Casinos, 2027 | Merkur Acquires Casigrangi Group, Prepares Simplified Tender Offer for Société Française de Casinos

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Merkur Spielbanken Beteiligungs GmbH, a subsidiary of MERKUR.COM AG, wholly owned by the Gauselmann Family Foundation, signed a purchase agreement on 27 August 2026 enabling it to acquire from GPG Groupe Philippe Ginestet and DOFA a 95% stake in the capital of Casigrangi, holding company of the casino group known as Le Stelsia Casino. The agreement provides for a period of exclusivity in Merkur’s favour and paves the way, in due course, for a simplified tender offer for Société Française de Casinos (Euronext Paris: SFCA).

An indirect acquisition targeting control of Société Française de Casinos

Casigrangi currently holds 4,135,434 Société Française de Casinos shares, representing approximately 81.21% of SFC’s share capital and voting rights, based on a total of 5,092,470 shares and theoretical voting rights as at 31 October 2025. The price to be paid by Merkur to the Sellers would imply a look-through price of €6.19 per SFC share.

Should the transaction proceed, MERKUR will be required to file a simplified tender offer for the remaining SFC shares, at the same price of €6.19 per share, with the Autorité des marchés financiers (AMF). The remaining 5% of Casigrangi’s capital would continue to be held by DOFA and would be subject to cross put and call agreements, exercisable within an agreed period following completion of the transaction.

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Casigrangi and Le Stelsia, a network of local casinos backed by a hotel offering

Casigrangi operates, under the Le Stelsia brand, companies holding 7 small- to medium-sized casinos: 3 directly owned, in Megève, Granville and Mimizan, and 4 others held indirectly via Société Française de Casinos, in Gruissan, Port-la-Nouvelle, Collioure and Châtel-Guyon. Alongside its gaming activities, the group runs hotel, catering, entertainment and show operations, a model characteristic of the French casino sector, where hospitality and casino operations remain economically intertwined.

Société Française de Casinos, for its part, directly operates 4 casinos, in Châtel-Guyon, Collioure, Gruissan and Port-la-Nouvelle, whose activity rests mainly on table games and slot machines, supplemented by the same related hotel, catering, entertainment and show activities. The company is listed on Compartment C of Euronext Paris under ISIN code FR0010209809.

A significant premium and a tight timetable

The price of €6.19 per SFC share represents premiums of 195.9% over the volume-weighted average closing price for the 240 trading days preceding 27 August 2026, 145.2% over the 60-trading-day volume-weighted average price, and 157.9% over the closing price on that same date.

The transaction, if signed and completed, is expected to be finalised during the first quarter of 2027. The simplified tender offer could then be filed with the AMF during the first half of 2027, ahead of its opening in line with the timetable to be published by the regulator.

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Conditions precedent and deal governance

Signing of the definitive sale agreement cannot take place until mandatory information and consultation procedures with Casigrangi employees and the social and economic committee of the Casino de Gruissan have been completed. The board of directors of Société Française de Casinos will, for its part, set up an ad hoc committee to oversee the work of the independent expert appointed under Article 261-1 I of the AMF’s General Regulation, with a view to preparing a reasoned opinion on the merits of the offer for the company, its shareholders and its employees.

Completion of the transaction remains subject to customary regulatory approvals, including that of the Ministry of the Interior under Article L. 323-3 of the Code de la sécurité intérieure, as well as the completion of certain internal restructuring operations. If the conditions are met at the close of the offer, Merkur intends, at this stage, to seek a squeeze-out and delist SFC.

SFC’s financial outlook and the acquirer’s ambitions

Based on its profitable growth trajectory observed in the first half of the year and assumptions considered reasonable by its management, the SFC group expects, for the 2025-2026 financial year, gross gaming revenue of around €22.5 million, net gaming revenue of approximately €13.3 million, net revenue after levies of €14.2 million, and EBITDA of around €3.5 million. These figures constitute forward-looking statements, subject to the risks and uncertainties detailed in the group’s 2026 annual financial report.

Merkur states that it sees in Casigrangi’s track record and market expertise, combined with its own pan-European presence and technological capabilities, the conditions for a partnership aimed at strengthening and developing its presence in France, with both parties expressing their ambition to continue growing in the French gaming market.

Merkur, a pan-European gaming operator strengthening its foothold in France

Founded by the Gauselmann family, the MERKUR group, headquartered in Germany, has for almost 70 years developed games and slot machines, applications and system solutions, as well as cash management systems. It also operates amusement arcades and casinos, including on board cruise ships, and is active in sports betting and online gaming. In 2024, with more than 15,000 employees worldwide, Merkur generated annual revenue of more than €2 billion.

The transaction comes as the French land-based casino sector questions the rise of online gaming and its consequences for the economic balance of small and medium-sized establishments, a category to which most of the casinos involved in this transaction belong.

At a glance by The Hospitality Tribune

Deal: Merkur (Germany) to acquire 95% of Casigrangi, holding company of the Le Stelsia casino group, from GPG Groupe Philippe Ginestet and DOFA

Purchase agreement signed: August 27, 2026, with an exclusivity period for Merkur

Target exposure: Casigrangi holds ~81.21% of Société Française de Casinos (Euronext Paris: SFCA), 7 casinos plus associated hospitality, dining and entertainment operations

Price: €6.19 per SFC share, implying premiums of 195.9% (240-day VWAP), 145.2% (60-day VWAP) and 157.9% (closing price)

Next steps: mandatory simplified tender offer on remaining SFC shares, with a stated intent to seek a squeeze-out and delist SFC

Timeline: deal expected to close in Q1 2027, tender offer filing with the AMF anticipated in H1 2027

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