Entain offloads 20% CEE stake to clear debt

• Entain has agreed to sell a 20% stake in Entain CEE to joint venture partner EMMA Capital for approximately €425m, implying a €2.1bn enterprise value.
• Completion is expected in Q4 2026, subject to regulatory approvals, with net proceeds directed at reducing Entain’s outstanding debt.
• Entain continues to evaluate all options for a full exit, with future proceeds targeted at bringing group leverage below 3x.

Entain plc has agreed to sell a 20% stake in its Central and Eastern European joint venture, Entain CEE, to existing partner EMMA Capital for approximately €425m (£366m).

The deal marks the opening phase of a planned full exit from the business, which operates Polish sportsbook STS and Croatian operator SuperSport.

Counting the stakes

Upon completion, Entain’s shareholding in Entain CEE will fall from 67.5% to 47.5%, with EMMA Capital’s stake rising from 22.5% to 42.5%. The Juroszek family foundations maintain their existing 10% holding.

Under a separate voting agreement, the Juroszek family will assign full voting rights to EMMA on completion, giving the Czech investment group effective majority control of the joint venture. The family will also receive a put option over their 10% holding, exercisable in three tranches across three years.

The transaction is expected to close in Q4 2026, subject to regulatory approvals. Total consideration of €425m comprises €395m payable at completion, plus a further amount in early 2027 reflecting FY26 financial performance. The deal implies an enterprise value of €2.1bn for Entain CEE, at approximately 10x EBITDA.

Stella David, CEO of Entain, said:

“Our initial divestment is a decisive first step towards Entain fully exiting Entain CEE and reflects our ongoing focus on maximising value for shareholders. This enables us to unlock the value created by our Croatian and Polish businesses’ and demonstrates our robust capital allocation discipline.”

Debt in the crosshairs

Net proceeds will be applied directly to Entain’s outstanding debt, with the group estimating an annualised interest saving of approximately £20m. The transaction also resolves a £587.4m balance sheet liability related to existing Entain CEE put options, which are extinguished on completion.

The deal formalises what had been anticipated following earlier coverage of Entain exploring options for the joint venture. The UK’s remote gaming duty rose to 40% in April 2026, placing immediate margin pressure on online casino products.

A further increase in online sports betting duty to 25% takes effect from April 2027. Entain has estimated the combined changes will add approximately £200m in annualised costs.

Adjusted net debt stood at £3.64bn at end-2025. A full exit from Entain CEE is expected to reduce group reported leverage below 3x, with any excess capital returned to shareholders.

The board confirmed the transaction constitutes a related party transaction under UK Listing Rule 8.2.1R, given Mateusz Juroszek’s directorship of Entain CEE. Morgan Stanley advised that the terms are fair and reasonable for Entain shareholders. Merrill Lynch International and Moelis & Company UK are also acting as financial advisers to the group.

Numbers redrawn

Following completion, Entain CEE will no longer be fully consolidated into the group’s financial statements. As a minority shareholder, Entain will recognise its share of CEE profits and dividends until a full exit is achieved.

Entain has revised its FY26 Online EBITDA margin guidance to 21–22%, down from a prior forecast of 23–24% which included Entain CEE. The group maintains its expectation of 5–7% FY26 Online NGR growth on a constant-currency, like-for-like basis.

It remains comfortable with market consensus for FY26 Group Underlying EBITDA, and on track to generate approximately £500m of annual adjusted cashflow by 2028. Further guidance is expected at Entain’s interim results on 13 August 2026.

For EMMA Capital, the transaction consolidates operational control of a business that has held the number-one market position in both Croatia and Poland. Entain CEE delivered FY25 NGR of £522m and EBITDA of £184m, both up 7% year-on-year.

The STS sportsbook has already migrated onto the SuperSport platform. Online NGR and EBITDA delivered double-digit compound annual growth between 2023 and 2025 on a pro-forma basis.

The August interim results will be closely watched for detail on the exit timeline and valuation of the remaining 47.5% stake. A 6% drop in CEE net gaming revenue in Q1 2026, driven by a 30% slump in retail activity, adds one variable to the final price.