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Ashurst is advising Ladbrokes Coral on its potential acquisition by GVC Holdings, the possible terms of which were announced today. Under these terms, Ladbrokes Coral shareholders would be entitled to 32.7p in cash and 0.141 ordinary GVC shares for each Ladbrokes Coral share, and a potential further value of up to 42.8p structured as a contingent value right (CVR). The value of the CVR, which would be satisfied by the issue of loan notes by GVC, would be determined by reference to the outcome of the Department of Digital, Culture, Media and Sport's current 'Review of Gaming Machines and Social Responsibility Measures' (the Triennial Review) relating to the regulation of Category B2 Fixed-Odds Betting Terminals (FOBTs) and its estimated impact on the run-rate profitability of Ladbrokes Coral's UK business, after giving effect to any mitigations. 

Based on the respective Ladbrokes Coral and GVC share prices as at the close of business on 6 December 2017, these terms value Ladbrokes Coral at 160.9p per Ladbrokes Coral share, equating to a total equity value of c.£3.1 billion, plus the CVR of up to 42.8p per Ladbrokes Coral share, equating to a total equity value of up to c.£3.9 billion (including the maximum CVR).

The Ashurst team is being led by corporate partners Simon Beddow, Tom Mercer and James Fletcher, with senior associate Tara Waters and associates Hayley Gow, Sara Hamzawi and Nick Lever. Also advising are competition partner Ross Mackenzie and tax partner Alex Cox.

In 2015, Ashurst also advised Gala Coral on its £2.3 billion merger with Ladbrokes to form Ladbrokes Coral.

 

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