of value creation, but we also look at promising, interesting accretive international deals with a clear framework: Europe, B2C, no lotteries, regulated."

"With M&A, we are going to keep our disciplined approach, measured on value creation and benchmarked against share buybacks," Angelozzi said. "We have a very selective approach, and we are committed to it."

Over the past five years, Angelozzi revealed, the group identified 57 targets for possible M&A. However, it elected to proceed with just three deals, despite having completed due diligence on 14 potential agreements. The three that completed were all in Italy, including SKS365, now PWO.


X. Apollo's Investment Masterclass

The Returns Story

Apollo's Lottomatica investment represents one of the most successful private equity transactions in European gaming history. The mathematics are remarkable.

Apollo bought the company, then Gamenet, in October 2019 for EUR 950m from International Game Technology. It listed the company in April 2023 at a steep discount to Entain, seen at the time as its closest listed peer. The deal was a mostly primary affair, with Apollo only selling 19.4 million shares, including a greenshoe, according to Dealogic, worth around EUR 174.6m at the offer price of EUR 9 a share.

The secondary deals have provided EUR 1.7bn of proceeds for the sponsor, which, when combined with the smaller IPO proceeds, represents a huge return on its initial EUR 950m investment. This includes three block trades in Italian gaming company Lottomatica.

The final exit came in June 2025. Apollo Global Management Inc. investment vehicle sold its entire 21.3% stake in Italian betting firm Lottomatica Group Spa on Monday, leading a €2.3 billion ($2.7 billion) wave of European block trades. Apollo's Gamma Intermediate sold 53.6 million shares for €22.50 apiece, raising €1.2 billion.

In total, Apollo invested approximately €950 million and received proceeds exceeding €2.9 billion—a return of more than 3x in roughly six years, achieved in a complex, regulated industry during a period that included a global pandemic.

As of June 17, following the disposal of Apollo's entire remaining stake, Lottomatica fully assumes the characteristics of a public company.

The success reflects several Apollo hallmarks: "Shapiro maintains direct relationships with mutual funds, hedge funds, and bank equity desks, engaging public investors soon after acquisition to build credibility and surface early feedback. Market participants describe Apollo as constructive and active, often willing to adapt terms to suit market conditions."


XI. Porter's 5 Forces & Hamilton's 7 Powers Analysis

Porter's 5 Forces

1. Threat of New Entrants: LOW

The regulatory changes in Italy have erected formidable barriers to entry. ADM limited the number of available online licenses to just 50, each priced at a staggering €7 million for a nine-year term. To qualify, applicants had to meet strict criteria: minimum revenue thresholds, proven technical infrastructure, and robust anti-money laundering (AML) protocols. They also had to demonstrate compliance with Italy's strict responsible gaming regulations.

"The reform has brought the price of the licence to a normal level," industry experts note. "The previous price – how cheap it was – that was the abnormal part. Add to that the stricter requirements and the fact that, to be successful in Italy, you need to be omnichannel. All of that has created natural selection in favour of larger corporations."

2. Bargaining Power of Suppliers: MODERATE

Gaming content providers have alternatives across European markets, and technology platform providers retain some leverage. However, Lottomatica's scale provides significant negotiating power. The company has invested heavily in proprietary technology, reducing dependence on external suppliers.

3. Bargaining Power of Buyers: LOW-MODERATE

Individual customers have low switching costs within licensed operators, but several factors create stickiness: brand trust (particularly important given advertising restrictions), user experience, and the integration of retail and online experiences. Lottomatica's multi-brand strategy allows it to capture different customer segments without cannibalizing its own business.

4. Threat of Substitutes: MODERATE

Unlicensed offshore operators represent a substitution threat, though Italian regulators have been aggressive in blocking unauthorized platforms. These fiscal changes were paired with heightened enforcement against illegal operators. In 2023 and 2024, ADM blocked nearly 10,000 unauthorized online platforms and carried out over 19,000 inspections.

5. Competitive Rivalry: MODERATE-HIGH (but consolidating)

Mergers and acquisitions have already begun to reshape the landscape. Most notably, Flutter Entertainment, owner of FanDuel and Paddy Power, agreed in 2024 to acquire Snaitech for €2.3 billion, adding to its existing Italian holdings that include Sisal. The combined entity will control a commanding share of Italy's digital and retail gambling revenue.

On completion, Flutter will assume the gold medal position in Italy with a ~30% online share when combined with its existing Italian business, which will deliver efficiency benefits in a key market for the Group.

The Italian market is evolving toward a duopoly structure—Lottomatica and Flutter—with a long tail of smaller operators.

Hamilton's 7 Powers Analysis

Scale Economies: Present. Lottomatica benefits from spreading technology development, compliance, and marketing costs across a larger revenue base than competitors.

Network Effects: Weak. Unlike social gaming platforms, traditional gambling does not exhibit strong network effects.

Counter-Positioning: Present. Lottomatica's omnichannel model—integrating online, retail betting, and gaming machines—represents a different strategic approach than pure online players.

Switching Costs: Moderate. Customer accounts, loyalty programs, and familiar interfaces create some friction.

Branding: Strong. The Lottomatica brand carries decades of heritage recognition. Multiple sub-brands (GoldBet, Betflag, Planetwin365) allow targeting different customer segments.

Cornered Resource: Present. Historical gaming concessions and the largest retail distribution network in Italy cannot be easily replicated.

Process Power: Emerging. The company's integration capabilities—demonstrated in acquisitions of IGT B2C, Betflag, and SKS365—represent institutional knowledge that improves with each transaction.


XII. Key Metrics for Investors

For investors tracking Lottomatica's ongoing performance, three KPIs stand out as most critical:

1. Online Market Share (%) This metric captures the company's competitive position in the fastest-growing segment of the Italian market. The company achieved a record-high market share of 32.0% in September 2025, up from 30.3% in the same month last year. Tracking quarterly market share trends reveals whether Lottomatica is gaining ground against Flutter and smaller competitors, or ceding territory.

2. Adjusted EBITDA Margin (%) As a capital-intensive business with significant technology and compliance costs, margin expansion signals operational leverage. Adjusted EBITDA for H1 2025 reached €422 million, a 33% increase year-on-year, with margins expanding from 34.1% to 37.4%. The trajectory of this margin—particularly as acquired businesses are integrated—indicates management execution quality.

3. Net Debt / LTM Adjusted EBITDA (Leverage Ratio) The company's net financial debt stood at €1,809 million as of June 30, 2025, resulting in a leverage ratio of 2.1x (net financial debt to last twelve months run-rate adjusted EBITDA). This ratio determines the company's capacity for future M&A while maintaining financial flexibility. Management has demonstrated disciplined capital allocation, and this ratio serves as a guardrail.


XIII. Bull Case vs. Bear Case

Bull Case

The bull case for Lottomatica rests on several reinforcing factors:

Regulatory Consolidation Tailwind: As smaller operators exit the market due to increased licensing costs, Lottomatica stands to capture the largest share of displaced customers. The new nine-year license structure provides unprecedented visibility into the competitive landscape.

Digital Transition at Early Innings: Italy's online penetration of approximately 21% significantly trails mature markets like the UK. As digital adoption accelerates, Lottomatica's omnichannel infrastructure positions it to capture this migration.

Proven M&A Execution: Management has demonstrated the ability to identify, acquire, and integrate targets while achieving synergies ahead of schedule. The integration of PWO is proceeding according to plan, with platform migration completed and 85% of the targeted €87 million in synergies already secured.

Index Inclusion: Entry into the STOXX Europe 600 and FTSE MIB indices creates structural demand from passive investors and increases liquidity, potentially supporting valuation multiples.

Bear Case

Regulatory Risk: Italy's gambling regulations have historically been subject to political interference. Changes in tax rates, advertising restrictions, or licensing terms could impact profitability.

Competition from Flutter: Flutter has completed the acquisition of Snaitech S.p.A. for an enterprise value of €2.3 billion, enhancing its market position in Italy's regulated market. The acquisition is expected to increase Flutter's online market share in Italy to approximately 30%. The emergence of a well-capitalized competitor with global scale and technology advantages intensifies competitive pressure.

Concentration Risk: Lottomatica derives nearly all revenue from Italy. Economic downturns, changes in consumer sentiment toward gambling, or regulatory shifts in a single market could disproportionately impact results.

Acquisition Integration Risk: While past integrations have succeeded, larger or international acquisitions could prove more challenging. "On the market share for PWO, I mean, we're now at around 6% of total online. We were at 7%, a bit north of 7% pre-migration." The temporary market share loss during platform migration illustrates integration risk.


XIV. Conclusion: The Phoenix Takes Flight

The Lottomatica story defies easy categorization. It is simultaneously a tale of ancient Italian traditions meeting modern financial engineering, of regulatory complexity creating competitive moats, and of private equity value creation at its most effective.

Guglielmo Angelozzi started his journey in Lottomatica (Gamenet at the time, owned by Trilantic Capital Partners) in August 2014 as Chief Executive Officer of the Group. He led the development of the Company and the entry of the Group into the sports betting and online sector through the acquisition of the Italian activities of Intralot, the listing on the STAR segment of the Milan Stock Exchange in 2017, and the acquisition of GoldBet. With the acquisition of the group by Apollo Global Management and the subsequent delisting of the Company in 2020, he continued as CEO of the group, which expanded through the acquisition of IGT's non-lotteries gaming activities in Italy, Betflag and SKS365.

On 2 July 2025, Guglielmo Angelozzi has been appointed also as Executive Chairman of Lottomatica. The group, listed on Euronext Milan of Borsa Italiana since May 2023, is today the leader in the gaming market in Italy, having grown over the past ten years from approximately €60 million to around €700 million in EBITDA.

From €60 million to €700 million in EBITDA over a decade—that is the measure of what disciplined execution, strategic acquisitions, and favorable market dynamics can achieve.

Looking ahead, the Italian gaming market continues to evolve. The online sector could generate more than €5.5 billion in GGR per year once the new regime is fully implemented — around March 2026. Experts estimate that once the transition is complete, 30 to 35 companies will dominate the regulated market, with a few generating 80% of online GGR.

Lottomatica enters this new era from a position of strength. It holds the largest market share, operates the most extensive distribution network, owns the most recognized brand portfolio, and has the management team with the best track record of M&A execution in Italian gaming.

Group CEO Guglielmo Angelozzi, commented: "2024 marked an outstanding year for our Group, in which we consolidated our leadership position across all segments and brands. We exceeded expectations set at the beginning of the year and subsequent upgrades, with revenues of €2.04bn and Adjusted EBITDA of €739m."

The phoenix has risen. Whether it continues to soar will depend on execution, competitive dynamics, and the ever-present wildcards of regulation and economic cycles. But for now, Lottomatica stands as one of the most compelling examples of private equity-driven value creation in European markets—a heritage brand reborn as a modern gaming champion.


Myth vs. Reality Box

Consensus Narrative Reality Check
"Italian gambling market is mature and slow-growing" Online GGR grew 17% to €5bn in 2024; overall market grew 4.4% to €21.6bn
"Apollo extracted maximum value at IPO" Apollo deliberately priced low (€9), retained majority stake, sold progressively higher—total proceeds exceeded €2.9bn on €950m investment
"Advertising restrictions hurt all operators equally" Omnichannel operators with retail presence gain competitive advantage; brand recognition matters more when advertising is restricted
"Regulatory consolidation is negative for incumbents" €7m license fees force out smaller players, concentrating market share among well-capitalized leaders like Lottomatica
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Last updated: 2025-11-27

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