Penn Entertainment, Inc. · NASDAQ:PENN
Penn Entertainment — Merger or Acquisition (August 2023)
13 slides from Penn Entertainment's merger presentation, Aug 8, 2023
Slide 1: Strategic Alliance
STRATEGIC ALLIANCE August 8, 2023
Slide 2: Forward-Looking Statements
v 2 FORWARD-LOOKING STATEMENTS This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the use of forward-looking terminology such as “expects,” “believes,” “estimates,” “projects,” “int
Slide 3: Non-GAAP Financial Measures
v 3 NON-GAAP FINANCIAL MEASURES The Non-GAAP Financial Measures used in this press release include Adjusted EBITDA. This non-GAAP financial measure should not be considered a substitute for, nor superior to, financial results and measures determined or calculated in accordance with GAAP. We define A
Slide 4: ESPN Bet: The Future of Sports Media & Betting
v 4 ESPN BET: THE FUTURE OF SPORTS MEDIA & BETTING Efficient customer acquisition through exclusive ESPN access & deep integrations Exclusive & Integrated Combination of leading gaming operator and #1 U.S. sports media platform Synergistic Relationship ESPN Bet’s success is mutually beneficial throu
Slide 5: Highly Synergistic Relationship
v 5 HIGHLY SYNERGISTIC RELATIONSHIP Leading Gaming Platform 1 Cutting-Edge Proprietary Tech 2 Best-in-Class Operators 3 Robust Market Access 4 27 Million Customer Database 5 Omni-Channel Cross-Sell Leading Sports Media & Content Platform 1 #1 Sports Brand in the U.S. 2 Marquee Sports Programming 3 E
Slide 6: Exclusive Access to the #1 Sports Media Brand
v 6 Source: Public filings. Note: All stats are for calendar year 2022. (1) Includes Instagram, TikTok, Twitter and Facebook. EXCLUSIVE ACCESS TO THE #1 SPORTS MEDIA BRAND 25mm+ ESPN+ Subscribers 100mm+ Monthly Digital Uniques 11mm Fantasy App Uniques 370mm+ Social Media Followers Premier Rights Por
Slide 7: Best-in-Class User Experience
v 7 Scalable, Fully-Owned Tech BEST-IN-CLASS USER EXPERIENCE Player Account Management Promotional Engine Risk & Trading Engine Expansive Product / Betting Offering Deep Media & Betting Integration Bespoke Hyper-Personalized Promos x
Slide 8: Clear Path to Online Sports Betting Podium
v 8 CLEAR PATH TO ONLINE SPORTS BETTING PODIUM Structured to execute on built-in advantages to achieve podium position in highly compelling Online Gaming business x Source: Internal information. Brand Affinity Customer Reach / Fantasy Database Tech / Product Media Integrations • Strongest sports bra
Slide 9: Significant Value Creation Opportunity
v 9 $0.5 $0.7 $1.0 SIGNIFICANT VALUE CREATION OPPORTUNITY (1) Assumes blended EBITDA margin (% of Gross Gaming Revenue) of 16%, 17%, 18% on 10%, 15%, 20% Online Sports Betting market share cases, respectively. Figures are rounded to the nearest $100 million. Includes other Interactive segments, incl
Slide 10: Transaction Structure & Key Terms
v 10 Governance / Equity Incentives Commercial Agreement Transaction TRANSACTION STRUCTURE & KEY TERMS (1) At the end of year 3, both parties have the right to terminate the agreement if U.S. OSB market share is below a certain threshold. Agreement includes certain other termination rights. If termi
Slide 11: Highly Aligned Incentives
v 11 HIGHLY ALIGNED INCENTIVES Tranche (1) Tranche A Tranche B Tranche C Strike Price (3) Shares (mm) (2) ∼12.7 ∼12.8 ∼6.3 $26.08 $29.99 $32.60 Tranche (4) 20% Mkt. Share (6) 22.5% Mkt. Share (6) 25% Mkt. Share (6) Strike Price (5) Shares (mm) ∼1.9 ∼1.9 ∼2.5 $28.95 $28.95 $28.95 Performance Warrants
Slide 12: ESPN Bet: The Future of Sports Media & Betting
v 12 Best-In-Class Tech Stack Providing Unmatched User Experience Exclusive Access & Integrations With #1 Sports Media Brand Synergistic Alliance Between Industry Leaders ESPN BET: THE FUTURE OF SPORTS MEDIA & BETTING Significant Value Creation Opportunity Across Portfolio Highly Aligned Incentives
Slide 13: Entertainment
ENTERTAINMENT
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