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Empowering play
through responsible
innovation
Playtech plc
Annual Report and
Financial Statements 2024
A
Welcome to our
2024 Annual Report
Vision
To be the trusted
technology partner of
choice in regulating and
regulated markets
Purpose
To create technology that
changes the way people
experience gambling
entertainment
Business
performance
goals
Financial
performance
Customers
Colleagues and
culture
Enablers
Focus on regulating
and regulated
markets
Targeted product
investment to drive
profitable growth
Increase
operational
efficiency and
agility
Strategic
priorities
Our strategic framework
Values
Integrity Innovation Excellence Performance
Partnerships and
acquisitions
People and
culture
Sustainability
and responsible
business practices
Flexible
business
model
Scale and
global
footprint
Customer-
centricity
Superior
technology
Our strategic roadmap
Playtech is the leading platform, content
and services provider in the online
gambling industry, with a clear strategy
to benefit our shareholders, customers,
colleagues and the environment.
Contents
Strategic Report
Financial highlights 02
Operational highlights 03
Our business at a glance 04
25 years of enabling play 08
Our year in review 10
Investment case 12
Chair’s statement 14
Chief Executive Officer’s review 16
Marketplace 20
Our business model 24
Our strategy 28
Key performance indicators 30
Chief Financial Officer’s review 32
Product and innovation 38
Stakeholder engagement 44
Responsible business
and sustainability 48
Risk management,
principal risks and uncertainties 94
Viability statement 102
Governance Report
Chair’s introduction to governance 106
Governance at a glance 108
Board of Directors 110
Directors’ governance report 112
Audit & Risk Committee report 126
Remuneration report
Statement by the Committee Chair 130
Directors’ Remuneration Policy 132
Annual report on remuneration 140
Directors’ report
149
View the Digital Summary Report at
www.ar24.playtech.com
Financial Statements
Independent Auditor’s report 156
Consolidated statement of
comprehensive income 164
Consolidated statement of changes
in equity 165
Consolidated balance sheet 166
Consolidated statement of cash flows 167
Notes to the financial statements 169
Company statement of
comprehensive income 244
Company balance sheet 245
Company statement of
changes in equity 246
Notes to the Company financial
statements 247
Company Information
Company information 257
Founded in 1999 and with a listing on
the Main Market of the London Stock
Exchange, the Company partners with and
invests in the leading brands in regulated
and newly regulating markets to deliver its
data-driven gambling technology across
the online and retail value chain.
Playtech plc Annual Report
and Financial Statements 2024 01
Strategic report Governance Financials Company information
Introduction
A
Financial highlights
A strong performance in 2024
Revenue
1
(€’m)
€1,791m
(2023: €1,707m)
€1,791m
€1,707m
€1,602m
€1,079m
€1,205m
2020
2021
2022
2023
2024
Revenue from regulated markets
2
(%)
92%
(2023: 92%)
92%
92%
89%
84%
85%
2020
2021
2022
2023
2024
Adjusted EBITDA
1,5
(€’m)
€480m
(2023: €432m)
€480m
€432m
€395m
€248m
€308m
2020
2021
2022
2023
2024
Diluted Adjusted EPS
1
(c)
71.7c
(2023: 50.2c)
71.7
50.2
51.5
8.8
40.9
2020
2021
2022
2023
2024
Net debt to Adjusted EBITDA (•)
0.3x
(2023: 0.7x)
0.3
0.7
0.6
1.7
1.9
2020
2021
2022
2023
2024
Adjusted operating cash flow
3
(€’m)
€418m
(2023: €375m)
€418m
€375m
€397m
€276m
€318m
2020
2021
2022
2023
2024
Our year in review
1
From continuing operations, aside from Snaitech which is included in all years including
FY 2024 when it was reclassified as discontinued operations.
2
Gambling markets only.
3
From continuing operations, aside for Snaitech which is included in all years including
FY 2024 when it was reclassified as discontinued operations, and including Finalto in
FY 2020. Adjusted for Snaitech’s PREU tax payment of €90 million relating to 2020, which
was paid in 2021 due to circumstances around COVID-19. Definition has changed from FY
2021 to adjust for changes in jackpot balances, security deposits and client funds, professional
fees and ADM security deposit. Interest income has been reclassified from cash flow from
operations to cash flow from investing activities from 2023.
4
Net debt/Adjusted EBITDA is calculated as gross debt less Adjusted gross cash including cash
held for sale and excluding cash held on behalf of clients, progressive jackpots and security
deposits divided by Adjusted EBITDA from continuing and discontinued operations.
5
Adjusted EBITDA for prior years is restated to reflect Snaitech bank charges being recognised
within EBITDA from FY 2023. Previously, they were recognised within finance expenses.
€222m
Adjusted B2B EBITDA
4
22%
Adjusted B2B EBITDA
growth
This was a year of major milestones: achieving
our Adjusted EBITDA target in our core B2B
unit ahead of schedule, reaching a revised
agreement with Caliplay and delivering
significant shareholder value through the
expected Snaitech sale.”
Chris McGinnis
Chief Financial Officer
Playtech plc Annual Report
and Financial Statements 2024 02
A
Significant shareholder value creation
event with expected sale of Snaitech
The expected sale of Snaitech to Flutter for €2.3 billion highlights our
commitment to maximising shareholder value, delivering an impressive
nearly threefold return on our initial investment and intending to return
€1.7bn to €1.8bn of the proceeds to our shareholders.
€2.3bn
sale of Snaitech
€1.7bn – €1.8bn
intended dividend return
A
Operational highlights
Excellent strategic progress combined with two transformational deals
A
B2B – Americas region continues to drive growth
Revised Caliplay
agreement
In 2024, we finalised the terms of our revised
strategic agreement with Caliplay, marking
the beginning of an exciting new chapter for
both parties. As a 30.8% direct equity holder
from 31 March 2025, we look forward to driving
growth for this extraordinary business in both
domestic and international markets.
Execution and
delivery in the US
In 2024, we made significant progress with
our US strategy, delivering strong growth in
revenues from existing and new partnerships.
Our PAM+ solution became the trusted
platform for Ocean Casino and Delaware North,
while our partnership with Hard Rock Digital
continued to display strong progress, delivering
€3.1 million in dividends in FY 2024.
Partnering with the largest
operators in Live
The Live segment experienced significant
revenue growth in 2024, driven by strong
demand throughout the Americas and Europe.
Our product is highly regarded, as demonstrated
by our partnership with MGM to stream live
content direct from Las Vegas to players outside
the US. Additionally, we have signed and
launched with some of the largest operators,
including DraftKings, setting the foundations for
further growth.
A
Shaping Playtech’s sustainable future
Strengthening our safer gambling
technology
We expanded our responsible gambling
advisory and managed services to meet
growing industry demand. Our enhanced
PAM+ platform delivers AI-powered player
protection, combining BetBuddy analytics
with personalised intervention tools to support
healthy play patterns across the player journey.
Delivering sustainable
growth
In February 2024, Playtech committed to
becoming a net zero business by 2040.
Playtechs transparency over its environmental
performance was evaluated together with
its financial stability and revenue growth, and
was recognised as one of the World’s Best
Companies for Sustainable Growth 2025 by
TIME and Statista.
Supporting colleagues in
times of need
Playtech launched its Global Benevolent Fund,
an initiative aimed to provide financial support
to colleagues and their immediate families,
who may encounter unforeseen, severe, life-
changing challenges.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 03
A
We empower play...
Playtech is the leading platform, content and services provider in the online
gambling industry, with a focus on regulated and regulating markets.
A
Our operations
B2B
Providing technology
to gambling operators
globally through a revenue
share model and, in certain
agreements, taking a higher
share in exchange for
additional services.
A
Read more on page 28
€754m
Revenue
€222m
Adjusted EBITDA
19
Countries with offices
>7,000
Colleagues
A full turnkey solution
Through our proprietary technology, Playtech
offers a full turnkey solution including platform,
content and services, enabling operators to
deliver a safe and seamless customer experience
with innovative gameplay.
A
See Product and Innovation section on
pages 38 to 43 for more details.
Services
PAM+ platform
Playtech Protect
Portal
Content
Live
Casino
Sports Poker Bingo
Playtech Open Platform
Playtech plc Annual Report
and Financial Statements 2024 04
Our business at a glance
A
...by establishing strategic
partnerships...
Our partnerships with the world’s largest brands enable us to benefit
from the structural growth drivers of the betting and gaming industry.
Case Study
MGM Resorts
In June 2024, we signed a strategic partnership with MGM Resorts
International to stream Live casino content directly from the
gaming floors at two iconic Las Vegas Strip properties: Bellagio
and MGM Grand.
Playtech, as the technology partner of MGM Resorts,
provides players with on-demand, online access to immersive
entertainment experiences directly from Bellagio and MGM Grand
gaming floors. Live casino content, branded as “MGM Live”, is
licensed to operators for end-user play in regulated markets
throughout the world outside the United States.
The partnership with MGM Resorts International continues to
expand, with access to exclusive Playtech games, branded TV
shows, and immersive experiences, showcasing the appeal of our
technology to global brands and our ability to deliver cutting-edge
concepts to the market.
Case Study
Hard Rock Digital
In March 2023, we signed a long-term strategic agreement
with an iconic global entertainment brand, Hard Rock Digital
(HRD) – the interactive gaming and sports betting division of
Hard Rock International.
As part of the partnership, in the US and Canada, HRD’s
customers enjoy a variety of Playtech’s iGaming content, while we
are set to benefit from the valuable exposure to HRD’s growing
business through our $85 million investment in exchange for a low
single-digit % minority equity stake.
Playtech plc Annual Report
and Financial Statements 2024 05
Strategic report Governance Financials Company information
A
...in the most attractive
regulated markets
Market size ($bn)
1
Market growth
2
Brands
$5.4 10%
$51.7 25%
$2.5 12%
$0.9 11%
$6.2 16%
Playtech has exposure to the some of the fastest growing regulated
markets in the world through a variety of business models.
1
Market size based on 2027 GGR;
source H2GC.
2
Market growth based on 2024–2027
GGR CAGR; source H2GC.
Playtech plc Annual Report
and Financial Statements 2024 06
Our business at a glance continued
A
...while continuing to innovate
Playtech has a strong track
record of innovation, enabling it
to continue to release content
that resonates with consumers.
A
…and pioneer safer
gambling solutions
Through our safer gambling technology solutions, we are helping operators and the industry
strengthen player protection measures and create a safer gambling experience.
23
Brands deployed and
integrated with BetBuddy
14
Number of jurisdictions
21
Compliance and safer
gambling SaaS partnerships
Playtech plc Annual Report
and Financial Statements 2024 07
Strategic report Governance Financials Company information
A
Celebrating 25 years as the
partner of choice for the
industry’s leading brands
1999 20132008 20162006 20142011 2017
Joint venture
Acquisitions
Playtech sells its 29%
share of WHO joint
venture for £424m
Joint venture
Acquisition
Structured
agreement
Acquisitions
Founded
IPO on London
Stock Exchange
Playtech plc Annual Report
and Financial Statements 2024 08
25 years of enabling play
2018 20222020 20242019 20232021
Acquisitions
US market entry
Acquisition
Structured
agreement
Investment
Disposal
Structured
agreement
Investment and
partnership
Structured
agreements
First US
PAM+ partner
Expected sale of
Snaitech for €2,300m
Disposal
Partnership
Revised
agreement
Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 09
Strategic report
A
2024 was a transformational
year for Playtech
Expected sale of Snaitech creates a significant
shareholder value creation event
A
Acquisition
Acquisition of Snaitech
for €846m implying
EV/EBITDA of 6.1x
Adjusted EBITDA (FY 2017)
€139m*
Margin 16%
54%
28%
19%
-1%
Gaming machines | Retail betting
Online | Other
Attractive asset at an
attractive multiple
A
Transformation
Shift from retail asset
into a technology-driven
omnichannel business
Adjusted EBITDA (FY 2023)
25%
23%
50%
2%
€256m
Margin 27%
Gaming machines | Retail betting
Online | Other
Higher EBITDA margin and less
capital intensive = higher ROCE
A
Disposal
Delivering significant
shareholder value. Cash
generation >3x initial
investment
Snaitech cash
generation of
>€800m
Sale of
Snaitech for
€2,300m
Implying
EV/EBITDA of
9.0X
+
€1.7 – €1.8 billion expected to
be returned to shareholders
* Restated for Snaitech online bank charges recorded
within EBITDA and IFRS 16.
10
Our year in review
Playtech plc Annual Report
and Financial Statements 2024
Remaining B2B business underpinned by
new agreement with key partner, Caliplay
A
Revised agreement with Caliplay
An exciting new chapter that will build on impressive progress to date
Impressive progress to date
B2B revenues from Mexico (€m)
2024
2023202220212020201920182017
183
190
124
90
55
30
23
15
Setting the foundation for future growth
Playtech will hold
30.8% equity
in Caliente Interactive, a new US-incorporated
holding company
Sets a strong foundation for the medium and long-term
growth of the business
Caliplay has more flexible terms in regards to exclusivity
around the use of our products
A significant opportunity for growth in the Mexican
online market
International expansion a key part of Caliplays strategy
*Caliplay makes up the vast majority of Mexico revenues
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 11
Argentina
South Africa
Brazil
Peru
United States
Sweden
Canada
Netherlands
Germany
Poland
Greece
Spain
Mexico
Italy
United Kingdom
France
Columbia
Exposure to high-quality assets in the fastest
growing regulated markets in the world, combined
with operating leverage to drive margin expansion.
Global regulated gambling markets, led by the
Americas, are expected to grow materially.
Playtech is well-positioned to participate given its
broad, high-quality product offering and attractive
asset portfolio, which benefits from the attractive
blend of mature, cash-generative assets and
investments into fast growing newly regulated
markets. High operating leverage and a focus on
operational efficiency prime Playtech to deliver
margin expansion.
Playtech has the potential to deliver a powerful
combination of top-line growth and margin
expansion, which is expected to drive earnings
momentum and improved cash flow generation
for the Group.
An attractive blend of mature,
cash-generative markets and
the fastest growing newly
regulated markets
The gambling market is in the midst of a super-
cycle (see page 20), driven by the expansion
of regulated and regulating markets, with the
Americas leading the way. Playtech is well-placed
to capture this considerable opportunity with its
B2B business model.
There is also a healthy balance between more
mature markets such as the UK and Italy, and
countries that are early in their regulatory cycle,
and thus set to deliver faster growth. Cash from
these more mature markets can be used to invest
into more nascent, faster growing markets to
secure advantageous positions as these markets
move towards regulating.
A
Structural growth drivers with
margin expansion
Size of flags indicates the online
market size based on GGR in 2024
Source: H2GC as of 21 January 2025
Fast-growing markets mature
and generate cash flow
Cash used to invest in nascent,
fast-growing markets
Exposure to cash-generative
maturer markets
Regulatory maturity, market size and market growth of Playtech’s key markets
We are exposed to the fastest growing markets in regulated markets
Playtech plc Annual Report
and Financial Statements 2024 12
Investment case
B2B portfolio comprises
high-quality assets
strategically positioned
to drive growth
In the Americas and aside from our commercial
relationships with over 200 operators in regulated
markets, we have multiple equity stakes in high-
quality assets in attractive countries. The 30.8%
equity stake that we will hold under the revised
Caliplay agreement is hugely valuable in our
view, given its revenue and earnings growth and
dominant position in a rapidly growing Mexican
market. Our other structured agreements are
at a much earlier stage than Caliplay, yet some
of these agreements have huge potential to
generate value for Playtech’s shareholders,
including our nil-cost option on 40% of the equity
in Brazilian operator, Galerabet. In the US, our low
single-digit equity stake in Hard Rock Digital gives
us valuable exposure to the growing business,
which in our opinion possesses all the necessary
characteristics to become, over time, a significant
contributor to Playtech.
¹ If the convertible debenture were to be converted into common shares and all of Playtech’s warrants were to be exercised, the Group could potentially further increase its stake beyond 40%.
* NorthStar Gaming revenue calculated using actual results for Q1 to Q3 revenue and preliminary results for Q4 revenue; Revenue is converted from CAD to EUR using the average FX rate for 2024.
Good operating leverage, supplemented by increased focus on
cost efficiencies to drive margin expansion
Within the Live Casino business, Playtech has
already made significant investments in studio
infrastructure. Within SaaS, Playtech has also
invested heavily in data centres to be able to serve
its customer base, while it has already signed up
hundreds of brands with scope to increase wallet
share. Investment to date lays the groundwork
for higher operating leverage going forward.
In addition, there will be increased focus on
operational efficiencies to ensure the cost base
is aligned with the remaining B2B business. As
a result, we expect Playtech to be able to deliver
margin expansion in the years ahead, which,
combined with accelerating top-line growth, will
help to deliver earnings growth.
25.8% equity stake
1
FY 2024
Revenue*
€20.1m
Low single-digit stake
Leader in online sports
betting in Florida
30.8% equity
stake
FY 2024
Revenue
€864m
Nil-cost option on
50% of equity
Nil-cost option on
40% of equity
Playtech plc Annual Report
and Financial Statements 2024 13
Strategic report Governance Financials Company information
A
A transformational year for
Playtech
Playtech is a remarkable business with a blend of
brilliant people and industry-leading technology. I
have no doubt that the management will continue
to deliver strong returns for all of the Companys
stakeholders
Brian Mattingley
Chairman
Our thanks to the team
I would like to start by saying thank you to all our people,
whose commitment, hard work and dedication have been
central to helping us deliver another excellent year of progress
across Playtech. They have worked tirelessly to support all
our customers and grow our business, proving again that they
are amongst the best in the industry. I would also like to take
this opportunity to acknowledge the outstanding contribution
from the Executive Management team and the Non-executive
Directors, who have again demonstrated their drive and focus in
what has been a remarkable year for the business.
2024 in review
Our core B2B business delivered an excellent performance,
reaching our medium-term Adjusted EBITDA target range ahead
of schedule. We were also delighted to reach an agreement
on a revised strategic agreement with Caliplay. Meanwhile, the
expected sale of Snaitech to Flutter Entertainment for €2.3 billion
is a transformational deal that will deliver significant returns for
shareholders while also strategically repositioning Playtech as
a leading global gaming business operating in high-growth B2B
gambling markets.
B2B
Our B2B performance was underpinned by the breadth and
depth of our product offering in some of the most attractive online
gambling markets:
We continue to make good progress with our strategy in
the fast-growing US market. 2024 saw a shift in focus from
signing deals with multiple operators towards execution and
delivery, including launching with DraftKings across multiple
states.
We were pleased to see another year of strong performance
across Latin America in 2024. While Caliplay further
solidified its leadership position in Mexico, Wplay in Colombia
continues to benefit from its strong position in the market and
the transition to online. Looking to 2025, the Brazil market
presents a big opportunity as it regulated on 1 January 2025,
and we are strongly positioned to take advantage of this fast-
growing market.
Playtech plc Annual Report
and Financial Statements 2024 14
Chair’s statement
Our Live Casino offering continues to go from
strength to strength. Our new partnership
with MGM Resorts International, which sees
games streamed directly from the floors of
the Bellagio and MGM Grand, underlines
Playtechs reputation as the partner of choice
for ambitious operators looking for new and
innovative ways to reach customers.
B2C
I will touch on the sale of Snaitech to Flutter
Entertainment in more detail later on, but first a
quick word on the performance of the business
in 2024.
Snaitech saw marginal revenue growth
in the year due to the impact of a string of
customer-friendly sporting results, which was
particularly acute at the start of 2024.
Underlying growth remained strong across
the retail sports betting and online segments,
and Snaitech is well-placed to continue to
execute in the Italian market in the future.
Corporate activity
Delivering exceptional value for
shareholders with the sale of Snaitech
As announced in September 2024, Playtech
agreed the sale of Snaitech to Flutter Entertainment
for €2.3 billion. The deal represents a significant
return on our investment in Snaitech, which
was acquired in 2018 for €846 million, and is
recognition of all the work that has gone in to
growing Snaitech into a high-quality business
with a leading position in the Italian sports betting
and gaming market.
We are also indebted to the hard work of
Fabio Schiavolin, Chief Executive of Snaitech,
and his team over the past seven years. They
successfully navigated the pandemic and
emerged stronger with an established retail
presence and a leading online business. We have
no doubt that Snaitech will continue to excel
under Flutter’s ownership, and we wish them the
very best.
While Snaitech has been an important part
of Playtech’s growth in recent years, the
Board agreed that the transaction with Flutter
represented a compelling opportunity to
maximise value for shareholders. Following
completion of the disposal, the Company intends
to return between €1.7 billion – €1.8 billion to
shareholders by way of a special dividend.
At the same time, shareholders will have
the opportunity to benefit from significant
further upside from continued ownership in a
predominantly pure-play B2B business operating
in attractive markets with strong
growth prospects. This strategic shift is already
under way and the Company is excited about the
opportunity and growth prospects in 2025 and
beyond.
In December 2024, shareholders approved
significant new remuneration and incentive
schemes. We appreciate that some shareholders
had concerns, but the significant majority of our
shareholders recognised the importance of
this as a foundation for the ongoing growth and
development of the Group as a B2B business.
We are grateful to all our shareholders for their
support and feedback in respect of these
schemes.
Striking a revised strategic agreement
with Caliplay
We also announced in September 2024 that we
had reached an agreement on a revised strategic
agreement with Caliplay, our partner in Mexico.
We’re pleased to have drawn a line under the
disagreement that preceded this revised set of
arrangements, providing greater certainty for
both sides.
We are now firmly focused on building on our
successful partnership, which, over the past ten
years, has created an extremely successful and
rapidly growing digital business in Mexico. The
revised agreement, scheduled to complete on
31 March 2025, provides a strong platform to
build on the impressive progress to date and drive
significant further growth in the future.
Board changes
Our evolution as a Company has been
accompanied by a transition in the make-up
of our Board. In July 2024, we welcomed
Doreen Tan to the Board as a new independent
Non-executive Director, bringing more than 30
years’ experience of working at leading financial
institutions.
Anna Massion stepped down as an independent
Non-executive Director and Chair of the
Remuneration Committee on 28 February 2025.
I would like to take this opportunity to thank Anna
for the valuable contribution she has made to the
Company’s strategy, over what has been a period
of significant transformation for the business.
In addition, as announced in January 2025, I am
also preparing to step down from my position as
Non-executive Chair, having joined the Board
in 2021. During this time, we have built a highly
experienced and diverse Board, which will
continue to play a critical role in promoting the
long-term success of the business.
It has been an absolute privilege to serve as
Chair of Playtech and to help steward the Group
through an important phase of growth and
transition. I am proud of the milestones we have
achieved as Playtech prepares to embark on a
new chapter as a predominantly pure-play B2B
business. It is with that in mind that I feel now is
the right time to step aside and allow a successor
to lead Playtech through the next phase of its
growth.
The process to appoint a new Chair is well-
advanced and we look forward to sharing the
details of their appointment in due course, while
we will also review the composition of the Board
in light of recent changes.
We have also made changes to the composition
of the Board committees to ensure that we are
making the most of the Board’s experience and
skillset. Further information can be found on
pages 110 to 111 in the Governance section of this
report.
Sustainability
Looking back on my tenure over these past few
years, I am particularly proud of the progress we
have made against our sustainability strategy.
Playtech has always been known as a pioneer of
gambling technology, and we are now using that
same expertise to advance safer gambling and
player protection. The Company’s commitment
to working alongside licensees on this journey is
increasingly cited as a key reason that customers
choose Playtech as their technology partner.
BetBuddy – our AI-enabled safer gambling
tool – is a great example of how we are taking
the latest advances in technology to develop
personalised responsible gambling tools. In 2024,
we launched BetBuddy with seven new brands,
bringing the total to 23 brands in 14 jurisdictions.
We remain committed to further enhancing our
offering and ultimately ensuring a sustainable
future for the industry.
A confident outlook
If 2024 was the year that Playtech laid out a plan
to redefine itself as a predominantly pure-play
B2B business, this year will see that transition
take effect. The sale of Snaitech is on track to
complete by Q2 2025 and plenty of work is taking
place behind the scenes to ensure the go-forward
business gets off to the strongest possible start,
alongside our expectation of paying a special
dividend of between €1.7 billion to €1.8 billion to
our shareholders from the proceeds of Snaitech’s
disposal. Playtech is a remarkable business with
a blend of brilliant people and industry-leading
technology. I have no doubt that the management
will continue to deliver strong returns for all of the
Company’s stakeholders, and I wish you all the
very best.
Thank you for your continued support of Playtech.
Brian Mattingley
Chairman
27 March 2025
Playtech plc Annual Report
and Financial Statements 2024 15
Strategic report Governance Financials Company information
A
Unlocking value,
strengthening the core
Overview
2024 marked Playtechs 25th anniversary, and
was a year of transformational change for the
business. The expected sale of Snaitech to
Flutter Entertainment will deliver significant
returns for shareholders, while the revised
agreement with Caliplay will underpin Playtech’s
future growth as a predominantly pure-play B2B
business. The Group also delivered an excellent
financial performance, with Adjusted EBITDA
(including Snaitech) slightly ahead of previously
raised expectations.
A strong performance across the Groups high-
growth markets meant that the B2B segment
delivered revenue growth of 10% (+11% on a
constant currency basis) to €754 million
(FY 2023: €684 million). Strong operating
leverage and tight cost control ensured B2B’s
Adjusted EBITDA margin expanded 280 bps,
helping to deliver a 22% increase in B2B Adjusted
EBITDA to €222 million (FY 2023: €182 million),
meeting our medium-term Adjusted EBITDA
target of €200 million – €250 million, ahead
of schedule.
Since we entered the US in 2019, we have signed
and launched partnerships with all of the major
operators and are making good progress on our
strategy, with US and Canada revenues growing
126% in 2024 to €29.8 million. Growth was broad-
based across Casino, Live and PAM+, with the
launch of multiple dedicated tables in Michigan,
New Jersey and Pennsylvania with DraftKings
a particular highlight. Our landmark strategic
agreement with Hard Rock Digital continued to
develop, and delivered €3.1 million in dividends
in 2024, while in June, we also signed a new
agreement with MGM Resorts to provide Live
Casino content directly from the floor of two of its
resorts in Las Vegas to players outside the US.
2024 was a landmark year for Playtech. The
expected sale of Snaitech to Flutter Entertainment
will deliver significant returns for shareholders,
while the revised agreement with Caliplay
will underpin Playtechs future growth as a
predominantly pure-play B2B business.”
Mor Weizer
CEO
Playtech plc Annual Report
and Financial Statements 2024 16
Chief Executive Officer’s review
Revenue in Latin America also grew strongly
in 2024, driven primarily by a very strong
performance from Wplay in Colombia. The revised
strategic agreement with Caliplay, due to complete
on 31 March 2025, also marks a significant
milestone that will allow us to build on our progress
and drive significant further growth in the future.
At the FY 2022 results, we announced a
medium-term SaaS revenue target of €60 million
– €80 million. Just two years later, we are
delighted to report that after another year of
excellent revenue growth (+59% in FY 2024),
we have hit the top end of the target range and
delivered €80.0 million of revenue in FY 2024
(FY 2023: €50.3 million), with growth coming from
a diverse spread of brands and geographies.
Revenue from Playtechs B2C business was up 2%
to €1,052.7 million (FY 2023: €1,037.0 million) and
Adjusted EBITDA increased 3% to €258.4 million
(FY 2023: €250.3 million) due to the impact of
customer-friendly sports results on Snaitech over
the course of the year, and particularly acute at the
start of 2024. The Austrian HAPPYBET business
was closed in H2 2024. The Group commenced
a sales process for the rest of the business in
Germany, and failing that, we’ll look at a closure.
As announced in September 2024, Playtech
agreed the sale of Snaitech to Flutter for a total
enterprise value of €2,300 million. This reflects
the fundamental business transformation
achieved since acquiring Snaitech in 2018 and
creates significant value for shareholders, with
€1,700 million to €1,800 million expected to be
paid out as a special dividend.
I would like to take this opportunity to personally
thank our incredible team members around the
world, who have contributed to our success over
the past 25 years. Your passion, dedication and
hard work have been key to our ability to stay
ahead of the competition, and the true driving
force of our success.
B2B
Core B2B
Regulated markets
Playtechs B2B business is one of the leading
platform, content and services providers in
regulated and soon-to-be-regulated markets.
The majority of these are high-growth markets
such as the US, Latin America and certain
European countries.
Revenue from regulated markets grew by 10%
(10% on a constant currency basis) in 2024,
primarily driven by a very strong performance
in the US and Colombia. There was also good
growth from other regulated markets such as
Canada, Italy, Spain and the UK.
The Americas
The Americas saw rapid growth once again,
with 2024 revenue up 19% (22% on a constant
currency basis) compared to 2023. This was
largely driven by a strong performance in the US
with multiple operators contributing, and Wplay in
Colombia.
US
Our journey in the US began in 2019, and over the
past five years, we have successfully built a strong
presence and laid the foundation for significant
growth. We have signed and launched partnerships
with nearly all of the major operators and are
making good progress in the execution and delivery
phases, aiming to capitalise on the substantial
opportunities presented by the US market.
In 2024, we secured a number of key
agreements with operators across multiple
states. We launched with DraftKings and their
Golden Nugget brand for Casino and launched
multiple dedicated Live tables in each of the
three biggest iGaming states, Michigan, New
Jersey and Pennsylvania. We have also now
launched with FanDuel for Casino and Live
across Michigan, New Jersey and Pennsylvania.
Rush Street (“BetRivers” brand) launched
with Live Casino in Michigan, New Jersey and
Pennsylvania. Bet365 launched with both
Casino and Live Casino in Pennsylvania, while
we also launched Casino and Live with Penn
Entertainment in Michigan, Pennsylvania and
New Jersey.
Two new operators now use our PAM+ platform
in the US, in addition to Parx. Delaware North
launched our sports offering and PAM+ in Ohio
and Tennessee with their Betly brand in 2024, with
Betly online sports betting launched in Arkansas
in January 2025 and West Virginia set to launch
shortly. As the first licensee in the US using both
our mobile sports product and having a dedicated
Playtech managed services team, we are excited
to see this relationship develop going forward.
Ocean Casino Resort migrated its online casino
platform in New Jersey onto Playtech, going live
with PAM+, Live and Casino. Platform deals are
especially attractive given the value that accrues
to Playtech when operators use both our PAM+
platform and content. Ocean Casino Resort and
Delaware North are also the first US operators to
go live with our BetBuddy product, Playtech’s AI-
enabled safer gambling technology.
2024 marks the second year since we signed
our landmark strategic agreement with Hard
Rock Digital (HRD), the exclusive interactive
gaming and sports betting partner for Hard
Rock International and Seminole Gaming, where
we provide Casino and Live content in North
America. Through this partnership, in 2024, we
delivered a range of games across slots, table
games and live dealer through HRD’s proprietary
Hard Rock Bet platform in New Jersey, which is
contributing to our revenue growth in the US.
Throughout the year, we continued to launch
innovative content across the US, as we saw
our content resonate with US audiences. Eight
branded games were launched in 2024 with a US-
audience focus, including household titles such as
Breaking Bad and The Walking Dead. Additionally,
we received recognition from Eilers & Krejcik in
their 7th Annual EKG Slot Awards, nominated in
the Top Performing Online Live Casino Game for
our highly regarded titles, Adventures Beyond
Wonderland and Mega Fire Blaze Roulette, as well
as for Top Performing New Online Slots Game with
Breaking Bad: Collect ‘Em.
Strong demand in the US is driving investments
within our Live offering. In 2024, we expanded
the capacity of our three Live studios located in
Michigan, New Jersey, and Pennsylvania, while
our total headcount in the US reached close to
500 people by year-end. Playtech now holds
licences in 14 US states, including recent licence
approvals in Arkansas and Tennessee.
Since the repeal of PASPA in 2018, the regulatory
landscape for sports betting in the US has
remained favourable. Over 30 states have
approved legislation to legalise sports betting, and
many of these markets have already launched in
both online and retail channels. In 2024, Missouri
became the latest state to approve sports betting,
with several others expected to launch soon. The
progress of iGaming, which is not governed by
PASPA, relies on decisions made by individual
states. Regulation in this segment has been slow,
with only eight states currently allowing iGaming
and no additional states in 2024. However, we are
extending our casino and live casino partnerships
into West Virginia and other iGaming regulated
states, to maximise our footprint.
Canada
In Canada, following the successful introduction
of online gambling legislation in Ontario, the
province of Alberta is on the verge of regulation,
while British Columbia is expected to follow suit
soon. This ongoing evolution of the regulatory
landscape in Canada presents significant growth
opportunities for Playtech given our structured
agreement with NorthStar as well as several other
B2B licensees. In 2024, NorthStar continued to
execute its growth strategy, demonstrating strong
revenue growth. In January 2025, NorthStar
also announced that it had secured additional
financing to accelerate its growth initiatives and
expand its presence across Canada. In addition
to NorthStar, Playtech has further exposure
to the Canadian market through more than
20 operators, including FanDuel, Entain, and
BetMGM, and launched Casino and Live with
Penn Entertainment and Casino with Rush Street,
both in Ontario.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 17
Latin America
Latin America is an exciting market for Playtech,
and remains a key driver of growth for Playtech.
Revenue grew 12% in 2024 versus 2023,
driven primarily by a very strong performance
in Colombia due to Wplay. On an underlying
basis, Caliplay continues to perform strongly.
However, the additional B2B services fee (based
on a percentage of Caliplays predefined profit)
in 2024 was impacted by one-off items in the
second half of the year including legal fees from
the dispute, interest charge on money owed to
Playtech, customer-friendly sporting results, and
an adverse FX impact.
The launch of Brazil’s national licensing regime
on 1 January 2025 represents a fundamental
step in confirming Latin America’s emergence
as a largely regulated region for online gambling.
Brazil is anticipated to be a significant, high-
growth market given its large population and
love of sports, and Playtech is well-positioned
to benefit given its exciting strategic agreement
with Galerabet and exposure via its other B2B
partners in the country such as Betano and
Bet365.
Peru’s regulations came into effect in the second
half of 2024, with over 100 licences issued.
Playtech is well-positioned to benefit from the
opportunity with several licensees launched
including Rush Street for Live and Casino, and
Betsson for Casino, Live and Poker.
Europe ex-UK
In Europe ex-UK, B2B revenue saw a slight
decline of 1% (-1% at constant currency), with
strong growth in Spain and Italy. This was offset
by declines in Greece, due to a contract loss,
Poland, due to an EBITDA-neutral change in
commercial terms with an operator and the
Netherlands due to tighter regulation.
We continue to see strong uptake for multiple
products across some of our key markets:
In Italy, we launched Casino and Live Casino
with Betway, Betsson and NetBet, and
GamesDivision for Poker.
In Spain, we launched Casino and Live Casino
with GoldenPark and Aupabet. We also
launched Live Casino with Wanabet.
In the Netherlands, we launched with
LeoVegas for both Casino and Live Casino.
We continue to expand our relationships into new
markets with existing customers as we launched
with Betano in Denmark for Casino and Live, and
with Entain for Poker in Latvia.
This broad set of agreements demonstrates the
attractiveness of Playtechs range of products, the
versatility and scalability of our business model
and our ability to grow customer relationships
over time.
Investment in studio infrastructure continues to
remain a priority for the Live segment, including
within Europe, where additional tables have been
added in our facilities in Latvia, Romania and
the UK, as demand for our content continues to
increase, while we have also opened additional
studios in the Czech Republic and Slovakia.
France saw regulatory developments in 2024,
with the government tabling a proposal to
Parliament to regulate online casino. At present,
only poker, sports betting and horse race betting
are regulated within the online sector, so the
regulation of online casino would be a positive
for Playtech, particularly as we have multiple
customers already taking our poker product.
UK
UK revenue in 2024 was up 8% (+5% growth on a
constant currency basis) compared to 2023, with
good growth across multiple operators, partly
offset by a decline in revenue due to the impact of
a customer insourcing their self-service betting
terminals.
The UK remains an important market for Playtech
and its customers, as well as being one of the
largest and most mature regulated markets in the
world, and we continue to launch new products
with operators. For example, we launched Live
with both Rank and Jumpman, Casino and Live
with Kwiff, and Casino with Dazzletag all in 2024.
Unregulated
The Group’s strategy to focus on both regulated
and regulating markets includes unregulated
markets which are likely to regulate in the future.
Revenue from these unregulated markets was
up 12% (+15% on a constant currency basis)
versus 2023, with growth in Brazil and Canada,
offsetting declines in Asia, although the latter
saw stabilisation in the second half of the year,
following the termination of our two existing
distributor arrangements and subsequent
agreement with a new distributor in the region.
The Company is excited about the potential of
the South African market, which has begun to
regulate. It is a nascent but fast-growing market,
which permits sports betting and live casino.
Playtech has increased its exposure there,
launching with both Betway and another Betway
brand, Jackpotcity, for both Casino and Live
Casino in 2024.
B2B – driving growth through innovation
SaaS
As part of efforts to diversify its revenue streams,
Playtech launched the SaaS business model in
2019, which targets the long tail of providers that
lack access to PAM+. The SaaS model provides
a low friction method of exposing operators to
Playtechs content, allowing us to cross-sell and
upsell additional Playtech products over time.
Meanwhile, a broad range of customers from
multiple countries across different product sets
helps us to diversify our revenue base, ensuring
resiliency of our B2B revenues to changes in the
operating environment.
At the FY 2022 results, we announced a
medium-term SaaS revenue target of €60 million
– €80 million. Just two years later, we are
delighted to report that after another year of
excellent revenue growth (+59% in FY 2024),
we have hit the top end of the target range and
delivered €80.0 million of revenue in FY 2024
(FY 2023: €50.3 million), with growth coming from
a broad range of brands and countries.
Product developments
The online gaming landscape is changing rapidly,
and Playtech stands at the forefront of this
exciting industry. With our technology, diverse
content offerings, and industry-leading position,
we are well-placed to cater to the increasing
demand for unique, captivating, and immersive
entertainment experiences for consumers.
In June 2024, we announced a partnership with
MGM Resorts International to pioneer streaming
of Live casino content from the iconic Las Vegas
properties, Bellagio and MGM Grand. This
innovative content is currently available to players
outside of the US. As the partnership evolves, the
plan is to broaden the portfolio, to include access
to several proprietary Playtech games as well as
exclusive branded TV game shows, celebrity-
hosted trivia shows, and immersive entertainment
experiences.
Throughout the year, the Casino vertical launched
a number of highly popular slot games. Our
award-winning Cash Collect™ suite expanded
to include two innovative animal-themed games:
“Lucky Bass: Mega Cash Collect” and “Wolves!
Cash Collect & Link”, while our ever-popular Fire
Blaze™ suite added new fan-favourite game
“Dwarves and Goblins Mega Fire Blaze”.
The successful collaboration between Quickspin
Studio and Playtechs Live vertical continued in
2024 with the launch of Sticky Bandits Roulette
Live and Busted or Bailed Live crash game,
both of which received positive feedback from
customers and operators. In addition, Playtech
Live designed and launched several bespoke
game shows tailored for our largest customers,
including Paddy’s Mansion Heist for Paddy Power,
The Chase for Entain, and Pig Champions for
Betano. Furthermore, we continued to invest in
the latest streaming technology and implemented
high-efficiency streaming protocol (HESP) across
our Live Studios to ensure ultra-low latency
globally on all devices.
B2C
Snaitech has been classified as
discontinued operations
Playtechs B2C business spans Snaitech (pending
disposal to Flutter Entertainment), HAPPYBET,
Sun Bingo and Other B2C operations. Overall,
Playtech plc Annual Report
and Financial Statements 2024 18
Chief Executive Officer’s review continued
B2C revenues grew 2% to €1,052.7 million
(FY 2023: €1,037.0 million). Adjusted EBITDA grew
3%, rising to €258.4 million (FY 2023: €250.3 million).
Snaitech (discontinued operations)
Revenue from Snaitech in Italy increased slightly
by 1% in FY 2024 compared to FY 2023, while
Adjusted EBITDA grew by 4% year over year.
The overall performance reflected the negative
impact of customer-friendly sporting results over
the course of the year and particularly acute at
the start of 2024.
The retail segment experienced flat revenue,
while Adjusted EBITDA rose by 5% compared to
FY 2023. In contrast, the online business saw a
revenue increase of 3% and a 3% rise in Adjusted
EBITDA during the same period.
Retail betting sales were up 6% versus FY 2023,
as healthy underlying volumes in the year were
partly offset by the negative effects of customer-
friendly results. Gaming Machines revenue was
down 2% versus FY 2023, with growth in VLT
revenue more than offset by a decline in AWP
revenue. At the Adjusted EBITDA level, retail
margins increased by 90bps versus FY 2023, due
to the impact of operational efficiency activities.
The online segment saw 3% revenue growth, with
strong casino performance offset by unfavourable
sports betting results early in the year. The under-
penetration of the online segment continues to be
a powerful structural tailwind for the business, with
Snaitech well-placed to benefit given the strength
of the Snai brand, the continuous improvements
to apps and technology and a broadening of
its content offering. Adjusted EBITDA margins
remained high at 50.5% in FY 2024 versus 50.5% in
FY 2023, despite the negative impact of customer-
friendly sporting results.
HAPPYBET
HAPPYBET revenues were up 4% in FY 2024
compared to FY 2023, driven by the retail segment
in Germany due to favourable sporting results,
partly offset by the impact from the closure of the
Austrian business in H2 2024, as this business
lacked the scale to be a viable entity. Adjusted
EBITDA losses remained flat at €11.8 million in FY
2024 (FY 2023 losses of: €11.8 million).
Given Playtech’s shift back towards a pure-play
B2B business, the impending loss of the Snaitech
management team who oversaw HAPPYBET’s
operations, a focus on cash generation, and
the continued difficult regulatory environment
in Germany, the Group commenced a sales
process for the rest of the business in Germany,
and failing that, we’ll look at a closure.
Sun Bingo and Other B2C
Sun Bingo and Other B2C saw 7% revenue
growth in FY 2024 to reach €78.9 million (2023:
€73.4 million) while Adjusted EBITDA declined to
€4.5 million, from €6.0 million in FY 2023 due to
increased marketing spend in H1 2024 and tighter
regulation with affordability checks coming into
effect in H2 2024.
Responsible Business and
Sustainability
Our sustainability commitments continue to be
instrumental, as we pursue our vision to be the
trusted technology partner of choice, grow our
business, attract the best talent and deliver
long-term value for all of our stakeholders.
This year, we achieved some important
milestones in our journey, across multiple facets
of our sustainability strategy.
I am particularly proud that our progress has been
recognised by several independent external
organisations this year, including being:
Selected as one of seven companies from the
Casinos & Gaming industry for the S&P Global
Sustainability Yearbook 2025.
Listed as one of the World’s Best Companies
in Sustainable Growth for 2025 by TIME;
positioning Playtech at 245 out of 500
companies.
Recognised in the FTSE Female Leaders
Review and in our sector with the Women
in Gaming Award, demonstrating our
commitment and progress on gender diversity
in Executive and senior leadership ranks.
As we look to accelerate our growth in the
Americas and other soon-to-be-regulated
markets, safer and sustainable gambling
continues to be both a concern and an
opportunity for our sector. With that backdrop,
I am pleased with our progress to enhance the
quality and extend the reach of our safer gambling
technology offering. Highlights include:
By the end of 2024, we have deployed
BetBuddy with 23 brands in 14 jurisdictions,
including in several states in the US and Brazil.
BetBuddy was recognised as the
Responsible Gambling Service / Solution
of the Year at the 2024 VIXIO Gambling
Compliance Awards.
Expanded our partnerships in the Americas
with a new collaboration with UNLV and
extended partnerships with ICRG and
Kindbridge.
The Company also committed to reach net-zero
by 2040, with the targets validated by the Science
Based Targets initiative in February 2024.
Our commitment to taking care of each other in
incredibly tough times is another area element
of our culture that I am incredibly proud of.
And, this year, we continued to support our
colleagues through our Benevolent fund, which
aims to support colleagues who are living
through difficult, personal situations. This year,
we extended support for 36 individuals and
immediate families.
Mor Weizer
CEO
27 March 2025
Playtech plc Annual Report
and Financial Statements 2024 19
Strategic report Governance Financials Company information
A
Regulation, technology and online
– where the market is heading
>200
Licensees
>45
Regulated jurisdications
79%
Proportion of regulated
B2B revenues
A
01
A super-cycle driven by a
trend towards regulation
Regulation is the key driver of growth in the
gambling industry. Those countries that become
newly regulated tend to see strong growth early
on, which is why it is crucial for operators and
technology partners to build a presence in a
country that is about to be regulated or is newly
regulated. However, growth typically slows
down after a certain period, driven by increased
competition as new players enter the market,
saturation of markets due to limited demographic
growth and more stringent regulation over time.
At this point in time, we are in an advantageous
position in multiple countries across the world that
are moving towards regulating gambling or have
newly regulated the sector. In the next section, we
assess each of the major regions in the world.
Playtech plc Annual Report
and Financial Statements 2024 20
Marketplace
US and Canada
The regulatory landscape in the US and Canada is
characterised through state-by-state regulation in the
US and province-by-province in Canada. In the US,
following the repeal of PASPA in 2018, over 30 states
have legalised online sports betting, while eight states
have regulated iGaming including Nevada (poker
only).
Latin America
The gambling regulatory landscape in Latin America
is rapidly evolving, especially with the recent launches
of regulated markets in Brazil and Peru. These
jurisdictions now join the likes of Mexico, Colombia,
Panama and others in establishing their local
regulated gambling markets.
UK
The UK stands out as one of the largest and most
mature online gambling markets globally, renowned
for its well-established regulatory framework. The
UK Gambling Commission (UKGC) oversees a wide
array of gambling activities, which encompass online
casinos, sports betting, gaming machines, racing,
lotteries and supplier licences.
Africa
With a population exceeding 1.5 billion, the African
continent offers substantial new opportunities as
rapidly improving digital infrastructure results in
increasing online penetration, combined with a
shift towards regulation of the sector.
Europe
The market in Europe is more nuanced than the North
America region. On the one hand, there are countries
that are moving towards regulating their online
market such as France, while there also exist mature
markets with well-established regulation, such as Italy
and Spain.
25%
10%
12%
16%
11%
11%
7%
11%
5%
2%
12%
Overview Recent Changes Market Growth
1
The progress of iGaming regulation was slow in 2024 and, while
we believe the trend is for more states to regulate over the longer
term, as things currently stand, we think progress will continue to
be slow in 2025. In Canada, the primary focus is on Alberta, where
authorities are expected to publish a plan for regulating the sector
in 2025 that will closely follow the approach used by Ontario.
The launch of Brazil’s national licensing regime on
1 January 2025 represents a fundamental step in confirming
Latin America’s emergence as a largely regulated region for
online gambling. According to forecasts, Brazil should account
for just over half of the total GGR in the region. Chile appears
to be next in line, as senators are expected to continue
their
evaluation of a bill that the lower house of Congress passed in
late 2023.
In France, there is increasing momentum towards liberalising
iGaming, as evidenced by the amendments to the Budget bill
for 2025 and the recently launched government consultation
on the advisability for opening online casinos.
In Germany, authorities are increasingly focused on improving
the operating environment for regulated operators by
addressing the long-standing issues of limited enforcement
towards illegal off-shore operators.
In the UK, the government confirmed plans to introduce a
statutory levy on gambling profits and online slot stake limits
to help tackle the issue of gambling addiction. The levy will be
charged for all licensed operators depending on the nature of
the gambling activity, while the new stake limits on online slots
will be £5 per spin for adults aged over 25 and £2 per spin for
persons aged 18-24 years.
In South Africa, one of the largest markets in the region,
the approval of the Remote Gambling Bill has been slower
than expected. However, the Bill is anticipated to be voted
on in Parliament, and there is optimism about strong
support for its passage.
1
Market growth based on 2024-2027 GGR CAGR; source H2GC.
Playtech plc Annual Report
and Financial Statements 2024 21
Strategic report Governance Financials Company information
A
02 Growing requirements to use data analytics for player protection
Safer gambling is a material ESG topic for the gambling industry. Both regulators and the gambling industry recognise the importance of developing safer
gambling solutions, evaluating their effectiveness and helping support research that leads to the development of evidence-based regulation.
The development of tools, software and new technologies, including generative AI, is increasingly providing new and innovative ways for the sector to ensure
player safety.
Data and AI
Overview
The digitisation of the world is creating
unimaginable amounts of data from all kinds of
sources. More data is being generated every two
years than in all of time before that point. However,
the key to obtaining a competitive advantage is
getting access to the right datasets and drawing
insights from them. Those companies that are
able to attract a large number of users gain
access to the most data, which allows them to
train their AI algorithms to give more accurate
results. This in turn attracts more users, triggering
data network effects that become difficult to
compete against.
Impact on the industry/Playtech
The use of data to gain actionable insights into
customers is a cornerstone of the online gaming
industry. It facilitates:
delivery of a personalised experience for each
user, thus increasing revenue per customer;
acquisition of new customers through
intelligent marketing;
tackling fraud, gambling addiction;
encouraging a more responsible industry; and
improvement in operational efficiencies
through automation.
Given Playtech’s sheer scale, it has access to vast
amounts of data. Playtech is investing heavily in its
AI capabilities, analytics, business intelligence (BI)
and safer gambling tools to ensure that it makes
use of this data to retain its competitive advantage
and promote a sustainable future for the industry.
Playtechs PAM+ platform along with the
engagement platform are continuously upgraded,
bringing advanced automation to every phase
of the player lifecycle, ensuring an unparalleled
gaming experience.
Link to strategy
1
3
Virtual reality/augmented reality
Overview
Augmented reality (AR) is focused on enhancing
the real-world experience, with real-time, virtual
information overlaying physical objects delivered
through a device such as a headset or mobile
phone. Virtual reality (VR) provides a completely
immersive, computer-generated 3D environment
that replaces the real world. With tech titans such
as Apple and Meta releasing next-generation
headsets, we can expect to see significant, as
yet unknown, new use cases within the gambling
sector.
Impact on the industry/Playtech
Should AR and VR gain broad adoption, they
could be used to vastly improve the player
experience.
With VR, players will be able to engage with
other players and experience walking the
halls of a physical casino in the comfort of their
own home.
With AR, there is the ability to customise a
player’s experience in a physical casino, or
within Live, to overlay real-time information on
the video stream.
Playtech has begun to incorporate some of
these technologies in its offering. Our Live
offering seamlessly incorporates cutting-edge
augmented reality features and immersive
props across a selection of blockbuster
games, such as Everybodys Jackpot, and
Adventures Beyond Wonderland.
Link to strategy
2
5G roll-out
Overview
5G is the latest new global wireless standard
that enables a new kind of network designed
to connect everyone and everything together
including machines, objects and devices. It is
predicted to deliver much higher data speeds,
ultra-low latency, more reliability, greater network
capacity and a more uniform experience to users.
These benefits can usher in new immersive
experiences such as VR and AR.
Impact on the industry/Playtech
5G is an enabler of VR and AR technologies
and thus helps to create games that are richer
and more immersive than before.
Video streaming of Live dealer games can be
of a much greater quality with higher speeds
and a more reliable network.
In-game sports betting will benefit, particularly
on mobile. 5G enables fans to simultaneously
make bets and stream the game on their
mobile phones.
The low latency of 5G could help to facilitate
more social iCasino games, as players will be
able to enjoy real-time interactions with other
players.
5G offers a transformative chance to democratise
internet access across Africa, a continent rich with
untapped potential and one of the most promising
frontier markets in the industry.
Link to strategy
2
More data
Better AI
algorithms
More end
consumers
More targeted/
relevant
recommendations
Data
network
effects
Better brand
for Playtech
customers
Better end
consumer
experience
A
03 Technology – multiple technologies about to hit mainstream adoption
Playtech plc Annual Report
and Financial Statements 2024 22
Marketplace continued
A
04 Shift to online continues, accelerated by the pandemic
Live
Overview
Live is an extremely attractive vertical that is
expected to grow significantly over the coming
years.
This is driven by two major trends:
Firstly, there is a shift to online from retail as the
world digitises and this has accelerated due to
the pandemic.
Secondly, players are increasingly seeking
more authentic and immersive experiences.
The combination of these drivers means industry
analysts predict the Live market to reach
$21.6 billion based on GGR by 2029, up from
$10.2 billion in 2024, a CAGR of 16%.
Impact on the industry/Playtech
Playtech has already made significant
investments to capitalise on this attractive
product vertical:
14 studios are currently operational with two
exciting new locations, which opened in 2024
in Slovakia and the Czech Republic.
The number of tables has more than doubled
over the past four years.
Significant investment has been made to
ensure we have the latest cutting-edge
technology and access to great content.
Playtech has revolutionised the online gaming
experience by pioneering Live Casino
streaming directly from the legendary
gaming floors of Bellagio and MGM Grand in
Las Vegas, thanks to its innovative partnership
with MGM Resorts.
These investments have already been made,
and the nature of the Live business model is such
that additional players can be added to tables at
minimal cost. This creates significant operating
leverage and leads to Live being margin accretive
to the overall B2B division.
Link to strategy
2
Underpenetrated online
markets in Europe
Overview
The pandemic accelerated the shift towards
online gambling as retail shops were closed
during lockdown and customers, with plenty of
time to pass, played online while at home. With
2024 online penetration above both 2023 and
2019 levels for all major EU countries, we think it is
safe to conclude that the migration to online has
remained sticky post-pandemic.
There is ample scope for the migration to online
to continue. Looking to the UK as an example of
a mature market, online penetration in 2024 was
59%, far in excess of Spain, Italy and Germany.
Impact on the industry/Playtech
Playtech has a strong European presence
across Italy, Spain and Poland where we are
well-positioned to take advantage of the
continued shift to the online channel.
In Italy, Playtech is a leading B2B supplier, with
over 20 operators as customers.
In Spain, our innovative Live offering has over
60% market share, reflecting our reputation
for excellence and reliability, while in Poland
we have a comprehensive agreement with
state-owned operator Totalizator.
Several large European countries have an
underpenetrated online market
Online penetration as % of GGR
Spain 17%
14%
25%
26%
33%
37%
59%
55%
28%
24%
Italy
France
UK
Germany
2019 | 2024
Source: H2GC (includes betting and gaming and excludes lotteries)
as of 23
January 2025.
Link to strategy
1
Sports
Overview
As the market shifts to online, the Sports segment
is impacted by multiple trends:
Shift to in-play betting and micro betting with
the types of bets becoming more granular and
over a shorter time frame;
Convergence of sports betting, media
streaming and social;
Emerging markets shifting towards
embedded betting within streaming
services; and
More and more data sources being used to
come up with sports betting odds such as
fitness of players.
Impact on the industry/Playtech
Our Sports offering is targeted at those areas
where we see strategic benefits. One such
region is LatAm, where many of the countries
enjoy a rich sporting culture and we continue
to make good progress in Mexico, Colombia
and Panama.
Our Betbuilder product is now available for
all European as well as American sports,
becoming a core offering of our Sports
product given the trend of shifting towards
offering more granular types of bets.
Our 49% stake in LSports exposes us to the
growing demand for access to sports data.
Link to strategy
1
2
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 23
A
Flexibility to capture
every opportunity
Playtech offers a variety of business models to ensure it is well-positioned to take
advantage of the structural growth drivers in the gambling industry.
A
Our offering
Conventional
Provides the operator with
a platform-based solution,
underpinned by the PAM+
and involves a revenue share
framework; operators can then
choose from a wide range of
content including Live, Casino,
Sports, Bingo and Poker.
Structured agreement
A comprehensive solution that
typically involves a revenue
share agreement with additional
marketing and operational services,
and can involve injecting capital to
help facilitate growth in return for
equity-like instruments.
SaaS
For those operators that have
their own platform, we offer
customers the ability to access
our content, in a plug-and-play
SaaS model.
Services
A range of marketing, operational,
training and consulting services.
Content
A broad range of verticals
including Live, Casino, Sports,
Poker and Bingo.
Platform
The power behind Playtechs
products, the PAM+ provides
all the tools necessary to run an
operator’s business.
Core
benefits
The most common business
model we offer, and enables
operators to benefit from our
leading platform combined with
the broadest array of content
verticals.
Targeted at operators
inexperienced in online in
markets that are newly regulated
or regulating. It combines the
local licence and brand of the
operator with Playtech’s leading
technology.
This allows operators to access
our content in a plug-and-play
model with rapid deployment,
increasing our addressable
market and cross-sell
opportunities.
Playtech plc Annual Report
and Financial Statements 2024 24
Our business model
A
Our operating model
Gross Wagers
Payout on Wagers
Gross Gaming Revenue
(GGR = Wagers - Payout)
Bonuses to Players Taxation
Net Gaming Revenue
(NGR = GGR - Bonuses -Tax)
% of NGR
Playtech
Revenue
Operational
Research and
Development
Sales and
Marketing
General and
Administrative
Operating Profit
Explanation:
Playtech provides software to Operator / Licensee; Operator distributes software to the end user (Player)
Player places bet (Wager); Operator keeps GGR (Wager – Payout); Operator subtracts Bonuses and Tax to get to NGR
Playtech charges the Operator a % of NGR on Playtech content that a Player has consumed
Operational: Live operations costs; structured agreement and managed services costs; hardware costs and other operations costs
Research and Development: product and software development
Sales and Marketing: marketing campaigns; sponsorships and exhibitions; advertising (digital and retail)
General and Administrative: salaries; property expenses; consulting and legal fees; audit and tax fees
Playtech plc Annual Report
and Financial Statements 2024 25
Strategic report Governance Financials Company information
A
What differentiates us
A
01
Unparalleled
scale
With 25 years of experience and
investment in technology, the data,
knowledge and expertise that Playtech
leverages enables it to improve product
design, develop cutting edge safer
gambling tools and support regulatory
requirements of operators in various
jurisdictions.
A
02
Strong focus on
regulated markets
Growth in the gambling industry is
primarily driven by countries that newly
regulate. We position ourselves as the
partner of choice for operators in newly
regulating markets, giving us exposure to
the fastest growing markets in the world,
with greater visibility.
A
03
Strategic partnerships
with big brands
With our revenue-sharing business model,
there is alignment of interests between
Playtech and operators. Therefore, our
partnerships with the largest brands
globally enable us to benefit from the
structural growth drivers of the betting and
gaming industry.
A
04
Award-winning
technology
We have a strong track record of
innovation and content creation. Over the
past five years, we have invested more
than >€750 million in R&D to support
the advancement of our cutting-edge
technological platform.
A
05
Talented and
experienced team
Our people are truly exceptional, talented
and dedicated individuals, who are
passionate about their work. Together
with our highly skilled and experienced
senior leadership team, they invest their
time and expertise to help build one of
the world’s leading gambling technology
businesses.
A
06
Pioneering safer
gambling solutions
As one of the largest gambling suppliers in
the world, we are dedicated to designing,
developing and delivering high-quality
responsible gaming technology and
raising responsible gaming standards.
Playtech plc Annual Report
and Financial Statements 2024 26
Our business model continued
A
Our stakeholders and the value
we create for them
Colleagues
Recognising our colleagues as
fundamental to our success and
rewarding everyones contributions
appropriately, while providing
opportunities for personal and
professional development.
158
Wellbeing initiatives
Shareholders and
bondholders
Focusing on creating value for our
shareholders and bondholders, while
continuing to engage with them on a
regular basis.
€1.7b – €1.8b
of expected Snaitech sale proceeds
intended to be paid out as a special
dividend
Licensees and
customers
Developing cutting-edge products
and services through regular
engagement, collaboration and
strategic partnership with licensees
and customers.
>€750m
Amount invested in cash R&D
including safer gambling
initiatives over past five years
Suppliers and
technology partners
Placing suppliers and technology
partners at the heart of our operation
through consistent and regular
communication, on-time payments, fair
terms, fast onboarding and access to
new business opportunities.
>55
Number of available third-party
integrations to Playtech’s systems
Regulators and
policymakers
Collaborating with regulators
to facilitate the development of
fairer, safer and more sustainable
legislation across existing, future and
evolving markets.
15
Collaborations with policy
makers across jurisdictions
Society and
communities
Operating and growing our business in
a way that has a positive impact on the
communities and environment where
we operate.
120
Charities and community
organisations supported
Playtech plc Annual Report
and Financial Statements 2024 27
Strategic report Governance Financials Company information
A
Significant growth opportunities
as a simplified business
We are evolving into a pure-play B2B gambling business
As Playtech transitions to a highly focused B2B business, we are committed to pursuing our vision to be the technology partner of choice in regulated and
regulating markets. Here we outline the medium-term strategic priorities and key enablers for Playtech, which will help us to deliver revenue growth, expand
margins and generate shareholder and stakeholder value.
Focus on regulating
and regulated
markets
Capitalise on market
growth in US and LatAm,
establish a strong position
in Africa and continue to
drive growth in mature
markets.
Flexible business
model
Structured agreements
(Content + Platform +
Services)
Conventional
(Content + Platform)
SaaS (Plug-and-play)
Customer-
centricity
Strengthening our
offering to reflect or
respond to customer
insights and needs
People and
culture
Attracting, retaining
and developing
talented people
and unlocking their
potential
Sustainability
Growing our
business in a
sustainable and
responsible way, in
line with our values
Scale and global
footprint
Utilise our breadth of industry
expertise, experience
and data
Partnerships and
acquisitions
Targeted investments and
acquisitions to grow in markets
and expand product portfolio
Targeted product
investment to drive
profitable growth
Grow core product suite to
scale across all markets.
Target ancilliary product
development in selected
markets.
Increase
operational
efficiency and agility
Leverage our scale to drive
operational efficiency,
improve margins and
promote agility and
collaboration.
Enablers
Capabilities,
processes and
governance
principles essential to
our performance
Strategic
priorities
How we drive growth
and achieve our
performance goals
Harnessing the power of technology to advance player protection
Data analytics and new forms of artificial intelligence are
helping the online gambling industry transform player
protection strategies. In recent years, we have seen regulators
around the world increasingly recognise the potential of AI
and behavioural analytics in promoting responsible gambling.
Over 20 jurisdictions globally now require operators to monitor
player behaviour and take measures to counteract gambling
problems as well as explicitly calling for the use of player data
and technology to identify potential at risk gamblers.
Since acquiring BetBuddy, our safer gambling technology
solution, in 2017, we have continuously enhanced and
optimised the power and features of our offering to operators,
including real-time features such as In-Play Engagement and
personalised messages and journeys. We have also expanded
our partnerships with academic researchers, such as our new
partnership with UNLV. By fostering a collaborative approach,
the gambling industry can harness the power of AI to create a
safer, more sustainable gambling environment. This not only
protects vulnerable players but also contributes to the long-
term viability of the industry.
Superior
technology
Utilise our superior
technology,
enhanced over
the years through
significant
R&D spend
Playtech plc Annual Report
and Financial Statements 2024 28
Our strategy
A
Our strategic priorities
A
See KPI section on pages 30 to 31
A
See risk section on pages 94 to 101
1
Focus on regulating and regulated markets
Growth in the gambling industry is primarily driven by regulation – growth comes from markets that
are early in the journey of regulating, which then moderates as markets progressively mature. We
aim to be the partner of choice for operators in newly regulating markets, with a particular focus on
the Americas.
The US represents a huge revenue opportunity for Playtech with a total addressable market (TAM)
of $63 billion
1
across iGaming, online sports and platform. The LatAm region has strong structural
drivers, and Playtech is ideally positioned to deliver strong growth via its structured agreements in
multiple countries, including Mexico and Brazil.
Link to KPIs
1
3
4
5
Link to risks
1
2
4
5
7
3
Increase operational efficiency and agility
Given Playtech’s scale and its future as a highly focused B2B Company, there is both an opportunity
and a need to enhance operational efficiency and align its cost base with the future structure of
the Company. This involves streamlining processes, eliminating duplication, and fostering a more
agile organisation that can adapt quickly to changing market demands. By reducing duplication
and optimising resources, Playtech aims to improve cash generation, drive margin expansion and
reinvest in innovation and growth. A leaner, more responsive structure will enable faster delivery of
services and solutions to customers, strengthening the Company’s competitive edge and positioning
it for long-term success.
Link to KPIs
2
3
4
Link to risks
1
2
4
5
6
7
2
Targeted product investment to drive growth
While Playtechs breadth of offering is a key competitive advantage in the market, there are certain
segments that present significant opportunities. Playtech has invested heavily in its Live offering,
with 14 studios currently operational, including three in the US. We have more than doubled the
number of tables over the past five years and invested in both the latest cutting-edge technology,
branded content and innovative concepts such as partnering with MGM. With significant operating
leverage in the business, growth in Live is margin accretive.
Link to KPIs
1
2
3
4
Link to risks
1
2
4
5
7
9
1
2030 Mature Market TAM; Source: Flutter CMD as of October 2024.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 29
A
Financial
Group revenue growth
1
5%
Definition
Increase in revenue from
continuing operations divided
by prior year revenue.
Why are we focused on it?
Revenue is a key driver of the
business and is reported in
detail across geography and
business unit. The measure
enables us to track our overall
success and our progress in
increasing our market share.
2024 performance
Group revenue grew 5%, driven
primarily by broad- based
growth within the B2B division.
Link to strategy
1
2
Adjusted EBITDA margin
1
26.8%
Definition
Adjusted EBITDA shown as a
percentage of revenue from
continuing operations. We
use Adjusted EBITDA to aid
comparison year to year.
Why are we focused on it?
Adjusted EBITDA margin
is a measure of improving
profitability in our business and
helps to evaluate the leveraging
of our operating assets. It
also determines the quality of
revenue growth.
2024 performance
Adjusted EBITDA margin grew
150 bps, mainly driven by high
operating leverage on strong
B2B revenue growth combined
with tight cost control.
Link to strategy
2
3
Diluted Adjusted EPS
1
71.7c
Definition
Profit before exceptional
items attributable to equity
shareholders of the Group from
continuing operations, divided by
the weighted average number of
ordinary shares outstanding after
adjustment for the effects of all
dilutive potential ordinary shares.
Why are we focused on it?
Earnings per share reflects
the profitability of the business
and how effectively we finance
our balance sheet. It is a key
measure for our shareholders.
2024 performance
Movement was due to growth in
Adjusted EBITDA in addition to
higher interest income.
Link to strategy
1
2
3
Adjusted operating cash flow
1, 2
€418m
Definition
Operating cash flow after
adjusting for changes in
jackpot balances, client funds,
professional fees and ADM
security deposit.
Why are we focused on it?
Delivery of increased cash
generated from operations
allows us to invest in further
growth opportunities across
our business as well as deliver
shareholder returns.
2024 performance
The movement was mainly
driven by an increase in
earnings.
Link to strategy
1
2
3
5%
7%
33%
(25)%
12%
2024
2020
2022
2024
2023
2021
71.7
50.2
51.5
8.8
40.9
2024
2020
2022
2023
2021
26.8%
25.3%
24.7%
23.5%
26.3%
2024
2020
2022
2023
2021
€418m
€375m
€397m
€276m
€318m
2024
2020
2022
2023
2021
1
From continuing operations, aside for Snaitech which is included in all years including FY 2024 when it was reclassified as discontinued operations.
2
Includes Finalto in FY2020. Adjusted for Snaitech’s PREU tax payment of €90 million relating to 2020, which was paid in 2021 due to circumstances around COVID-19. Interest income has been
reclassified from cash flow from operations to cash flow from investing activities from 2023.
Playtech plc Annual Report
and Financial Statements 2024 30
Key performance indicators
A
Non-financial
Powering licensees with
safer gambling solutions
Integrated with BetBuddy
23
Brands
14
Jurisdictions
Brands | Jurisdictions
Definition
Number of brands in jurisdictions that were
integrated and operational as at the end of
the year with the Playtech Protect solution,
BetBuddy.
Why are we focused on it?
As a business, the most impactful
contribution that Playtech can make to
the industry and in society is through the
provision of technology to advance safer
gambling and player protection.
2024 performance
BetBuddy has expanded into five new
jurisdictions, having been adopted by
seven additional brands in Colombia,
the US and Brazil .
Link to sustainability priorities
Scope 1 and 2 greenhouse
gas (GHG) emissions
29.9%
Reduction since baseline, 2018
Definition
Amount of carbon dioxide equivalent (CO
2
e)
emitted through the energy used within
all our assets, including office buildings,
racetracks, Live studios and data centres.
More details on the methodology can be
found in the Responsible Business and
Sustainability Addendum to the Annual
Report 2024.
Why are we focused on it?
The environment, and particularly climate
change, is a growing area of concern
for Playtech, its investors and its other
stakeholders. In 2019, Playtech introduced
a GHG emissions target to guide its energy
reduction efforts. The Company’s ambition
is to reduce its absolute Scope 1 and 2 GHG
emissions (location-based) by 40% by 2025,
using 2018 as the baseline year. This target
excluded emissions from refrigerants, which
had not yet been considered in 2018.
2024 performance
Playtechs Scope 1 and 2 (location-based)
emissions, excluding refrigerants, were 8,094
tonnes CO
2
e tonnes CO
2
-equivalent (CO
2
e)
in 2024. This is a 29.9% reduction compared
to the 2018 baseline (11,543 tonnes CO
2
e).
Playtech maintained its renewable electricity
in the key markets where the Company
operates despite expansion in markets
where renewable electricity is more difficult
to source. This has resulted in 58.3% of
the Company’s total energy consumption
coming from renewable sources,
Link to sustainability priorities
Gender diversity at
senior leadership level
30:70
Female/male ratio
Definition
Percentage of male and female employees in
senior leadership positions.
Why are we focused on it?
Playtech aims to foster a respectful and
supportive workplace that enables every
colleague to have the same opportunity
regardless of background, gender, ethnicity,
cultures, beliefs and other attributes that
represent our customers and community.
The Company has set out a specific diversity
target to increase the representation of
people who identify as female amongst
its leadership population by 35% by 2025
against the 2021 baseline year, with an
ultimate ambition to achieve equality in the
workplace.
2024 performance
In 2024, Playtech maintained its 30% female
representation in leadership positions
progress against its global target to reach
35% by 2025. In 2025, Playtech will continue
to refine its understanding of gaps in female
talent across the Group and take action to
increase female retention.
Link to sustainability priorities
23 14
2024
2020
2022
2023
2021
916 9
10
6
8
7
3
2
8,094
7,086
6,970
9,316
7,892
2024
2020
2022
2023
2021
Pioneering safer
gambling solutions.
Powering action for positive
environmental impact.
Promoting integrity and
an inclusive culture.
Key to sustainability priorities:
2024
2022
2023
2021
7
30
70
30
26
23
70
74
77
Female | Male
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 31
A
Excellent financial
performance driven by B2B
Playtech delivered an excellent performance
in 2024. This was driven by our core B2B
business, which reached our medium-term
Adjusted EBITDA target ahead of schedule.”
Chris McGinnis
Chief Financial Officer
Overview
Group performance
Snaitech has been classified as discontinued
operations
Overall, Playtech delivered a strong financial
performance in 2024, with Adjusted EBITDA
1
(continuing and discontinued operations) of
€480.4 million (2023: €432.3 million), growing
11% compared to 2023. Total reported revenue
from continuing and discontinued operations
was €1,791.5 million (2023: €1,706.7 million),
representing a 5% increase compared to 2023.
The performance was driven by the B2B division
with strong growth in its core regulated markets,
led by the Americas, with revenues increasing by
10% from €684.1 million in 2023 to €754.3 million
in 2024. Adjusted EBITDA increased by 22%
from €182.0 million in 2023 to €222.0 million in
2024 driven by strong operating leverage and
tight cost control.
Within B2C, revenue was up 2% to €1,052.7 million
(2023: €1,037.0 million) and Adjusted
EBITDA increased 3% to €258.4 million
(2023: €250.3 million). The Snaitech division
within B2C was impacted by customer-friendly
sporting results across 2024, and particularly
acute at the start of the year.
In September 2024, the Group made two
significant announcements:
The Group entered into a definitive agreement
for the sale of Snaitech to Flutter for a total
enterprise value of €2,300 million on a debt
and cash-free valuation basis and assuming a
normalised level of working capital. Following
completion of the sale of Snaitech, which is
expected in Q2 2025, the Group intends to
pay a special dividend of between €1.7 billion
and €1.8 billion. Snaitech was classified as
held for sale and its results for the year have
been shown as discontinued operations.
Playtech entered into a revised strategic
agreement with Caliplay. Under the revised
terms, Playtech will hold a 30.8% equity
interest in Caliente Interactive, Inc. (“Cali
Interactive”), which will be the new holding
company of Caliplay, incorporated in the
United States, and be entitled to receive
dividends alongside other shareholders.
The revised arrangements were conditional
upon Mexican antitrust approval, which
was received in March 2025. Following the
announcement of the revised agreement in
September 2024, Caliplay resumed paying
Playtech its fees, with more than €150 million
having been received in September
2024, which included a settlement of
the entirety of the amount outstanding
at 31 December 2023. An amount of
€33.3 million relating to 2024 invoices was
paid into an escrow account and will be
released following completion of the revised
strategic agreement and, in any event, by the
end of 2025. On 21 March 2025, the Group
announced that all necessary approvals have
been received, and completion of the revised
arrangements is now scheduled to take place
on 31 March 2025.
Reported and Adjusted Profit
Continuing operations
Adjusted Profit before tax grew by 87% to
€99.5 million (2023: €53.1 million), driven mainly
by an increase in Adjusted EBITDA and finance
income.
Reported loss before tax was €9.4 million (2023:
Reported profit before tax €70.4 million). The
movement is due to a reduction in reported
EBITDA to €127.7 million (2023: €152.0 million),
increase in impairment of intangible assets
to €119.7 million (2023: €89.8 million) (refer to
Notes 16-18) and a decrease in the unrealised
fair value gain of derivative financial assets to
€61.5 million (2023: €153.4 million) (Note 19C).
These movements were only partly offset by
the increase in unrealised fair value gain of
equity investments to €51.1 million (2023: loss
of €6.6 million) (Note 19B) and the increase in
finance income.
Playtech plc Annual Report
and Financial Statements 2024 32
Chief Financial Officer’s review
Total post-tax reported loss was €136.5 million (2023: Total post-tax reported
loss of €12.1 million), with the movement in tax explained further in this report.
Discontinued operations
Snaitech Adjusted Profit, net of tax, increased to €164.7 million
(2023: €142.6 million). This was mostly driven by a 4% rise in Adjusted
EBITDA to €265.7 million (2023: €256.1 million) and an increase in finance
income from €1.9 million in 2023 to €8.0 million in 2024.
Snaitech Reported Profit, net of tax, decreased slightly to €112.3 million
(2023: €117.2 million), which includes a decrease in reported EBITDA to
€231.1 million (2023: €254.5 million). This was offset by the aforementioned
year-on-year rise in finance income and the decrease in reported
depreciation and amortisation to €75.7 million (2023: €86.7 million).
Balance sheet, liquidity and financing
The Group continues to maintain a strong balance sheet with Adjusted gross
cash, including cash shown within assets held for sale but excluding the
cash held on behalf of clients, progressive jackpots and security deposits,
of €304.9 million as at 31 December 2024 (2023: €363.3 million). Net debt
decreased to €142.8 million as at 31 December 2024 (2023: €282.8 million),
which is a combination of the Groups strong performance and receiving all
the Caliplay prior year outstanding debt in 2024.
Adjusted gross cash above, includes €139.1 million which is part of assets held
for sale at 31 December 2024.
In December 2024, the Group made a €200.0 million partial repayment of the
2019 Bond.
In March 2025, the Group signed an agreement for a new amended
€225 million five-year RCF facility, which, subject to completion of the sale
of Snaitech, will amend and restate the existing €277 million RCF facility and
become effective on completion of the Snaitech sale.
Group summary (continuing operations)
3
2024
€’m
2023
€’m
B2B 754.3 684.1
B2C 97.8 91.6
B2B licence fee – intercompany* (4.1) (3.8)
Total Group revenue from
continuing operations 848.0 771.9
Adjusted costs
1
(633.3) (595.7)
Adjusted EBITDA from
continuing operations 214.7 176.2
Reconciliation from EBITDA
to Adjusted EBITDA:
EBITDA 127.7 152.0
Employee stock option expenses 4.7 5.7
Professional fees 22.3 13.4
Contract termination fees 24.0
Playtech incentive arrangements 36.0
Impairment of investment and receivables 5.1
Adjusted EBITDA 214.7 176.2
Adjusted EBITDA margin 25% 23%
* B2B license fees paid from the B2C divisions to B2B.
Group summary (continuing and discontinued
operations)
3
2024
€’m
2023
€’m
B2B 754.3 684.1
B2C 1,052.7 1,037.0
B2B licence fee – intercompany* (15.5) (14.4)
Total Group revenue from continuing and
discontinued operations 1,791.5 1,706.7
Adjusted costs
1
(1,311.1) (1,274.4)
Adjusted EBITDA from continuing and
discontinued operations 480.4 432.3
Reconciliation from EBITDA
to Adjusted EBITDA:
EBITDA 358.8 406.5
Employee stock option expenses 5.3 6.3
Professional fees 23.3 14.4
Contract termination fees 24.0
Playtech incentive arrangements 69.0
Impairment of investment and receivables 5.1
Adjusted EBITDA 480.4 432.3
Adjusted EBITDA margin 27% 25%
* B2B license fees paid from the B2C divisions to B2B
The Group’s total reported EBITDA from continuing and discontinued
operations decreased by 12% to €358.8 million (2023: €406.5 million).
The adjusted items between reported and Adjusted EBITDA from continuing
and discontinued operations are explained in Note 10 and Note 8 of the
financial statements, respectively.
Divisional performance
B2B
B2B revenue
2024
€’m
2023
€’m
Change
%
Constant
currency
%
Americas 251.6 211.9 19% 22%
– USA and Canada 29.8 13.2 126% 126%
– Latin America 221.8 198.7 12% 15%
Europe excluding UK 198.7 200.1 (1%) (1%)
UK 136.2 126.1 8% 5%
Rest of the world 11.9 7.0 70% 70%
Total regulated B2B
revenue 598.4 545.1 10% 10%
Unregulated 155.9 139.0 12% 15%
Total B2B revenue 754.3 684.1 10% 11%
Playtech plc Annual Report
and Financial Statements 2024 33
Strategic report Governance Financials Company information
B2B revenue continued
Overall, B2B revenues increased by 10% (11% on a constant currency basis),
largely due to an increase in the Americas.
Regulated B2B revenues
2
increased by 10%, driven by an increase in regulated
markets in the Americas and UK of 19% and 8% respectively.
In the US and Canada, revenue growth was driven by a combination of
increasing wallet share with existing licensees, as well as the launching of
various new operators. Growth in Latin America has been driven by Wplay’s
strong performance, partly driven by high demand during and post the 2024
Copa América. Caliplay in Mexico saw good growth on an underlying basis.
However, the additional B2B services revenue element
4
was impacted by
one-off items within Caliplay’s distributable results in the second half of the
year, including legal fees from the dispute, interest charge on money owed to
Playtech, customer-friendly sporting results, and an adverse impact from foreign
exchange movements. The European market (excluding the UK) showed a 1%
year-on-year decline in revenues. The loss of a retail sports contract in Greece,
decrease in revenues in the Netherlands due to tighter regulations, as well as an
EBITDA-neutral change in commercial terms with an operator in Poland have
been offset by growth in Spain and Italy, as we continue to see uptake in our suite
of products across key markets.
The UK is showing growth across existing and new licensees mainly in Live. This
growth was partly offset by a decline in revenue from an operator continuing to
insource their self-service betting terminals.
Unregulated revenue increased by 12% (15% on a constant currency basis)
against 2023. The growth was driven by Brazil (which will be reclassified as a
regulated market from 1 January 2025), as well as Canada and India. This was
offset by declines in Asia, although this saw stabilisation in the second half of the
year, following the termination of two existing distributor arrangements and a
subsequent agreement with a new distributor in the region (refer to Note 6).
B2B costs
2024
€’m
2023
€’m
Change
%
Research and development 113.7 100.2 13%
General and administrative 91.0 85.5 6%
Sales and marketing 20.0 19.5 3%
Operations 307.6 296.9 4%
Total B2B costs 532.3 502.1 6%
Total B2B revenue and costs
B2B revenue 754.3 684.1 10%
B2B costs (532.3) (502.1) 6%
Total B2B Adjusted EBITDA 222.0 182.0 22%
Margin 29% 27%
Research and Development (R&D) costs, which include employee-related
costs and proportional office expenses, increased by 13% to €113.7 million
(2023: €100.2 million). This rise was driven by a decrease in capitalised costs
and an increase in employee-related costs. Capitalised development costs
represented 29% of total B2B R&D costs in 2024 (2023: 35%). The decline in
the capitalisation ratio was primarily due to the full impairment of the Sports
CGU, resulting in the Group ceasing cost capitalisation in 2024.
General and Administrative costs, encompassing employee-related costs,
proportional office expenses, consulting and legal fees, and corporate costs
such as audit, tax, and listing expenses, increased by 6% to €91.0 million
(2023: €85.5 million). This growth was mainly attributed to increases in
professional fees and other administrative costs.
Sales and Marketing costs remained relatively stable at €20.0 million
(2023: €19.5 million).
Operations costs, which include infrastructure and operational project costs,
IT and security expenses, general day-to-day operational costs (including
employee and office-apportioned costs), and branded content fees, increased
by 4% to €307.6 million (2023: €296.9 million). This increase was primarily
driven by the Groups ongoing expansion of Live studios in North America,
Latvia, Peru, and Romania, and a €12.4 million bad debt provision in Asia. These
increases were partially offset by lower branded game fees (due to changes
in commercial terms with an operator in Poland, with no impact on EBITDA),
reduced sports operational costs, and lower reseller commissions.
B2B Adjusted EBITDA
Total B2B Adjusted EBITDA increased by 22% to €222.0 million
(2023: €182.0 million), while EBITDA margin increased to 29% from 27% in
2023, driven by the movement in revenue and costs, as described above.
Once the revised agreement with Caliplay comes into effect on 31 March 2025
(as per the announcement made by the Group on 21 March 2025), Playtech
will no longer receive the additional B2B services revenue element
4
, but will be
entitled to receive dividends as a 30.8% equity holder in Caliente Interactive, Inc.
(the new holding Company of Caliplay incorporated in the United States).
B2C
2024
€’m
2023
€’m
Change
%
Continuing operations
Sun Bingo and Other B2C
Revenue 78.9 73.4 7%
Costs (74.4) (67.4) 10%
Adjusted EBITDA 4.5 6.0 (25%)
Margin 6% 8%
HAPPYBET
Revenue 18.9 18.2 4%
Costs** (30.7) (30.0) 2%
Adjusted EBITDA (11.8) (11.8) (1%)
Margin N/A N/A
Discontinued operations
Snaitech
Revenue* 956.1 946.6 1%
Costs (690.4) (690.5) 0%
Adjusted EBITDA 265.7 256.1 4%
Margin 28% 27%
Continuing and discontinued operations
B2C Adjusted EBITDA 258.4 250.3 3%
Margin 25% 24%
Continuing operations
B2C Adjusted EBITDA (7.3) (5.8) 26%
Margin N/A N/A
*Includes intercompany revenue from HAPPYBET of €1.2 million (2023: €1.2 million).
**Includes intercompany costs from Snaitech of €1.2 million (2023: €1.2 million).
Snaitech (discontinued operations)
Snaitech revenues increased by 1% from the prior year to €956.1 million
(2023: €946.6 million), as they were affected by customer-friendly sports
results in 2024. Operating costs remained stable at €690.4 million
(2023: €690.5 million) due to the impact of operational efficiency activities.
As a result of Snaitech’s movement in revenue and costs, Adjusted EBITDA
increased by 4% with a slight improvement to the margin at 28%, compared
to 27% in 2023.
Playtech plc Annual Report
and Financial Statements 2024 34
Chief Financial Officers Review continued
Sun Bingo and Other B2C
Revenue from the Sun Bingo business increased by 7% to €78.9 million
(2023: €73.4 million). Operating costs within Sun Bingo increased by 10%
to €74.4 million (2023: €67.4 million), leading to an Adjusted EBITDA of
€4.5 million (2023: €6.0 million). The decrease in Adjusted EBITDA is
attributed to an acceleration of marketing spend in 2024 to fuel further
growth, as well as the impact of tighter regulation that came into effect
during the year. Adjusted EBITDA continues to include the unwinding of the
minimum guarantee prepayment of €5.3 million in the current year (2023:
€5.2 million), recognised as an expense over the period of the new contract
which was renegotiated in 2019.
HAPPYBET
Revenue from HAPPYBET increased by 4% to €18.9 million
(2023: €18.2 million), with costs increasing by 2%. The business remains
loss-making, with Adjusted EBITDA loss in 2024 of €11.8 million (2023: loss
of €11.8 million). The current year includes shut down costs of the Austrian
arm of the HAPPYBET business, whereas 2023 costs included a €2.0 million
expense for a historic litigation settlement.
Depreciation and amortisation
Reported and adjusted depreciation for continuing operations increased
by 17% to €36.7 million (2023: €31.4 million). Adjusted amortisation for
continuing operations (excluding amortisation of acquired intangibles of
€6.2 million (2023: €12.0 million), decreased by 8% to €44.0 million
(2023: €47.8 million). The remainder of the balance under depreciation and
amortisation for continuing operations of €17.3 million (2023: €16.5 million)
relates to IFRS 16 Leases and the recognition of the right-of-use asset
amortisation.
Impairment of intangible assets
The reported impairment of intangible assets of €119.7 million (2023: €89.8)
mainly relates to:
the impairment of the IGS cash-generating unit (CGU) of €4.9 million,
following the termination of two key contracts;
the impairment of the Sports B2B CGU of €96.3 million, driven by the
revised strategic agreement with Caliplay, which we expect to impact the
sports revenue generated from 2025, as well as expected reductions in
revenue from other sports licensees, following contractual changes; and
the impairment of Quickspin CGU of €18.2 million due to the challenges
of operating in an extremely competitive market with stricter regulations
being introduced.
The prior year impairment of €89.8 million mainly related to the impairments
of the Eyecon CGU of €7.8 million, Quickspin CGU of €9.6 million and B2B
Sports CGU of €72.2 million.
Finance income and finance costs
The reported finance income for continuing operations of €30.2 million
(2023: €10.2 million) mainly relates to net foreign exchange gain of €7.2 million
(2023: €2.1 million), interest received of €19.7 million (2023: €8.0 million)
with 2024 including €7.5 million interest from Caliplay and dividend
income of €3.3 million (2023: €0.1 million), of which €3.1 million was from
Hard Rock Digital (2023: €Nil).
Reported finance costs from continuing operations include interest payable
on bonds and other borrowings, bank facility fees, bank charges, interest
expense on lease liabilities and expected credit losses on loan receivables.
Reported finance costs from continuing operations were €46.5 million
(2023: €41.8 million), whereas Adjusted finance costs were €42.7 million
(2023: €38.3 million). The difference between adjusted and reported
finance costs from continuing operations is the movement in contingent
consideration of €3.8 million (2023: €3.5 million) which mainly relates to the
acquisition of AUS GMTC PTY Ltd.
Unrealised fair value changes in derivative financial
assets
The unrealised fair value increase in derivative financial assets from
continuing operations of €61.5 million (2023: €153.4 million) is due to the
movement of the fair value of the various call options held by the Group which
fall under the definition of derivatives within IFRS 9 Financial Instruments, with
the most significant increase being as a result of the uplift in the fair value of
the Playtech M&A Call Option in Caliplay of €71.7 million.
The unrealised fair value gain of equity investments of €51.1 million (2023: loss
of €6.6 million) is mostly driven by the uplift in the value of the Group’s small
minority interest in Hard Rock Digital.
Further details on the fair value of the various call options and equity
investments are disclosed in Note 19 of the financial statements
Taxation
A reported tax expense from continuing operations of €127.1 million
(2023: €82.5 million) arises on a reported loss before tax from continuing
operations of €9.4 million (2023: profit before tax of €70.4 million) compared
to an expected credit of €2.4 million based on the UK headline rate of tax
for the period of 25%. The key items for which the reported tax charge has
been adjusted are the release of brought forward deferred tax assets of
€57.0 million as expected utilization would fall outside the forecasting period
and therefore there is not sufficient certainty they will be recovered.
The total adjusted tax expense from continuing operations is €41.0 million
(2023: €38.9 million) which arises on an Adjusted Profit before tax from
continuing operations of €99.5 million (2023: €53.1 million). The total adjusted
tax expense from continuing operations of €41.0 million consists of an
income tax expense of €25.3 million (2023: €24.4 million) and a deferred tax
expense of €15.7 million (2023: €14.5 million). The Group’s effective adjusted
tax rate for continuing operations for the current period is 41.2%. This rate
is higher than the UK headline rate for the period of 25%. The key reasons
for the differences are current year tax losses not recognised for deferred
tax purposes and expenses not deductible for tax purposes which includes
impairment of intangibles.
Playtech plc Annual Report
and Financial Statements 2024 35
Strategic report Governance Financials Company information
Adjusted Profit
2024
€’m
2023
€’m
Reported loss from continuing operations (136.5) (1 2.1 )
Employee stock option expenses 4.7 5.7
Professional fees 22.3 13.4
Contract termination fees 24.0
Playtech incentive arrangements 36.0
Fair value changes and finance costs on contingent
consideration 3.8 3.5
Impairment of investment and receivables 5.1
Fair value changes of equity instruments (51.1) 6.6
Fair value changes of derivative financial assets (61.5) (153.4)
Amortisation of intangible assets on acquisitions 6.2 12.0
Impairment of intangible assets, property plant and
equipment and right of use assets 120.2 89.8
Provision against assets held for sale 4.3
Deferred tax on intangible assets on acquisitions (8.0) (1.6)
Release of brought forward deferred tax asset 30.9 37.2
Release of brought forward deferred tax asset on Group
restructuring 26.1
Tax on unrealised fair value changes of derivative
financial assets 10.9
Deferred tax on unrealised fair value changes of equity
investments 12.9
Deferred tax asset recognised in respect of refundable tax
credit relating to prior years (6.5)
Tax related to uncertain positions 8.0
Income tax relating to prior years 19.8
Adjusted Profit from continuing operations 58.5 14.2
The reconciling items in the table above are further explained in Note 10 of the
financial statements. Reported loss post tax from continuing operations was
€136.5 million (2023: loss €12.1 million).
Adjusted EPS (in Euro cents)
2024 2023
Adjusted basic EPS from continuing operations 19.2 4.7
Adjusted diluted EPS from continuing operations 18.8 4.6
Basic EPS from profit attributable to the owners of the
Company (7.8) 34.7
Diluted EPS from profit attributable to the owners of the
Company (7.8) 33.7
Basic EPS from profit attributable to the owners of the
Company from continuing operations (44.6) (3.9)
Diluted EPS from profit attributable to the owners of the
Company from continuing operations (44.6) (3.9)
Basic EPS is calculated using the weighted average number of equity shares
in issue during 2024 of 305.4 million (2023: 303.3 million). Diluted EPS also
includes the dilutive impact of share options and is calculated using the
weighted average number of shares in issue during 2024 of 311.7 million
(2023: 311.9 million).
Discontinued operations
Snaitech
An announcement was made on 17 September 2024 that Playtech Services
(Cyprus) Limited, a subsidiary of the Group, has entered into a definitive
agreement for the sale of the Snaitech B2C segment to Flutter Entertainment
Holdings Ireland Limited, a subsidiary of Flutter Entertainment plc (“Flutter”), for
a total enterprise value of €2,300 million in cash. Following this announcement,
the Snaitech division was classified as an asset held for sale and its results for
the year shown in discontinued operation.
Total reported profit after tax from discontinued operations (which only
includes the results of the Snaitech division) decreased to €112.3 million
from €117.2 million in 2023, whereas Adjusted profit after tax increased to
€164.7 million (2023: €142.6 million).
Adjusted EBITDA for this division has been analysed above. Reported EBITDA
decreased to €231.1 million (2023: €254.5 million). The majority of the difference
between Reported and Adjusted EBITDA in 2024 was the Snaitech cash
bonus payable to the Snaitech senior management team on completion of the
SNAI disposal, which is not included in Adjusted EBITDA as it is considered a
one-off bonus.
The full profit or loss of this division can be found in Note 8 of the financial
statements.
Cash flow
Cash conversion (continuing and discontinued operations)
Playtech continues to be cash generative and delivered operating cash flows
of €391.1 million (2023: €358.8 million) including cash from both continuing
and discontinued operations.
2024
€’m
2023
€’m
Adjusted EBITDA 480.4 432.3
Net cash provided by operating activities 391.1 358.8
Cash conversion 81% 83%
Change in jackpot balances (1.9) 3.3
Change in client funds 5.7 (2.1)
Professional fees 23.2 14.4
ADM security deposit (Italian regulator) (0.2) 0.7
Adjusted net cash provided by operating activities 417.9 375.1
Adjusted cash conversion 87% 87%
Adjusted cash conversion of 87% (2023: 87%) is shown after adjusting for
jackpot balances, client funds, professional fees and ADM security deposit.
Adjusting for the above cash fluctuations is essential in order to truly reflect
the quality of revenue and cash collection. This is because the timing of cash
inflows and outflows for jackpots, security deposits and client funds only impact
the reported operating cash flow and not Adjusted EBITDA, while professional
fees are excluded from Adjusted EBITDA but impact operating cash flow.
Cash conversion (excluding discontinued operations)
2024
€’m
2023
€’m
Adjusted EBITDA 214.7 176.2
Net cash provided by operating activities 147.2 119.8
Cash conversion 69% 68%
Change in jackpot balances (3.1) 3.4
Change in client funds 1.2 0.5
Professional fees 22.3 13.4
Adjusted net cash provided by operating activities 167.6 137.1
Adjusted cash conversion 78% 78%
Playtech plc Annual Report
and Financial Statements 2024 36
Chief Financial Officers Review continued
Cash flow statement analysis
Net cash outflows used in investing activities totalled €188.4 million
(2023: €309.5 million), key items of which include:
€18.9 million for the additional acquisition in LSports and acquisition of the
Telnlot El Salvador option of €2.1 million (refer to Note 19);
€155.8 million (2023: €150.0 million) used in the acquisition of property
plant and equipment, intangibles and capitalised development costs.
Net cash outflows from financing activities totalled €266.0 million (2023:
inflows of €39.9 million), key movements of which include:
2024 includes the partial repayment of the 2019 Bond of €200.0 million in
December 2024;
2023 includes partial payment of the 2018 Bond of €200.0 million and net
proceeds of €297.2 million received from the new Bond issued in 2023.
Balance sheet, liquidity and financing
Cash
2024
€’m
2023
€’m
Cash and cash equivalents (net of ECL) 268.1 516.2
Cash and cash equivalents included in assets
held for sale 185.9
Total cash 454.0 516.2
Cash held on behalf of clients, progressive jackpots and
security deposits (102.3) (152.9)
Cash held on behalf of clients, progressive jackpots and
security deposits included in assets held for sale (46.8)
Adjusted gross cash and cash equivalents 304.9 363.3
Bonds 447.7 646.1
Gross debt 447.7 646.1
Net debt 142.8 282.8
Adjusted EBITDA 480.4 432.3
Net debt/Adjusted EBITDA ratio 0.3 0.7
The Group continues to maintain a strong balance sheet with total
cash and cash equivalents of €454.0 million at 31 December 2024
(2023: €516.2 million). Adjusted gross cash, which excludes the cash held
on behalf of clients, progressive jackpots and security deposits, decreased
to €304.9 million as at 31 December 2024 (2023: €363.3 million).
Financing and net debt
As at 31 December 2024, the Group had the following borrowing facilities:
€150.0 million 2019 Bond (2023: €350.0 million) (4.25% coupon, maturity
2026) which was raised in March 2019;
Undrawn €277.0 million revolving credit facility (2023: Undrawn); this
facility is available until October 2025, with a current option to extend by
12 months; and
€300.0 million 2023 Bond (2023: €300.0 million) (5.875% coupon,
maturity 2028) which was raised in June 2023.
Net debt, after deducting Adjusted gross cash, decreased to €142.8 million
(2023: €282.8 million), while net debt/Adjusted EBITDA fell to 0.3x
(2023: 0.7x).
On 26 March 2025, the Group signed an agreement for a new amended
€225 million 5-year RCF facility, which, subject to completion of the sale of
Snaitech (expected to occur in Q2 2025), will amend and restate the existing
€277 million RCF facility and become effective on completion of the sale.
Contingent and deferred consideration
Contingent consideration (excluding liabilities held for sale) increased to
€17.9 million (2023: €6.2 million) mostly due to the recognition of deferred
consideration payable on the purchase of the Tenlot El Salvador option and
additional acquisition in LSports (refer to Note 19 of the financial statements).
The existing liability as at 31 December 2024 comprised the following:
Acquisition
Maximum
payable
earnout (per
terms of
acquisition)
Contingent/
deferred
consideration
as at 31
December
2024
Payment
date (based
on maximum
payable
earnout)
Aus GMTC PTY Ltd €48.1 million €9.8 million Q1 2026
LSports €6.9 million €6.9 million Q1 2025
Tenlot El Salvador €1.2 million €1.2 million Q4 2025
Included in liabilities held for sale at 31 December 2024 are €2.0 million in
relation to various acquisitions made by Snaitech (2023: €0.8 million included
in Group liabilities).
Going concern and viability assessment
In adopting the going concern basis in the preparation of the financial
statements, the Group has considered the current trading performance,
financial position and liquidity of the Group, the principal risks and
uncertainties together with scenario planning and reverse stress tests
completed for a period of no less than 15 months from the approval of these
financial statements.
Given the announcement published in September 2024 on the definitive
agreement for the sale of Snaitech S.p.A. to Flutter Entertainment Holdings
Ireland Limited and considering the high likelihood that the transaction will
complete by Q2 2025 the Directors have assessed only one base case
scenario, being the Group without Snaitech.
As per the going concern assessment under Note 2, the Directors have
a reasonable expectation that the Group will have adequate financial
resources to continue in operational existence over the relevant going
concern period and have therefore considered it appropriate to adopt the
going concern basis of preparation in these financial statements.
1
Adjusted numbers throughout relate to certain non-cash and one-off items. The Board of
Directors believes that the adjusted results represent more closely the consistent trading
performance of the business. A full reconciliation between the actual and adjusted results is
provided in Note 10 of the financial statements.
2
Core B2B refers to the Company’s B2B business excluding unregulated Asia.
3
Totals in tables throughout this statement may not exactly equal the components of the total
due to rounding.
4
Additional B2B service fee as explained in Note 6 of the financial statements is based on
predefined revenue generated by each customer under each structured agreement which
is typically capped at a percentage of the profit (also defined in each agreement) generated
by the customer.
Chris McGinnis
Chief Financial Officer
27 March 2025
Playtech plc Annual Report
and Financial Statements 2024 37
Strategic report Governance Financials Company information
A
Providing market-leading
solutions through Playtech’s
cutting-edge technology
For more information on each of our product offerings, please go to
www.playtech.com
Through our proprietary
technology, Playtech offers a full
turnkey solution including platform,
content and services, enabling
operators to deliver a safe and
seamless customer experience,
and innovative gameplay.
Platform and content
Playtech ONE
Analytics
Services
Marketing Operational
PAM+ platform
Playtech Protect
Desktop
and mobile
Retail
machines
Portal
Native
apps
Retail
till
Live Casino Sports Poker Bingo
Playtech Open Platform
Playtech plc Annual Report
and Financial Statements 2024 38
Product and innovation
Platform
PAM+
2024 highlights
Player Info 2.0: The Player Info page enables admins to view
and manage all data related to an individual player’s gaming
and account activity. This update delivers a new design and
enhanced user experience, with improved navigation, speed
and customisation options, and real-time updates from the
player activity timeline.
Custom dashboards in Report Viewer: Report Viewer now
offers an option to create custom dashboards to visualise
a variety of key metrics and KPIs, empowering licensees to
efficiently monitor performance and extract valuable insights
from complex reports.
Authentication and security enhancements: To enhance
security and improve the overall player experience, new options
have been added to the player login flow, including passwordless
login through FIDO2 and Google login integration.
New KYC providers and enhanced integrations: Several
new KYC providers have been integrated, and existing third-
party product integrations have been enhanced, extending the
options available to US and other international markets.
Regulatory updates: In response to new reporting, regulatory
and responsible gambling requirements, we have implemented
compliance-related changes in several regulations, including the
Netherlands, Sweden and the United Kingdom.
>300 billion
Wallet transactions processed
in PAM+ in 2024
Playtech plc Annual Report
and Financial Statements 2024 39
Strategic report Governance Financials Company information
Playtech has one of the broadest content portfolios in the gambling industry with a huge array
of variants across the industrys most popular product verticals. The next section outlines
highlights for each vertical in what has been an exciting year.
For more detail on our offering for each product vertical, please refer to www.playtech.com.
Content
Live
2024 highlights
In 2024, the Live vertical continued to make good progress,
delivering strong revenue growth, and making strategic
progress in Brazil and the US.
In the US, we have now successfully secured partnerships
with a significant portion of the major operators, establishing
ourselves as a leading partner for delivering dedicated Live
tables and immersive gameshow experiences.
We signed a landmark agreement with MGM Resorts to
pioneer live-streaming of tables directly from the MGM Grand
and Bellagio gaming floors in Las Vegas to players outside
the US.
In the year, we expanded capacity across our existing and
newly built studios.
Total number of
Live tables
>450
Number of studios
operational
14
We’ve also continued to enhance our in-house video
technology, with latency rates continuing to decline across all
devices, in addition to a reduction in costs in delivering video
content.
We released more than ten innovative and highly popular
gameshows, including Paddys Mansion Heist and The Chase,
developed on a bespoke basis for Paddy Power and Entain,
respectively.
Playtech plc Annual Report
and Financial Statements 2024 40
Product and Innovation continued
Casino
2024 highlights
Playtechs Casino product vertical had an excellent year,
achieving significant milestones in game development and
promotional innovation.
In 2024, we launched over 65 unique slot games, including
popular branded titles like Breaking Bad: Collect’em and The
Walking Dead: Collect’em, tailored specifically for US players.
We also developed multiple bespoke games in collaboration
with partners like BetMGM, enhancing player engagement with
unique maths models and art styles.
Alongside game development, we prioritised content discovery
and user retention through targeted campaigns to boost player
engagement. Our targeted campaigns were aligned with
seasonal and sporting events, including the launch of Lil’Demon
games and the Season of the Gods, enhancing the visibility of
Age of the Gods Fire Blaze and Age of the Gods Cash Collect.
We also introduced a new engagement tool with an interactive
wheel mechanic to gamify rewards and increase player
interaction.
From a product development perspective, we successfully
launched our latest network leaderboard tool designed to
connect multiple licensees through Playtech’s global distribution
network. Our inaugural Football Fiesta campaign celebrated
Euro 2024 and Copa America by featuring an impressive €500k
prize pool with contributions from more than 120 network
brands, driving strong player engagement.
Sports
2024 highlights
In 2024, Playtechs Sports vertical made significant
improvements with upgraded architecture and increased server
capacity. These enhancements boost scalability and reliability,
ensuring our platform meets growing demand while delivering
an exceptional experience.
We successfully launched our digital sports offering in the US
with Delaware North in Ohio. The launch is part of a multi-state
commercial agreement with expected launches in Arkansas,
Tennessee and West Virginia in the coming months.
Our retail sports offering is gaining strong traction, with
successful launches in key markets such as Brazil and Peru,
alongside exciting placements in unique venues such as
cruise ships.
From a product perspective, we continue to innovate and
enhance our in-house sports data feed capabilities, enabling us
to provide competitive and accurate odds across a multitude of
events, ranging from single game outcomes to advanced Bet
Builder scenarios.
>65
Unique slot games launched in 2024
Playtech plc Annual Report
and Financial Statements 2024 41
Strategic report Governance Financials Company information
Poker
2024 highlights
Playtechs Poker vertical delivered another year of strong
performance in 2024, as it continues to benefit from the
increased popularity of online poker post the COVID-19
pandemic. Throughout the year, we achieved 18% year-on-
year increase in the average number of monthly players and
13% increase in the average monthly GGR.
18%
Increase in the average number of monthly players
In 2024, we witnessed a significant rise in tournament
participation fuelled by the success of our Elite Series XL
tournaments. Since 2021, guaranteed prize pools have
increased tenfold, reaching €10 million for the latest Winter
Ultimate Edition in December 2024, demonstrating our ability
to enhance competitive gaming and reward participation.
We successfully launched our innovative online-to-live
offering where, through a series of engaging online qualifier
tournaments, we have sent over 500 players to top poker
destinations in Europe to play live finals in tournaments such as
Irish Poker Open and Master Classics in Amsterdam.
Bingo
2024 highlights
In 2024, Playtech proudly unveiled its cutting-edge
next-generation bingo platform, a culmination of extensive
development and refinement over the past year.
The new platform delivers exceptional performance and
quality in product releases, setting a new benchmark for bingo
development. With its modern design, streamlined operations,
faster release times, optimised customisation tools and an
intuitive UI, operators are now equipped to offer an unparalleled
gaming experience.
The launch of the platform has generated significant interest
from both current and potential clients, highlighted by its
successful rollout with two major operators, Buzz Bingo and
the National Lottery of Netherlands.
The partnership with Buzz Bingo continues to thrive, and in
February 2025, Buzz Bingo unveiled an ambitious plan to
implement 10,000 of Playtechs cutting-edge Electronic Bingo
Terminals throughout its land-based network, enhancing the
gaming experience for all players.
10,000
Electronic Bingo Terminals being rolled out for
Buzz Bingo across its UK bingo clubs
Playtech plc Annual Report
and Financial Statements 2024 42
Product and Innovation continued
Safer gambling
2024 highlights
BetBuddy continues its market expansion, now being
integrated across 14 jurisdictions, including three US states
for the first time, and 23 brands. This growing adoption of our
responsible gambling technology by operators worldwide
demonstrates the industry’s commitment to implementing
sophisticated player protection solutions.
23
Brands integrated BetBuddy
The successful launch of BetBuddy 3.0 marks a significant
advancement in responsible gambling technology, featuring
enhanced explainability and actionability of risk assessments.
The new version introduces seven concrete scoring
categories, comprehensive player information, and improved
visual representations, making risk assessment more
transparent and actionable for operators, while maintaining
sophisticated analytical capabilities.
We have established our new Customer Protection Services
within Playtech Managed Services, combining BetBuddy’s
analytical capabilities with advisory services, managed
operations, and research initiatives. This integrated approach
enables operators to implement more effective responsible
gambling programmes through data-driven insights and
operational expertise.
AI and data
2024 highlights
Enhanced our data analytics capabilities by integrating
historical datasets with real-time sub-second data to facilitate
timely interventions, which are essential for boosting player
engagement and ensuring safety.
Expanded our cloud data-sharing platform to grant customers
unprecedented direct access to the datasets that fuel our
advanced analytics. This enhancement allows users to
seamlessly uncover valuable insights with real-time access to
pre-built dashboards and the flexibility to create personalised
analytics in a self-service manner.
Initiated the first set of generative AI projects aimed at
enhancing our software development capabilities and
automating routine tasks.
Playtech plc Annual Report
and Financial Statements 2024 43
Strategic report Governance Financials Company information
A
Playtech’s success is reliant on
maintaining strong relationships
with stakeholders
As a technology leader and trusted service
provider in the gambling industry, Playtechs
success is built upon maintaining strong
relationships and trust with its stakeholders. As
an Isle of Man registered Company, we are not
bound by the UK Companies Act 2006. However,
we seek to adhere to best practices and, as such,
the following section outlines how the Directors
take into account their obligations under section
172(1) (a) to (f) of the Companies Act 2006.
Playtech plc Annual Report
and Financial Statements 2024 44
Stakeholder engagement
Colleagues Shareholders and bondholders
Why we value them
We recognise our colleagues are fundamental to our success and,
as such, we put our colleagues at the heart of everything that we
do as a company. We strive to recognise and reward everyone’s
contributions appropriately and give people the opportunity to
develop both personally and professionally. Playtech, therefore,
needs to attract and retain top talent through a strategic and
professional recruitment approach.
Most pertinent issues in 2024
Understanding the full potential of Artificial Intelligence (AI)
Broadening the scope of Diversity, Equality and Inclusion (DEI)
Wellbeing effectiveness
Reward learning and development
Workplace cultures and values
Manager effectiveness
How the Board and management engage
and respond
Establishing Artificial Intelligence (AI) Committee and
encouraging AI usage across the organisation
Launching neurodiversity webinar series and supplying
educational toolkits
Identifying most suitable wellbeing offerings through regular
assessments
Scaling up Centre of Excellence function within HR, focusing
on talent acquisition, learning and development, and diversity,
equity and inclusion
Launching Playtech DNA initiative focused on re-assessment
of values and culture
Conducting regular management training programmes
Why we value them
Continued access to capital is vital to the long-term success of our
business. Furthermore, Company Directors can better understand
shareholder concerns and the driving forces behind their voting
decisions. Engagement with experienced investors can be
valuable for the Company in providing feedback on key strategic
decisions, while also helping to anticipate any issues that may arise
in areas such as governance and sustainability.
Most pertinent issues in 2024
B2B strategy post Snaitech sale
Financial implications of the revised Caliplay agreement
US and Latin America strategy
Capital allocation priorities
Corporate governance
ESG strategy and progress on safer gambling, climate and
diversity and inclusion
How the Board and management engage
and respond
Annual Report and AGM
Structured programme of communication between the
Company, and investors and analysts
Results presentations and post-results engagement with major
shareholders
Capital Markets Days and analyst site visits
Board receives regular updates on investor relations
Engagement with ESG indices
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 45
Licensees and customers Suppliers and technology partners
Why we value them
We seek to understand our licensees’ and customers’ needs and
challenges so that we can develop products and services and enter
strategic partnerships that will add value. Regularly engaging with
licensees and customers also highlights opportunities for innovation
to ensure we can stay ahead of the competition and respond to
challenges.
Most pertinent issues in 2024
Innovation across platform, content and services
Data protection
Service reliability and scalability
Compliance
Competitive pricing
Solutions and support to meet and anticipate regulatory
developments and sustainability topics – including safer
gambling
How the Board and management engage
and respond
Face-to-face engagement at trade shows
Executive Management team regularly meets with our
customers to ascertain how Playtech is delivering as a partner
and how we can improve
The Board regularly receives updates on licences signed and
progress on implementations
Management teams use account management structures and
CRM tools across our business to ensure we are delivering to
our licensees’ and customers’ expectations
Playtech aims to apply best practices, develop skills and
capabilities, and deliver continuous improvement in execution to
enhance the overall customer experience
Why we value them
Our suppliers and technology partners play a crucial role in
supporting our operational excellence as well as the success of our
commercial teams, our product units and, ultimately, our licensees.
Our customers benefit from high-quality provision of technical
services and fast delivery, as well as the suppliers’ and partners
geographic reach, industry-specific and functional domain
expertise, and implementation support, while we maintain a high
level of availability by efficiently managing processes within our
supply chain.
Most pertinent issues in 2024
Complexity and speed of onboarding process for new suppliers
Consistent and regular communication and engagement with
key suppliers
On-time payments
Fair terms
Ensuring suppliers (including small suppliers) have access to
new business opportunities
Ethical behaviour and supplier compliance with sustainability
criteria on climate and human rights
Innovative partnerships
How the Board and management engage
and respond
Presentations to the Board Sustainability Committee on
sustainable procurement risk assessment and sustainable
supply chain strategy
The Procurement function undertakes actions to ensure open
communication with vendors and suppliers
Digitalising internal processes to speed up and improve
communication with vendors and suppliers
Initiating supplier briefings and brainstorming sessions to help
create new solutions aligned with Playtech requirements
Ensuring supplier compliance with regulatory requirements,
through due diligence checks, GDPR reviews and information
security checks
Ensuring supplier compliance with human rights and climate
requirements
Choosing partners that are leaders in their own field and share
Playtechs standards and values
Playtech plc Annual Report
and Financial Statements 2024 46
Stakeholder engagement continued
Regulators and policymakers Society and communities
Why we value them
We firmly believe that engagement with regulators plays an
important role in, and can be valuable to, facilitating a fairer, safer
and more sustainable sector. In 2024, the Company continued
to actively advocate for regulation in existing, future and evolving
markets.
This advocacy is vital to raise industry standards and protect
customers, while also ensuring the industry continues to provide
entertaining, innovative and responsible gaming products to its
customers, and better understand regulator concerns and
decision-making.
Most pertinent issues in 2024
Further evolution of safer gambling regulatory requirements
Expansion of technology and data-driven player protection
measures, including advanced player analytics and real-time
monitoring for potential harm
Increased emphasis on enhanced safeguards and stricter
regulatory requirements for vulnerable groups such as
under 25s
Heightened focus on combatting the growth of unlicensed and
unregulated operators, which pose risks to consumers
Ongoing improvements to existing regulations and compliance
frameworks, in various regions globally, with a greater focus on
safer gambling and AML measures in particular
New regulatory and legislative initiatives aimed at promoting
robust player and consumer protections across markets,
globally
How the Board and management engage
and respond
Chief Compliance Officer provides the Board with regular
updates on regulatory developments, engagement with
policymakers and participation in trade association meetings
The Board is engaged with the licensing processes in several
new jurisdictions to better understand evolving regulatory
requirements
The Board continues to actively promote further regulation
in North America via meetings with state regulators and
policymakers wherever possible
The Board receives ongoing updates including the review of the
UK Gambling Act and regulatory developments in the US and
Latin America, as well as Europe
The Board receives training every 12–18 months, including legal
requirements related to AML and anti-corruption, as well as
ongoing regulatory developments
Why we value them
We are committed to operating and growing our business in a way
that has a positive impact on the communities and environment
where we operate. We also recognise that the challenges facing
the sector and communities cannot be solved by one organisation
alone. Driving positive social change and environmental impact
requires collaboration and partnership.
Most pertinent issues in 2024
Addressing societal concerns about the impact of gambling on
digital wellbeing and mental health
Ethical and responsible use of technology and generative AI
Driving positive environmental action and mitigating operational
and value chain risks and impacts on climate change and nature
Action to tackle modern slavery and human and labour
rights issues
Promoting equal opportunities at all levels of the organisation
Supporting colleagues and communities affected by the impact
of conflict, war and natural disasters
Delivering both monetary and volunteering support to local
community organisations and causes
How the Board and management engage
and respond
Engagement with the Sustainability and Public Policy Board
Committee
The Board received training on external sustainability-related
developments
The Board is informed on updates around climate-related risks
and opportunities
The Board is provided with updates from the Chair of the
Sustainability and Public Policy Committee on:
The Company’s safer gambling strategy
The Company’s human capital and people strategy
Human rights in the workplace and supply chain
Sustainability-linked remuneration to include Executive
Committee and selected leaders
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 47
A
Shaping our sustainable future
In 2024, our commitment to be a sustainable and responsible
business is stronger than ever. We believe that growing our
business in a sustainable and responsible manner is a key
factor in delivering long-term value for our stakeholders. As
we prepare to comply with ESG regulatory changes, we are
committed to engage with our stakeholders to understand
and respond to societal expectations. I am incredibly proud
of the exceptional achievements of our people, whose efforts
have been pivotal in driving progress.”
Linda Marston-Weston
Chair of the Sustainability and Public Policy Committee
Powering action
for positive
environmental
impact
A
Read more on pages 82-92
Pioneering safer
gambling solutions
A
Read more on pages 60-65
Partnering on
shared societal
challenges
A
Read more on pages 66-71
Promoting integrity and
an inclusive culture
A
Read more on pages 72-81
Our sustainability
strategy is a key enabler for
delivering our Company’s
strategic priorities and vision
to be the trusted technology
partner of choice.
Our approach to
Sustainability
Playtech plc Annual Report
and Financial Statements 2024 48
Responsible business and sustainability
A
Our sustainability priorities
Key to stakeholder groups
1
Customers and end users
2
Suppliers
3
Regulators and
research institutions
4
Colleagues
5
Charity partners
and NGOs
6
Society
7
Planet
Why does it matter?
Sustainable gambling and player protection
technology is where we can make a material
positive social impact to the industry and
in society. Through safer products, data
analytics and player engagement solutions,
we are raising industry standards, improving
player protection measures and helping our
licensees succeed.
What we measure
Playtech Protect geographic
presence and BetBuddy integrations
with operators
Research papers and insights
Uptake of safer gambling tools and
customer interactions
2024 Highlights
23 brands deployed and integrated with BetBuddy
in 14 jurisdictions
21 compliance and safer gambling SaaS
partnerships
Read more on Playtech Protect on pages 60 to 65
Stakeholder groups impacted
1
3
5
Why does it matter?
Responding to shared societal challenges
facing our sector and our communities
cannot be solved by one organisation alone.
By working with expert partners, we are
helping people live healthier lives online and
supporting a wide range of charitable and
volunteering activities.
What we measure
Monetary donations and investments
Employees’ contributions (skills, time
and/or money)
Engagement and reach to assess
impact of community programmes
2024 Highlights
>€2,400,000 monetary donations and
investments
14.9% global average in employees’ contributions
(skills, time or money)
>108,000 people engaged through our
community programmes
Read more on Playtech Partners on pages 66 to 71
Stakeholder groups impacted
4
5
6
Why does it matter?
When colleagues feel valued and supported,
they are more motivated and committed
to achieve shared goals. By building an
equitable workplace and empowering
colleagues to be a force for good in the
world, companies can maximise their
collective positive impact.
What we measure
Diversity metrics
Employee engagement
Employee wellbeing
2024 Highlights
30% of female senior leaders
>790 colleagues engaged through wellbeing
initiatives
>35 colleagues and immediate family supported
through Playtech’s Benevolent Fund
Read more on Playtech People on pages 72 to 81
Stakeholder groups impacted
2
3
4
Why does it matter?
Climate change is an urgent concern
impacting operational efficiency, energy
consumption and supply chain stability.
Addressing climate change also aligns
with stakeholder expectations and
enhances Playtechs sustainability and
innovation strategy.
What we measure
Energy and emissions
Renewable energy in our offices
Water and waste consumption
2024 Highlights
29.9% reduction in Scope 1 and 2 (location-based)
carbon footprint against a 2018 baseline
Science-Based Target initiative approval over
near-term and net zero targets in February 2024
58.3% total energy consumption from renewable
sources
Read more on Playtech Planet on pages 82 to 92
Stakeholder groups impacted
2
6
7
Playtech plc Annual Report
and Financial Statements 2024 49
Strategic report Governance Financials Company information
Sustainability and Corporate Affairs
Sustainability and Public Policy Committee Audit and Risk Committee
Responsible for reviewing the environmental, social
and governance (ESG) considerations, continued
effectiveness of the ESG strategy and policies. The
Committee ensures appropriate governance is in place
for the successful execution of the strategy; including
approval of the ESG strategy, the implementation plan
and corresponding business commitments and targets;
overseeing disclosures of ESG matters; monitoring
stakeholder engagement and sentiment towards ESG
matters, and liaising with other Committees as appropriate.
Responsible for the provision of effective
governance over the appropriateness of the
Group’s financial and non-financial reporting,
including the review of management’s
identification, monitoring and mitigation of key
sustainability risks, including incidents and
remedial activity; as well as the assessment
of the adequacy of the structures, internal
controls and processes, and responsibilities
for identifying and managing risks.
The day-to-day responsibility for sustainability governance sits with the Sustainability team, within the Sustainability and
Corporate Affairs function. In practice, this function co-ordinates action, provides subject matter expertise, delivers support
to other relevant functions, business units and country-level management, tracks performance and leads engagement and
partnerships with external partners.
Executive Management
Considers and discusses plans and recommendations coming from the operational side of the business and from the various
product verticals, in light of the Groups strategy and capital expenditure and investment budgets, including the implications of those
plans (in areas such as resources, budget, legal and compliance). The Committee either approves the plans or as necessary refers
the proposal for formal Board review and approval in accordance with the Company’s formal matters reserved for the Board.
Board of Directors
Our Board is committed to maintaining high standards of corporate governance, which it considers to be central to the effective
stewardship of the business and to maintaining the confidence of stakeholders. The Board sets the tone for the Company. The
way in which it conducts itself, its attitude towards sustainability, problem gambling and diversity and inclusion, its definitions of
success and its assessment of appropriate risk all define the atmosphere within which the Executive team works.
Co-ordination and management
Environment
Forum
Centre of
Excellence
Global
Community
Investment
Committee
Risk, Internal
Controls and
Assurance
Compliance
Council
Functional leadership and strategy
Playtech plc Annual Report
and Financial Statements 2024 50
Responsible business and sustainability continued
A
Our sustainability governance
Environment Forum
A cross-functional forum established for
setting, co-ordinating and overseeing the
strategy and response to the challenges posed
by climate change. The forum drives progress
against the Company’s commitment to buying
renewable energy and engaging suppliers to
reduce Playtech’s supply chain emissions. Its
work on climate change includes reviewing the
current GHG targets and strategy to ensure
it aligns with the latest science on limiting
the level of global warming below 1.5°C and
evolving regulatory and reporting framework.
Centre of Excellence
The newly established Centre of Excellence
oversees the Company’s strategic human
capital management functions and
commitments including talent management,
learning and development, diversity, equity,
inclusion and belonging (DEIB) and wellbeing,
working closely with the Business Units and
functional leader.
Global Community
Investment Committee
This Committee is comprised of members
of senior and Executive Management, who
oversee and monitor Playtechs Community
Investment Programme and strategy of the
philanthropic and volunteering activities across
the Group. Local offices have established and
formalised charity committees to oversee and
drive community investment activity.
Risk, Internal Controls
and Assurance
The function plays a key role in overseeing the
identification, assessment and management
of risks, ensuring appropriate internal controls
are implemented and assessed, following
integration into operational processes across
the business.
Compliance Council
This forum is led by the Regulatory Affairs and
Compliance function to align and integrate
compliance and regulatory considerations into
planning and decision-making. The Regulatory
Affairs and Compliance function is subject to
recurring annual reviews, the scope of which is
dynamic and varies from year to year.
Co-ordination and management
Key:
Receive information
Delegate
Oversight, review and challenge
Our sustainability governance
Our sustainability strategy is overseen by a Board-level Sustainability and Public
Policy Committee, which is responsible for overseeing the Group’s sustainability
strategy and monitoring its performance against targets. The cross-Board
Committee engagement between the Sustainability and Public Policy and
Audit and Risk Committees ensures a comprehensive approach to identifying
and managing sustainability-related risks, establishing and evaluating the
effectiveness of internal controls, and implementing mitigation and adaptation
strategies.
The efforts of the two Committees have unified to respond to the evolving
regulatory compliance requirements, including the European Union Corporate
Sustainability Reporting Directive (EU CSRD) and the updated UK Corporate
Governance Code.
Although the day-to-day responsibility for sustainability governance sits within
the Sustainability and Corporate Affairs function, the Executive Management
is presented with the sustainability priorities for the year ahead, along with
compliance and regulatory considerations integrated into planning and
decision-making.
Action and accountability
We believe that growing our business in a sustainable and responsible manner
is a key factor in delivering long-term value for all our stakeholders. In 2023, the
Board strengthened Playtechs sustainability governance and accountability
beyond Executive Management, by establishing an incentive and reward scheme
to recognise leadership commitment and contributions to the Company’s
sustainability year-on-year performance for selected leaders. These leaders
were identified as crucial influencers over Playtechs sustainability agenda and
contributors to the Group Sustainability performance. The scheme continued to
recognise the Company’s leadership contributions in 2024.
The sustainability performance and measures relate to material elements of our
sustainability strategy, which include:
Sustainable gambling solutions, innovation and collaboration
Attracting and retaining diverse talent
Environmental action to become a low-carbon business, within our own
operations and supply chain
The Board will continue to review and expand the Company’s environmental,
social and governance performance measures as well as the scope to build
on collective efforts to meet our commitments and most importantly, embed
sustainability into our culture and business operations.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 51
A
Double materiality
assessment
In 2024, Playtech conducted a double materiality assessment to evaluate and
report on sustainability topics that impact both corporate financial value and
the wider economy, environment and people, in preparation for the EU CSRD
requirements in 2025.
Our methodology
The methodology used for this exercise is aligned with the approach
outlined in the Directive. Playtech is required to assess, manage and report
on sustainability topics that can influence corporate financial value and
topics that are material to the wider economy, environment and people.
Through the recommended double materiality approach, Playtech has
assessed the sustainability topics material to the business from an impact
perspective (actual or potential, positive or negative impacts on people
or the environment) and material from a financial perspective (matters
that generate risks and opportunities that have a material influence on
financial performance). In 2025, Playtech will assure the double materiality
assessment and its related CSRD disclosures.
The EU has adopted the European Financial Reporting Advisory Group’s
(EFRAG) reporting standards (European Sustainability Reporting Standards
(ESRS)) for CSRD. These standards and the related guidance are sector-
agnostic. Therefore, to ensure Playtech’s materiality assessment can
continue to inform its sustainability strategy, Playtech has also considered
sector-specific topics alongside the ESRSs. Playtech has also considered
its previous sustainability materiality assessment from 2022 in this process
to ensure there is continuity. Going forward, Playtech will refresh its double
materiality assessment every other year.
Our approach
Playtech has followed the EU CSRD methodology and EFRAG’s guidance in
its approach:
Mapping Playtechs value chain and reviewing a range of internal
publications, peers, sector-specific standards and globally recognised
ESG rating frameworks. From this exercise, a long list of potentially
material sustainability issues was created to inform the Company’s
understanding of the Impacts, Risks and Opportunities (IROs). At this
stage, the internal stakeholder group, comprised of subject matter
experts, qualitatively agreed on the ESRSs that could be excluded
from the detailed assessment. This group considered those topics that
were not applicable or relevant to Playtechs business or the sector it
operates in.
Prioritising a short list of potentially material sustainability topics. This
process was based on an analysis of desk-based scores given to each
topic on the long list of topics as well as direct engagement with both
internal and external stakeholders. Direct stakeholder engagement
included:
Eleven interviews with external stakeholders from a range of
organisations, including sustainable gambling, DE&I NGOs,
investors, suppliers and customers, and different members of
Playtechs sustainability advisory panel.
Five internal workshops with Playtech employees from different
functions, including HR, Sustainable Gambling, Regulatory Affairs,
Corporate Affairs, Marketing, Compliance, Investor Relations, Tax,
Procurement, Legal, Data Privacy and Security, M&A, and other
large business units.
The short list of topics was signed off by the DMA approval
committee, which was comprised of business and functional
leaders from all the key internal functions noted above.
Identifying the relevant IROs for each topic on the short list, based on
stakeholder inputs, for further analysis. The IROs are a mechanism to help
understand the potential materiality of a topic. During the interviews with
external stakeholders, stakeholders shared their views on the specific
impacts, risks and opportunities related to each sustainability topic. This
was incorporated into the draft list of IROs.
Scoring the list of IROs according to the EFRAG scoring guidance for
both impact and financial materiality. This process generated a final score
out of five to each IRO. Once a materiality threshold had been agreed
for the IROs, the final list of material topics could be generated. Any
topic which had a minimum of one material impact, risk or opportunity is
considered a material topic for Playtech.
Presenting the final results to Playtech Sustainability and Public Policy
and Audit and Risk Board Committees. The members of these Board
Committees reviewed and approved the outcomes for both impact and
financial thresholds and the final list of material topics.
Playtech plc Annual Report
and Financial Statements 2024 52
Responsible business and sustainability continued
Financial Threshold: 2.5
Impact Threshold: 2.5
Impact Materiality
Not Material
Impact and Financial Materiality
Financial Materiality
1
4
6
8
10
22
9
25
11
13
15
16
17
2
3
5
7
12
14
2018
19
21
23
24
Sustainability materiality matrix
The diagram below outlines the material topics that were identified during our double materiality assessment, which includes material topics
specifically for Italian operations. To facilitate the exclusion of Snaitech and ensure the Company has all the right information to prepare for the CSRD
reporting, the matrix below and the following table includes and flags both the topics that relate to the Snaitech business only and those topics that
relate to Playtech’s business only. The Snaitech-only topics and IROs will be excluded in next year’s reporting.
Environmental
Climate Change – ESRS E1
1
GHG emissions
2
Climate risks and
opportunities
3
Energy management
Circularity – ESRS E5
4
Waste management and
disposal
Water – ESRS E3
5
Water consumption
Governance
Corporate Governance – ESRS G1
6
Corporate conduct
7
Corporate culture
8
Board/Executive effectiveness
and remuneration
9
Privacy, data protection and
information security
Responsible Business – ESRS G1
10
Political engagement and
lobbying
11
Supplier management
12
Sustainable procurement and
transparency
13
Safe and responsible use of AI
technology
Economic Value and Contributions
– ESRS G1
14
Economic value and
contributions
Social
Own Workforce – ESRS S1
15
Equal treatment and
opportunities for all
16
Wellbeing, health and safety
17
Human rights
Supply Chain – ESRS S2
18
Responsible supply chain
Customers (B2C) – ESRS S4
19
Consumer rights
20
Personal safety of consumers
and/or end users
21
Responsible marketing and
advertising
22
Responsible retail
management
Safer Gambling – ESRS S4
23
Access to protection tools and
technology (B2B and B2C)
24
Supporting research,
education and
treatment (B2B)
25
Platform innovation and
product design (B2B)
Playtech plc Annual Report
and Financial Statements 2024 53
Strategic report Governance Financials Company information
A
Double materiality
assessment
continued
Topics that are material to Playtech and society
The Company recognises that standards, requirements and expectations about the role of business in tackling environmental, social and governance topics
continue to evolve. Regularly assessing which issues are material to the business and industries it operates in is essential to successfully test and develop the
Group’s responsible business strategy and reporting.
The approach to materiality is dynamic and will continue to evolve and adapt, ensuring assessments help the Company to capture changes in expectations
about the role of business in society, as well as focusing on reporting and sustainability disclosures. The topics identified as being material are:
Topics Subtopics Definition
Mapped
ESRS Material IROs
Climate
Change
GHG
emissions
GHG emissions from Playtech and its
value chain. This includes Scope 1, 2
and 3 GHG emissions. This includes
sustainable procurement for Scope
3 reduction opportunities as well as
product carbon footprint.
ESRS E1
Positive Impact: Climate Change Mitigation: Playtech’s
commitment to reducing GHG emissions across its own
operations and the value chain will limit the business’ negative
impact on climate change. It also helps to set a standard for
decarbonisation in the gambling and gaming industry. Playtech
has a SBTi approved net zero target by 2040.
Positive Impact: Climate Change Adaptation: moving away
from owned/third-party data centres and towards cloud-based
services, which could reduce water cooling requirements,
emissions from refrigerants, and energy use at data centres.
Negative Impact: Climate Change Mitigation: Negative impact
on the climate due to GHG emissions from Playtech’s own
operations, the supply chain and through product use.
Opportunity: Climate Change Adaptation: moving away from
owned/third-party data centres and towards cloud-based
services could reduce costs and reduces the number of physical
assets which may be affected by changing climate/extreme
weather.
Climate
Change
Energy
management
All energy-related matters to the
extent that they are relevant to climate
change. It covers all types of energy
consumption, including energy
efficiency measures and RE.
ESRS E1
Positive Impact: Increased use of renewable energy will
reduce associated emissions and impact on the climate and
environment. Investment in PPAs would increase capacity for
renewable energy.
Opportunity: Transition to renewable energy and energy-saving
initiatives will reduce operating costs for the business.
Circularity
Waste
management
and disposal
This includes total waste generated,
by type of waste and type of disposal
methods.
ESRS E5
Positive Impact: Positive environmental impacts from
Playtechs recycling programmes and reduction in waste
generation. Collaboration with operators and suppliers would
increase impact.
Negative Impact: Waste produced by own operations
(including offices), data centres, and retail stores negatively
impacts on environment due to landfill stress and associated
emissions with landfill waste.
Corporate
Governance
Corporate
conduct
All relevant ethical principles and
morals that can arise in a business
environment. It covers a wide range of
behaviours that support transparent
and sustainable business practices.
This includes avoiding bribery and
corruption, financial conduct (AML),
risk management, protection of
whistleblowers, IP and disputes etc.
ESRS G1
Negative Impact: Negative impacts on affected stakeholders
and individuals if whistleblower protections, anti-bribery
and corruption and anti-money laundering policies aren’t
upheld.
Playtech plc Annual Report
and Financial Statements 2024 54
Responsible business and sustainability continued
Topics Subtopics Definition
Mapped
ESRS Material IROs
Corporate
Governance
Board /
Executive
effectiveness
and
remuneration
This includes Board independence,
composition, effectiveness and
remuneration.
ESRS G1
Positive Impact: Investing in an effective Board, and Board
transparency, will positively impact on the business culture
and therefore on employee wellbeing, and relationships with
suppliers and customers.
Risk: If Playtechs Board is seen as having insufficient quality,
skills and experience, or inexperienced, or unqualified
management, this may negatively affect stakeholder opinions
e.g. investors and may also harm the business’ competitiveness
in the long run.
Opportunity: A diverse Board helps to strengthen the
Company’s risk management, innovation, new ideas and
expanding customer bases, all of which contribute to business
and revenue security.
Corporate
Governance
Privacy, data
protection and
information
security
Information security is the practice that
covers a range of efforts taken by the
Company to protect information. This
is more relevant for Playtech B2B.
ESRS G1
Risk: A data breach could lead to a reduction of sales, as well
as expose the Company to potential litigation. There would be
financial penalties in a case of non-compliance with privacy, data
protection and information security regulations.
Responsible
Business
Political
engagement
and lobbying
This is the engagement by Playtech
to exert its political influence including
lobbying. This is only relevant to
Playtech when it refers to regulators
and NGOs.
ESRS G1
Positive Impact: Positive impacts on industry change through
engagement and lobbying. For example, influencing other
industries (e.g. financial services) by setting up a research
foundation, contributing to knowledge gain, publishing and
disclosing more data, and releasing datasets for others to
analyse. Crossover with topic of sustainable gambling.
Responsible
Business
Supplier
management
Management of relationships with
suppliers.
ESRS G1
Negative Impact: A data breach affecting suppliers would
have negative consequences regarding privacy, protection
and security, and could impact suppliers who rely on Playtechs
custom.
Risk: Poor supplier management could lead to supply chain
disruption or put the security of supplies at risk. If supply chain
policies and processes fail or are breached, Playtech could be
exposed or penalised for failure to comply with regulation.
Responsible
Business
Safe and
responsible
use of AI
technology
Deploy and use AI technology in a safe,
trustworthy and ethical way.
ESRS G1
Positive Impact: Responsible use of AI technology could
enhance innovation, helping to increase productivity and
wellbeing for employees by reducing unnecessary tasks.
Positive Impact: Responsible use of AI technology could
enhance the innovation of sustainable gambling tools, improving
the efficacy of those services and the reach. AI could be used
to analyse trends, make games more intuitive and develop new
technologies quicker and faster, enabling faster improvements
in the product offering. This would have a positive social impact,
and benefit customers (players and licensees).
Negative Impact: Poor management of AI in the workforce
could negatively impact employees if it leads to redundancies
due to increased use of machine learning instead of humans.
Playtech only Snaitech only
Key:
Playtech plc Annual Report
and Financial Statements 2024 55
Strategic report Governance Financials Company information
A
Double materiality
assessment
continued
Topics Subtopics Definition
Mapped
ESRS Material IROs
Economic
Value and
Contributions
Economic
value and
contributions
This includes tax transparency and
levies on gambling-specific income.
ESRS G1
Positive Impact: Tax contributions, economic growth and job
creation have positive economic and social impacts for local
communities in markets where Playtech operates, or where its
supply chain operates. For example, the gambling levy (annual)
contributes to Research Education Treatment. It is made
through the governing body (BGC) and distributed to health care
organisations addressing the negative impacts of gambling on
vulnerable communities.
Risk: As gambling awareness increases, governments and
regulators may mandate a higher level of tax on Gross Gambling
Yield which could increase costs to the business.
Own
Workforce
Wellbeing,
health
and safety
Health, safety and wellbeing of own
workforce.
ESRS S1
Negative Impact: Impacts of problem gambling, particularly
related to mental health and wellbeing, in own workforce, where
incidence is likely higher than wider society. This is very relevant
to functions (e.g. live operations) where 24/7 interaction with
gambling is part of the job role and exposure is very high.
Own
Workforce
Human rights Align with international and European
human rights instruments and
conventions, respecting human rights
for all employees including labour
rights and the right to privacy, data
protection and security.
ESRS S1
Negative Impact: Negative impact on own employees if their
human rights are infringed upon, including workplace conditions,
collective bargaining, security of operations.
Supply Chain
Responsible
supply chain
General approach taken to identify
and manage any material actual and
potential impacts on value chain
workers in relation to impacts on
those workers. This includes labour
standards, human rights, workers
rights, privacy, data protection and
security, and equal treatment and
opportunities for all.
ESRS S2
Negative Impact: Any gaps in the supply chain programme
could mean that issues in the supply chain are not monitored
and remediated, which would negatively impact on workers
and communities in the supply chain, which could include, but is
not limited to: workplace conditions, collective bargaining, child
labour, migrant workers, security of operations, livelihood and
standard of living, local and indigenous peoples’ rights.
Customers
(B2C)
Consumer
rights
Laws and regulations that protect
consumers to prevent any unfair
treatment.
ESRS S4
Positive Impact: For many customers, there can be a positive
impact from responsible gambling: enjoyment, happiness,
entertainment.
Negative Impact: A data breach affecting customers would
have negative consequences for privacy, protection and security.
This includes financial information and gambling patterns. Due
to the nature of gambling addiction, many customers may also
already be vulnerable and therefore the impact could be greater.
Customers
(B2C)
Personal safety
of consumers
and/or
end users
Playtechs approach to identify and
manage any material actual and
potential impacts on the consumers
and/or end users relating to its
products and/or services. For example,
health and safety, security of a person
and protection of children.
ESRS S4
Negative Impact: There are negative impacts of gambling
from a financial, mental health and social impact perspective on
consumers, not just on the individual but also on their family and
wider society. There are particularly vulnerable groups: young
people, people with mental health issues, neurodiverse groups
(ADHD/Autism), poorer socio-economic backgrounds, men,
Native Americans.
Customers
(B2C)
Responsible
retail
management
Responsible approach to managing
Playtechs retail shops as well as its
franchises downstream. This includes
training operators and ensuring our
practices are embedded.
ESRS S4
Negative Impact: If retail operators are not supported and
enabled to implement player protection tools and policies, this
could result in harm to customers as proper protection will not
be in place. Potential negative impacts include vulnerability to
addiction and the associated impacts on finances.
Playtech plc Annual Report
and Financial Statements 2024 56
Responsible business and sustainability continued
Topics Subtopics Definition
Mapped
ESRS Material IROs
Safer
Gambling –
B2B and B2C
Access to
protection
tools and
technology
Provide sustainable gambling
technology solutions to our licensees
and accessibility to end users/
customers. This includes AI-powered
solutions that use behavioural
monitoring and predictive risk
modelling to detect problematic
play early.
ESRS S4
Positive Impact: Through its B2B partnerships, Playtech is able
to expand its reach and promotion of safer gambling, positively
impacting consumers and wider society (affected families,
colleagues, children, etc).
Opportunity: Active development and provision of protection
tools and technologies to players and operators will enhance
Playtechs reputation with investors and with customers.
Safer
Gambling –
B2B
Supporting
research,
education and
treatment
Undertake extensive research to better
understand how Playtechs products
and services support safer gambling.
This includes partnerships with a
wide range of academic, industry and
charity partners. RET is included here.
Sector
specific
Positive Impact: Playtech’s support (financial and influential)
for research, education and treatment on sustainable gambling
helps develop new education and treatment processes, which
can benefit problem gamblers or prevent people (customers,
wider society and employees) from becoming problem
gamblers.
Safer
Gambling –
B2B
Platform
innovation and
product design
Continue to innovate and launch new
safe platforms and products.
Sector
specific
Positive Impact: New and innovative sustainable gambling
platforms and products could positively impact customers
by making gambling safer. This will also positively impact the
families and communities of gamblers.
Opportunity: Opportunity to boost reputation (and revenue)
through engagement with B2B customers, providers and
promotion of sustainable gambling. Industry reputation could be
improved further by playing a role in the sustainable gambling
tools space and incentivising more collaboration in the industry
and leading research. For example, increasing BetBuddy reach
and revenue.
Playtech only Snaitech only
Key:
Playtech plc Annual Report
and Financial Statements 2024 57
Strategic report Governance Financials Company information
Priorities Commitments Performance measures 2024 performance
Pioneering
safer gambling
solutions
Expand the portfolio of safer gambling
technology, tools and solutions
Playtech Protect presence (number of jurisdictions)
14 (2023: 9)
Brands integrated with BetBuddy (number of brands) 23 (2023: 16)
Harness investment in R&D to advance the
next generation of safer gambling solutions
SaaS partnerships (number of safer gambling and compliance
partnerships)
21 (2023: 15)
Strengthen operational safer gambling
standards and technology across our
operations
Achievement of safer gambling independent certification or assurance
across operations
GamCare B2B Safer Gambling Standard, Level 3
Proportion of customers self-excluding and using safer gambling tools
during the year (%)
9% and 33%, respectively (2023: 14% and 22% respectively)
Total number of person-to-person interventions >30,000 person-to-person interventions (2023: 28,137)
Partnering on
shared societal
challenges
Help people live healthier online lives and
adopt digital resilience and safer gambling
behaviours
Reach 415,000 people with digital wellbeing programmes by 2025
(number of people reached directly and indirectly)
>680,000 people reached (2023: >680,000)
Contribute to and support research,
education and treatment to prevent, reduce
and address gambling-related harm
Total amount invested during the year (€) >€1,400,000 / £1,200,000 (2023: >€1,500,000 / £ 1,300,000)
Empower local community groups
to deliver a positive impact
Engage 30,000 people in community and mental health programmes to
improve livelihoods by 2025 (number of people engaged)
> 270,000 people engaged (2023: >160,000)
5% year-on-year increase in employees’ contributions (skills, time or
money), reaching a global average of 10% by 2025 (%)
14.9% global average (increase by 35.4% since 2023)
Total value of gifts in kind donations during the year (€) >€30,000
Total value of monetary donations during the year (€) >€ 1,000,000 (2023: > €710,000)
Promoting
integrity and an
inclusive culture
Promote integrity, uphold human rights
and reduce compliance risk across our
operations and supply chain
Reports raised through Playtechs Speak Up whistleblowing hotline
during the year (number of incidents)
7 (2023: 11)
Compliance training during the year (employee completion rate) 97% (2023: 94%)
Data protection training during the year (employee completion rate) 97% (2023: 93%)
Human rights training during the year (employee completion rate) 98% (2023: 93%)
Information security training during the year (employee completion rate) 97% (2023: 92%)
Foster equal opportunity and equality for
all employees
Increase gender diversity amongst our leadership population to 35% by
2025 against a 2021 baseline
30% (2023: 30%)
Support employee wellbeing
Wellbeing initiatives during the year (number of initiatives) >150 wellbeing initiatives (2023: >250)
Employee participation in wellbeing initiatives during the year (number of
employees)
>790 employees participated in at least one initiative (2023: >4,300)
Employee Net Promoter Score (eNPS) from employee engagement
surveys
30% (2023: 41%)
Powering action
for positive
environmental
impact
Reduce Greenhouse Gas (GHG) emissions
within own operations and supply chain
Reduce Scope 1 and 2 (location-based) carbon footprint by 40% by
2025 against a 2018 baseline
29.9% decrease (excluding refrigerants, see pages 84-85 for more
details)
Track Scope 3 GHG emissions with focus on key material categories 138,421 tCO
2
e (2023: 106,641 tCO
2
e)
Build capability and climate resilience
through decisive actions within our own
operations and supply chain
Switch all offices, wherever possible, to renewable energy
(% of renewable energy)
58.3% (16,909,487 kWh) of our total energy consumption coming from
renewable sources (2023: 57.2%)
Align to global climate efforts to transition
into a low-carbon economy, in accordance
with the latest climate science and
prioritise climate innovation
Reach science-based net zero across the value chain by 2040. This
means a 90% reduction of Scope 1, 2 (market-based) and 3 GHG
emissions by 2040 from a 2022 base year. This is a science-based
target, validated by the Science Based Targets initiative (SBTi).
22.8% decrease in Scope 1 and 2 (market-based) emissions since 2022
(baseline emissions: 4,643 tCO
2
e)
22.3% increase in Scope 3 emissions since 2022 (baseline emissions:
113,183 tCO
2
e)
ESG ratings:
We actively participate in a range of global ESG ratings,
indices and frameworks to benchmark our approach against
best practice and emerging sustainability challenges:
In 2024, Playtech PLC received a
rating of “AA” in the MSCI ESG
ratings assessment.
1
1
www.msci.com/notice-and-disclaimer.
Following the FTSE4Good Index
Series December 2024 review,
Playtech is a constituent of the
FTSE4Good Index Series. 
2
FTSE Russell confirms that Playtech has
been independently assessed according to the
FTSE4Good criteria and has satisfied the requirements to become
a constituent of the FTSE4Good Index Series. Created by the global
index provider FTSE Russell, the FTSE4Good Index Series is designed
to measure the performance of companies demonstrating strong
Environmental, Social and Governance (ESG) practices.
In November 2023, Playtech PLC
received an ESG Risk Rating of
Low Risk and was assessed by
Morningstar Sustainalytics to be
at 11.5 risk of experiencing material
financial impacts from ESG factors. In no event this score
shall be construed as investment advice or expert opinion
as defined by the applicable legislation. The information
contained or reflected herein is not directed to or intended
for use or distribution to India-based clients or users and
its distribution to Indian resident individuals or entities is
not permitted, and Morningstar/Sustainalytics accepts no
responsibility or liability whatsoever for the actions of third
parties in this respect.
3
3
www.sustainalytics.com/legal-disclaimers.
Playtech scored 57 in the 2024 S&P
Global Corporate Sustainability
Assessment reflecting a year-on-year
improvement (CSA score as of
24 November 2024). Playtech has
been included in the S&P Global
Sustainability Yearbook 2025.
Read about it in the Yearbook:
www.spglobal.com/esg/csa/yearbook/
Playtech participates annually in
CDP’s Climate Change Programme.
In 2024, CDP recognised our
progress with an “A-” score, an
improvement from a “B” score in 2023.
Playtech uses a sustainability scorecard to
monitor and assess performance against its
sustainability priorities, commitments and targets.
Playtech plc Annual Report
and Financial Statements 2024 58
Responsible business and sustainability continued
A
Our Group sustainability scorecard
Priorities Commitments Performance measures 2024 performance
Pioneering
safer gambling
solutions
Expand the portfolio of safer gambling
technology, tools and solutions
Playtech Protect presence (number of jurisdictions)
14 (2023: 9)
Brands integrated with BetBuddy (number of brands) 23 (2023: 16)
Harness investment in R&D to advance the
next generation of safer gambling solutions
SaaS partnerships (number of safer gambling and compliance
partnerships)
21 (2023: 15)
Strengthen operational safer gambling
standards and technology across our
operations
Achievement of safer gambling independent certification or assurance
across operations
GamCare B2B Safer Gambling Standard, Level 3
Proportion of customers self-excluding and using safer gambling tools
during the year (%)
9% and 33%, respectively (2023: 14% and 22% respectively)
Total number of person-to-person interventions >30,000 person-to-person interventions (2023: 28,137)
Partnering on
shared societal
challenges
Help people live healthier online lives and
adopt digital resilience and safer gambling
behaviours
Reach 415,000 people with digital wellbeing programmes by 2025
(number of people reached directly and indirectly)
>680,000 people reached (2023: >680,000)
Contribute to and support research,
education and treatment to prevent, reduce
and address gambling-related harm
Total amount invested during the year (€) >€1,400,000 / £1,200,000 (2023: >€1,500,000 / £ 1,300,000)
Empower local community groups
to deliver a positive impact
Engage 30,000 people in community and mental health programmes to
improve livelihoods by 2025 (number of people engaged)
> 270,000 people engaged (2023: >160,000)
5% year-on-year increase in employees’ contributions (skills, time or
money), reaching a global average of 10% by 2025 (%)
14.9% global average (increase by 35.4% since 2023)
Total value of gifts in kind donations during the year (€) >€30,000
Total value of monetary donations during the year (€) >€ 1,000,000 (2023: > €710,000)
Promoting
integrity and an
inclusive culture
Promote integrity, uphold human rights
and reduce compliance risk across our
operations and supply chain
Reports raised through Playtechs Speak Up whistleblowing hotline
during the year (number of incidents)
7 (2023: 11)
Compliance training during the year (employee completion rate) 97% (2023: 94%)
Data protection training during the year (employee completion rate) 97% (2023: 93%)
Human rights training during the year (employee completion rate) 98% (2023: 93%)
Information security training during the year (employee completion rate) 97% (2023: 92%)
Foster equal opportunity and equality for
all employees
Increase gender diversity amongst our leadership population to 35% by
2025 against a 2021 baseline
30% (2023: 30%)
Support employee wellbeing
Wellbeing initiatives during the year (number of initiatives) >150 wellbeing initiatives (2023: >250)
Employee participation in wellbeing initiatives during the year (number of
employees)
>790 employees participated in at least one initiative (2023: >4,300)
Employee Net Promoter Score (eNPS) from employee engagement
surveys
30% (2023: 41%)
Powering action
for positive
environmental
impact
Reduce Greenhouse Gas (GHG) emissions
within own operations and supply chain
Reduce Scope 1 and 2 (location-based) carbon footprint by 40% by
2025 against a 2018 baseline
29.9% decrease (excluding refrigerants, see pages 84-85 for more
details)
Track Scope 3 GHG emissions with focus on key material categories 138,421 tCO
2
e (2023: 106,641 tCO
2
e)
Build capability and climate resilience
through decisive actions within our own
operations and supply chain
Switch all offices, wherever possible, to renewable energy
(% of renewable energy)
58.3% (16,909,487 kWh) of our total energy consumption coming from
renewable sources (2023: 57.2%)
Align to global climate efforts to transition
into a low-carbon economy, in accordance
with the latest climate science and
prioritise climate innovation
Reach science-based net zero across the value chain by 2040. This
means a 90% reduction of Scope 1, 2 (market-based) and 3 GHG
emissions by 2040 from a 2022 base year. This is a science-based
target, validated by the Science Based Targets initiative (SBTi).
22.8% decrease in Scope 1 and 2 (market-based) emissions since 2022
(baseline emissions: 4,643 tCO
2
e)
22.3% increase in Scope 3 emissions since 2022 (baseline emissions:
113,183 tCO
2
e)
Playtech plc Annual Report
and Financial Statements 2024 59
Strategic report Governance Financials Company information
A
Pioneering safer
gambling solutions
One of the most significant contributions Playtech can make to the industry
and society is the provision of technology to advance safer gambling and
player protection. Through our safer gambling technology solutions, we are
helping operators and the industry strengthen player protection measures and
create a safer gambling experience.
From safer to sustainable gambling
The gambling industry’s approach to player protection and business
sustainability is evolving from safer to sustainable gambling. This evolution
reflects a fundamental shift in how the industry views its responsibility to
players and society. The concept of sustainable gambling represents a
more comprehensive vision: protecting players is not just about putting in
safeguards; it’s about creating an environment where gambling remains an
entertaining leisure activity that can coexist sustainably with players’ lives and
society at large.
With an increasing availability of tools, products and research-backed
best practices, supported by shifting cultural mindsets focused on duty
of care, operators are becoming more proactive in preventing gambling-
related harm. Risk detection, player education, self-assessment and
interventions are being integrated into earlier stages of the player journey,
making operators’ approaches more holistic and inclusive. Truly sustainable
gambling businesses are those that prioritise player wellbeing from the start
of the player’s journey and view this as fundamental to business sustainability
rather than just a compliance obligation.
Playtech has been at the forefront of developing safer gambling solutions
for years and is committed to leading this evolution. This is evidenced by the
appointment in 2024 of Francesco Rodano as Chief Sustainable Gambling
Officer (CSGO). As CSGO, Francesco will lead Playtechs strategic vision for
sustainable gambling across its global operations, including:
Driving the implementation of proactive preventive approaches using
advanced analytics and technology
Developing solutions that support operators in transitioning from
compliance-focused to sustainability-driven business models
Overseeing the integration of sustainable gambling principles into
product development and innovation
Fostering collaboration with industry stakeholders, research institutions,
and treatment providers to advance evidence-based practices
Ensuring sustainable gambling initiatives align with broader ESG goals
and contribute to long-term business sustainability
Leading cross-market initiatives to establish globally consistent
frameworks for sustainable gambling
Guiding the evolution of player protection tools and analytics to support
healthy play patterns across different jurisdictions
At Playtech, sustainable gambling means:
Developing healthy play patterns from the early stages of a player’s
journey
Using technology and data analytics proactively to prevent harm before
it occurs
Creating tools that help operators spot risks at various stages of player
interaction
Commitments
Expand the portfolio of safer gambling technology,
tools and solutions
Harness investment in R&D to advance the next
generation of safer gambling solutions
Strengthen operational safer gambling standards
and technology across our operations
Targets and performance
measures:
Playtech Protect presence and brands
integrated with BetBuddy
Research papers and partnerships
Achievement of safer gambling
independent certification or assurance
across operations
Safer gambling training
Uptake of safer gambling tools in our
B2C operations
2024 Highlights
23
Brands deployed and integrated with BetBuddy
14
Number of jurisdictions
21
Compliance and safer gambling SaaS
partnerships
Playtech plc Annual Report
and Financial Statements 2024 60
Responsible business and sustainability continued
Supporting long-term player relationships based on healthy gambling
behaviours
Considering broader impacts on communities and society
Empowering operators with solutions that make safer gambling a
business prerogative rather than a compliance burden
Building sustainability into the core of product development
and innovation
This evolution demonstrates our industry’s maturation, moving from
viewing player protection as a regulatory requirement to recognising it
as essential for long-term success. The future of gambling lies not just in
protecting consumers, but in creating sustainable experiences that benefit
players, operators and society while ensuring the long-term viability of the
industry. Through this approach, safer gambling considerations become
integrated into business strategy from the start, rather than being treated
as an afterthought.
2020
Playtech launched Playtech Protect, a comprehensive initiative
to advance safer gambling and player protection through research,
tech innovation and collaboration.
Playtech selected to co-lead the UK Gambling Commission
collaboration group working on developing the first Industry Code
for Product Design.
William Hill and Playtech introduced a volatility label on online
slots and evaluated the impact through an A/B trial.
2021
Published policy paper, Safer by design, explaining product risk,
outlining barriers to effective regulation, and proposing principles
to progress this area.
2022
BetBuddy 2.0 launched, enabling an entirely cloud-based
operation, significantly improving scalability and efficiency.
Partnering with Demos, Playtech hosted roundtables with
industry experts and policy stakeholders to discuss minimising
harm in gambling products through collaboration.
Playtech and Holland Casino initiated a research project to
examine tailored responsible online gambling solutions.
2023
BetBuddy deployed real-time risk assessment functionality,
assessing a player’s risk based on every single gambling activity
in real time.
Published a research paper on reviewed accountability demands,
AI regulation discussions, and current accountability approaches,
proposing the need for a balanced accountability ecosystem.
Playtech commissioned its first report to understand views on
establishing a safe gambling experience in Latin America and
raising standards.
2024
BetBuddy initiated a sports-specific feature to analyse at-risk
sports betting behaviours on a granular level.
Published a research paper on Playtech Protect analysed player
gambling activity before and after, taking a self-test to assess
implications for player protection approaches.
Playtech published the second edition of consumer insights on
safer gambling and regulation in Latin America.
BetBuddy went live in Latin America and United States of America.
In September 2024, an early detection model was launched,
aimed at complementing other existing models, enabling the
BetBuddy solution to assess a player’s risk from day one of
gambling.
A
Our journey
Advancing sustainable gambling and
player protection
2017
Playtech announced the acquisition of BetBuddy. This
acquisition aimed at integrating BetBuddy’s advanced behavioural
identification and modification software into Playtechs player
management system, to offer operators and advanced
responsible gambling technology solutions.
2018
BetBuddy’s technology was integrated into Playtech’s player
management system, providing Playtech licensees with
advanced technology for early identification of at-risk behaviours.
Collaboration between City, University of London, Kindred,
and BetBuddy published a white paper on using AI to identify
anomalous behaviours.
2019
Playtech hosted a panel with industry experts to share
insights on the role of B2B providers in enabling a safer gambling
environment through data game design and platform innovations,
raising standards in responsible gambling.
Launched the five-year Healthy Online Living programme
– a collaboration with a range of charities to develop ideas that
address safer gambling, mental health and digital wellbeing. For
more information, see pages 66-69.
A
Awards
2018
VIXIO Global Regulatory Awards
– RegTech Provider of the Year –
BetBuddy
2021
BetBuddy received the GamCare
B2B Safer Gambling Standard,
becoming the first company to
achieve this accreditation
2024
VIXIO Global Regulatory Awards
– Responsible Gambling Service
or Solution Provider of the Year –
BetBuddy
Playtech plc Annual Report
and Financial Statements 2024 61
Strategic report Governance Financials Company information
A
Pioneering safer
gambling solutions
continued
Sustainable gambling
– Leading industry evolution
Across all markets, including jurisdictions where online gambling is in the
process of being regulated, promoting sustainable gambling and preventing
gambling-related harm continues to be the most material priority for the
gaming and betting sector. With our unique reach, data capabilities and
investments in sustainable gambling technologies, Playtech is committed to
developing technological solutions that help operators foster healthy play
patterns while strengthening player protection measures.
Collaboration remains vital to our approach. Playtech partners with
academics, non-profit organisations, operators and think tanks to advance
the development and delivery of sustainable gambling solutions and
standards, while expanding our product portfolio under Playtech Protect.
Gambling regulation
– Advancing player protection
As regulated online gambling markets mature, regulators are increasingly
focused on promoting sustainable play patterns and comprehensive player
protection. Newly regulating markets are launching with sophisticated player
protection frameworks, learning from established jurisdictions. A crucial
aspect of this evolution is the emphasis on behavioural analytics to support
sustainable gambling practices.
The Company continues to advocate for robust standards in regulating and
regulated markets that promote sustainable play while protecting players. In
jurisdictions such as the Netherlands, Spain, Ontario, New Jersey, Colorado
and more recently Colombia, Brazil and Peru, there is growing emphasis
on using behavioural analytics to identify and address problematic
gambling behaviours early, with upcoming markets following this
approach.
Playtech Protect
– Our sustainable gambling ecosystem
Playtech Protect represents our integrated approach to sustainable
gambling and compliance, combining advanced technologies, tools and
expertise with research partnerships. While these capabilities are deeply
integrated within Playtechs PAM+ platform for optimal performance, key
solutions like BetBuddy are also available as standalone offerings, enabling
operators to implement player protection tools that best suit their needs.
Through our scale, advocacy and data-driven approach, we empower
operators to promote sustainable gambling experiences and effective player
protection. For PAM+ users, this integration provides seamless access to
our full suite of player protection tools, while other operators can leverage
specific components of our technology stack. Playtech Protect harnesses
advanced technology, data analytics and research to foster healthy play
patterns across the entire player journey. Our comprehensive toolkit enables
end-to-end player management, early risk identification and proactive
customer engagement.
At the heart of this offering is BetBuddy, our AI-powered solution using
predictive analytics and machine learning to identify play patterns that may
indicate risk. BetBuddy enables operators to segment their player base
according to risk level and initiate personalised interventions, guiding players
towards sustainable gambling habits before problems develop.
Evidence-based
research
Advancing industry
knowledge through
rigorous research, data
analysis and publication
of actionable insights
Safer game design
Embedding player
protection principles
across our entire portfolio
through innovative design
and responsible
gameplay features
Sustainable gambling &
player protection tools
Powered by our market-
leading BetBuddy
analytics, PAM+ platform
& Engagement Centre
technologies
Collaboration &
innovation
Partnering with
stakeholders to drive
industry standards and
develop next-generation
protection solutions
Customer
engagement
Data-driven interactions
promoting sustainable play
patterns throughout the
entire player lifecycle
Playtech plc Annual Report
and Financial Statements 2024 62
Responsible business and sustainability continued
In 2024, we continued to see strong uptake of sustainable gambling
technologies, tools and solutions across the industry. This growth was driven
by expanding regulatory requirements for behavioural analytics to identify
players at risk, coupled with increasing industry recognition of the importance
of proactive player protection. By the end of 2024, 23 brands across 14
jurisdictions have been integrated with, and are using, BetBuddy, compared
to 16 brands in 2023. Playtech has onboarded seven additional brands during
2024. By the end of 2024, BetBuddy’s presence expanded into five new
jurisdictions, having been adopted by brands in Colombia, New Jersey, Ohio,
Tennessee and Brazil.
During the year, Playtech launched BetBuddy version 3.0, introducing near
real-time risk assessment capabilities. This enhanced functionality enables
operators to evaluate player risk profiles within hours of account creation,
allowing for earlier intervention and support. The new version consolidates all
player information into a unified interface, enabling customer service agents
to deliver more targeted and effective player interactions. The platform
now provides comprehensive analytics on intervention outcomes, offering
quantitative insights into the most successful approaches for promoting
sustainable play patterns.
The Playtech Engagement Centre continues to evolve, particularly within
our PAM+ ecosystem, offering advanced tools for creating personalised
sustainable gambling journeys and effective player interactions. Through our
expanding network of compliance and sustainable gambling Software-as-a-
Service (SaaS) partnerships, we support operators in navigating the evolving
regulatory landscape while promoting healthy play.
One area of focus in mature markets, such as the UK, is the role that
technology solutions can play in assessing player vulnerability and
affordability. Playtech continued to engage with third-party providers to
ensure it is well-positioned to support licensees with technology solutions
to assess customer risk voluntarily, as well as when regulatory regimes
mandate these types of checks. In 2024, Playtech increased its compliance
and safer gambling operational SaaS partnerships to 21, from 15 in 2023.
Advancing player-centric protection
Building on our commitment to data-driven player protection, 2024 saw the
successful launch of our Responsible Gambling Dashboard for PAM+ operators.
This provides a holistic view of each player’s gambling patterns and protection
measures, including limit usage, historical activity and interaction outcomes. The
dashboard enables PAM+ operators to deliver more targeted and effective player
support, promoting sustainable play through data-driven insights.
Key features include customisable player protection parameters such as
cooling-off periods, limit increase controls and personalised maximum values.
By tailoring these tools to individual risk levels, operators can provide appropriate
protection without being overly restrictive, fostering sustainable gambling habits
based on each players behaviour patterns. This personalised approach marks a
significant advancement from generic, blanket rules, allowing for more nuanced
and effective player protection strategies.
Safer gambling standards and certification
In 2021, Playtech was the first company to achieve the GamCare B2B Safer
Gambling Standard. GamCare is the UK’s leading provider of information, advice and
support for anyone affected by problem gambling.
In 2023, Playtech undertook a further review of the business against this standard,
extended the scope of the audit to all our product verticals and was awarded the
Advanced Level Three of the standard – the highest possible level of award. In
November 2024, GamCare announced that it will be ceasing its Safer Gambling
operation and accreditation by the end of 2024, with no other services affected by this
change.
Playtech recognises the significance of establishing an industry standard for safer
gambling and accreditation and will evaluate its future options accordingly.
Playtech plc Annual Report
and Financial Statements 2024 63
Strategic report Governance Financials Company information
A
Pioneering safer
gambling solutions
continued
Safer gambling – research and
insights programme
Our research and insights programme continues to focus on better
understanding how our products and services support safer gambling,
shares our insights and experience, and encourages further research and
analysis by others.
Throughout 2024, Playtech has actively shared its research and expertise
across major industry events, including presentations at ICE London, G2E,
and multiple regional conferences, highlighting our commitment to advancing
safer gambling practices.
Our research contributions extended to academic conferences, with two
papers presented at the European Association for the Study of Gambling’s
(EASG) 14th Conference and one at the International Association of
Gaming Regulators’ annual conference. In October 2024, we strengthened
our research partnerships by announcing a multi-year collaboration with
the University of Nevada, Las Vegas (UNLV) that focuses on leveraging
technology to create a more sustainable environment.
Brazil
Regulation has boosted confidence in the sector, with only 25%
of respondents avoiding betting due to concerns about fraud
and addiction.
Chile
While 63% of gamblers feel safer knowing they are using a legal
and registered platform, only 15% consider themselves fully up
to date with current legislation.
Colombia
When choosing a gambling platform, the most important factor
for players is fast and reliable payment methods (58%).
Peru
The country has the highest rate of frequent players, with 92%
betting monthly, while 80% of respondents support stronger
regulations on betting advertisements.
LatAm Report 2025 – gambling survey
Our 2025 research in Latin America has uncovered several interesting
insights. Below are some key statistics from each surveyed country:
In 2022, opinions on whether the betting industry should do more to
minimise gambling risks varied by country. A majority of respondents
agreed with this concern, including 54% in Argentina, 77% in Brazil,
70% in Chile, 80% in Colombia, and 79% in Peru.
54%
77%
70%
80%
79%
By 2025, platform security has become the top priority for bettors
across all surveyed countries when it comes to feeling safer with
online betting. Ensuring that a platform is legal and properly registered
emerged as the most important factor for a secure experience, cited
by 53% of Argentinians, 59% of Brazilians, 63% of Chileans, 61% of
Colombians, and 51% of Peruvians.
77% of respondents want stricter regulations on betting
advertisements, and 88% support stronger age verification
policies on betting websites.
Argentina
Argentina
53%
Brazil
59%
Chile
63%
Colombia
61%
Peru
51%
Playtech plc Annual Report
and Financial Statements 2024 64
Responsible business and sustainability continued
Responsible gambling escalations to
licensees – iPoker
Within the Poker network, iPoker employs its analytical skills to identify
possible money laundering, problem gambling and collusion issues.
Playtechs dedicated team identifies potential issues and escalates these
to licensees to review and assess whether further action should be taken.
While Playtech is unable to take direct action on behalf of licensees, as it
does not have access to player accounts, money or personal information, the
team assists licensees by escalating potential concerns about Responsible
Gambling (RG), collusion and anti-money laundering (AML).
In 2024, the iPoker network saw an increase in the number of licensees
onboarded, bringing a significant number of new players with them and
so increasing the average number of players and responsible gambling
escalations by 9% and 22%, respectively, in comparison to 2023. During
2023, Playtech identified an increase in promotional abuse and introduced a
new “process scanning” tool which helped in identifying prohibited software
use on a player’s computer. In 2024, additional in-house tools have been
developed to identify unwelcome players creating new accounts and were
launched during the last quarter of 2024. Playtech continued to develop its
Bot Detection process, further enhance its “Real Time Assistance (RTA)”
detection usage and use of third-party software reducing complexity and
enabling quicker detection checks.
Escalations to licensees – iPoker
The table below summarises the percentage of unique cases escalated
to licensees on AML, collusion and responsible gambling over the past
three years.
Responsible gambling escalations to
licensees – Live
Playtechs Live Casino operations continued to provide licensees with
information about player behaviour that could indicate players at risk and/
or displaying behaviour that could be harmful. Like the iPoker team, the Live
operation does not have access to player accounts, money or personal
information.
The Live team uses a machine-learning application, which analyses chat for
words and phrases indicating potential at-risk behaviour. Playtech continues
to report on safer gambling escalations from its Live Casino operations in
Spain, Romania, Latvia, the US and Peru. In 2024, Playtech at-risk escalations
2024
2022
2023
0.02%
0.05%
0.03%
AML (%)
2024
2022
2023
0.78%
1.30%
0.76%
Collusion (%)
2024
2022
2023
0.51%
0.71%
0.53%
Responsible gambling (%)
from its Live operations totalled 68,213 cases, compared to 55,895 in 2023
and 53,085 in 2022. This number has increased due to the increase in the
number of players and full-year operation and expansion of the Live studio in
the US and continued growth in Peru.
Strengthening safer gambling in B2C operations
In 2024, Playtech B2C operations continued to build on the initiatives started
in 2022 to improve the quality and accuracy of Playtech’s models to identify
at-risk players as well as our customer interaction procedures. The projects
initiated included updates to Playtechs technology infrastructure and use of
near real-time identification of at-risk players.
In 2023, Playtech took a significant step to further enhance player protection
with the development of a new internal customer 360 review tool which can
assess player risk and a new segmentation engine to enhance categorisation
of gambling risk categories using a combination of risk factors. The platform
was further developed during 2024 with the IMS team launching the
Responsible Gaming Dashboard, which consolidates relevant player data
into a single interface making it easy for reviewing player risk profiles, limits,
gaming activity and achieving a singular view of player data immediately. The
results of which will allow for quick analysis and decision-making as well as
more defined and useful responsible gaming interactions. During 2024, the
Bet Buddy existing inferred model was refreshed to monitor the platforms
casino population appropriately. Ongoing maintenance is necessary to
maintain the accuracy of the Bet Buddy model, and to ensure we preserve
the near real-time customer behavioural monitoring and outcomes.
In 2024, we reported customer interactions led by our Customer Service
agents at PTMS, split into proactive person-to-person interactions initiated
by our dedicated Customer Protection team triggered by player behavioural
patterns in BetBuddy and reactive interventions triggered during an
interaction when the customer was exhibiting signs of gambling-related
harm. The team engaged with customers on safer gambling through several
channels, including emails, phone calls and automated messages. Triggers
could be the result of source of funds, deposited amounts or directly from
BetBuddy. The total number of customer interactions has increased due to
the shifted focus on prevention through proactive engagement.
Playtech continued to monitor the number of self-exclusions and use of
RG tools as a proportion of the total unique customers. The proportion of
customers self-excluding decreased to 9% in 2024, from 14% in 2023, due
to the business being more proactive in self-excluding customer accounts.
The number of customers using RG tools has increased to 33%, due to
the introduction of light touch financial vulnerability checks, in line with the
Gambling Commission’s directive on Social Responsibility (SR) Code 3.4.4.
Uptake of safer gambling tools
2024 2023 2022
Proportion of customers self-excluding (%)
1
9% 14% 13%
Proportion of customers using RG tools (%)
2
33% 22% 33%
1
Number of self-exclusions and registrations with GAMSTOP as a percentage of total unique
customers within Playtechs B2C operations in the UK.
2
RG tools comprise reality checks, time-outs and deposit limits.
Customer interactions
2024 2023 2022
Total number of customer interactions: 800,656 791,596
1
276,492
Total number of proactive interactions 28,948 24,419 12,730
Total number of reactive interactions 1,473 3,718
1
-
Total number of automated interventions 770,235 763,459 263,762
1
The number of reactive interventions covered all types of interventions. Data was restated
to reflect interventions on safer gambling.
Playtech plc Annual Report
and Financial Statements 2024 65
Strategic report Governance Financials Company information
A
Partnering on shared
societal challenges
Playtech is committed to making a positive impact on society and the local
communities where it operates. By working with subject matter experts,
academic partners and charity organisations, we aim to help people live
healthier lives online and support a wide range of charitable and volunteering
activities. We recognise that the challenges facing the sector and our
communities cannot be solved by one organisation alone, and that driving
positive social change requires collaboration and partnership.
Commitments
Help people live healthier online lives and adopt
digital resilience and safer gambling behaviours
Contribute to and support research, education
and treatment to prevent, reduce and address
gambling-related harm
Empower local community groups to deliver a
positive impact
Targets and performance
measures:
Reach 415,000 people with digital
wellbeing programmes by 2025
Engage 30,000 people in community and
mental health programmes to improve
livelihoods by 2025
Strive for 5% year-on-year increase in
employees’ contributions (skills, time or
money), reaching a global average of 10%
by 2025
2024 Highlights
>108,000
People engaged through the community
programme during the year
14.9%
Global average of employees’ contributions
(skills, time or money) during the year
>£1,200,000
Total amount invested during the year in research,
education and treatment programmes designed
to reduce gambling-related harm
Our approach
Partnerships and strategic collaboration underpin Playtechs response to
shared societal challenges. Our social impact framework was designed to
address negative impacts on mental health, digital wellbeing and gambling,
while also providing humanitarian support. Significant emphasis is placed on
tackling gambling-related harm through evidence-based solutions.
Our Global Community Investment Programme is a key component of our
framework and continues to evolve, focusing on relevant local causes across
wherever we operate. The programme empowers colleagues to create
positive change in their communities through contributing their time, skills and
money. By fostering long-lasting relationships with local charities and social
enterprises, Playtech works to address pressing societal issues. As outlined in
our sustainability governance on pages 50-51, Playtechs Global Community
Investment Committee provides strategic oversight and responsibility
over the philanthropic and volunteering activities across the Group. The
implementation of the programme is supported by local charity committees
that drive regional social impact and colleague engagement initiatives.
Investing in safer gambling: Healthy online
lives and digital wellbeing
In 2020, Playtech announced the Healthy Online Living programme with a
£5 million commitment over five years to address the complex intersection
of gambling, digital wellbeing and mental health. The programme concluded
in 2024, with its positive impact exceeding initial expectations. While the
programme’s commitment period has come to an end, Playtech received a
refund for one of its projects at the end of this year. The recipients of funding
for one of our long-term projects took the decision to close the project down
due to their organisations concerns about the introduction of the new levy
from the UK government. The organisation decided that they must focus
on their core activities and were concerned that other projects would risk
their ability to receive levy funding. Playtech supported this decision and
will reallocate the unspent funds in early 2025 to ensure a thoughtful and
strategic deployment, aligned with expansion plans in the Americas.
The programme delivered impact across three key areas: research,
education, and support, addressing gambling-related harm through a variety
of different angles. Over the five years, we supported 12 research initiatives,
ranging from academic studies to data-driven insights projects. The
programme also delivered four education-focused programmes working
with frontline staff and healthcare workers and funded nine support initiatives.
Playtech plc Annual Report
and Financial Statements 2024 66
Responsible business and sustainability continued
2023
2024
Future
2020
>680,000
people reached
13
non-profit organisations
supported
£
£5m
commitment
16
projects
supported
2021 2022
2026
2025
Gambling-
Related Financial
Harm (GRFH)
Treatment
Disparity
Project
The Epic Restart
Foundation
Gambling
Disorder Treatment
(American Veterans)
Gambling
Related Financial
Harm (US)
Game Safety
Research
Digital
wellbeing
International
Development
Project
ICRG
Research Grant
Agility Grants
Gambling Harm
Prevention Health
and Social Care
Worksafe
Suicide First Aid
Gambling
Recovery Information
Network (GRIN)
Safe Bet
Key:
End
Sustainable
Gambling
Collaboration
Playtech plc Annual Report
and Financial Statements 2024 67
Strategic report Governance Financials Company information
Investing in safer gambling: Healthy online
lives and digital wellbeing continued
The programme fostered partnerships with 13 organisations. The significant
level of cross-collaboration allowed multiple organisations to work together
towards shared objectives. In 2024, Playtech supported the launch of
two UK–US collaborative projects, an area Playtech hopes to continue
to support beyond the end of the programme. Playtechs commitment
to advancing innovation is demonstrated through the support of pilot
initiatives and approaches in the gambling-related harm prevention space.
Providing multi-year funding enabled partners to test, refine and validate
concepts while gathering evidence of their effectiveness. This approach has
allowed organisations to move beyond short-term solutions and to develop
sustainable, scalable programmes.
In 2024, Playtech intensified its focus in the American market. A key milestone
was the establishment of a multi-year collaboration with the University of
Nevada Las Vegas (UNLV) and International Gaming Institute (IGI). This
partnership aimed at leveraging technology for sustainable gambling, with
the initial projects exploring how AI and machine learning can promote safer
gambling behaviours amongst sports betting players.
We were also proud to provide funding towards the National Council on
Problem Gambling (NCPG) Agility Grants Programme, which provides
funding to small-scale, innovative projects across the US.
Playtech prioritised initiatives that foster knowledge exchange between
established and emerging regulated markets. This approach has been
particularly valuable in creating cross-cultural dialogue between the UK and
US markets, leading to two significant collaborative projects.
Case Study
The Gambling Recovery
Information Network
The Gambling Recovery Information Network (“GRIN”) Initiative brings
together the experience of BetKnowMore UK and the Massachusetts Council
on Gaming and Health (“MACGH”) to address gambling-related harms in the
United States. The initiative will introduce and adapt BetKnowMore’s Peer
Aid service to the US and provide Peer Support to people who can benefit
from the insights of people with lived experience of gambling harm. With
the support of the MACGH, GRIN will also help inform the development of
gambling policy and gambling support and treatment services and seek to
improve practices throughout the gambling sector.
A
Read more about the programme’s impact, www.playtech.com/app/uploads/2024/12/Playtechs-Healthy-Online-Living-programme-Partnerships-
Brouchure-1-1.pdf
Research Treatment
Education
7 7 2
Playtech plc Annual Report
and Financial Statements 2024 68
Responsible business and sustainability continued
A
Partnering on shared
societal challenges
continued
Case Study
Gambling-Related Financial Harm Prevention in the US
In 2024, Playtech expanded its commitment to preventing gambling-related financial harm (GRFH) through a strategic partnership with
Kindbridge Research Institute in the US. Building on the successful GRFH programme originally developed by GamCare in the UK, this initiative
brings proven harm prevention strategies to the US market through a comprehensive multi-sector approach. The project unites academics,
financial service providers and industry experts to develop targeted solutions for the US context. The programme aims to deliver targeted
workshops to the financial services sector sharing practical tools to create lasting change and support individuals affected by GRFH. This will
include enhancing financial literacy and management, improving identification and support for individuals at risk of GRFH, and the development
of new solutions in the financial services sector.
Gambling Related Financial Harm programme with GamCare,
2020–2025
Provision of guidance and support to co-produce practical tools to
help financial services and the debt advice sector to identify and assist
vulnerable customers at risk of gambling harm.
Gambling Harm Prevention Health and Social Care Programme,
a collaboration between YGAM (delivery), BetKnowMore UK and
Bournemouth University (pilot phase), 2020–2024
Equipped health and social care professionals with the knowledge and
skills to identify, support and safeguard individuals against gaming and
gambling harms.
Digital Resilience with Responsible Gambling Council (RGC),
2020 – 2024
Multi-year collaboration which examined the links between mental
health, digital wellbeing, and gambling.
Suicide First Aid with BetKnowMore UK, 2021–2022
Designed targeted training for gambling operator employees to enhance
their skills in recognising and responding to suicide-related concerns.
WorkSafe, a collaboration between BetKnowMore UK, GamCare
and the RGC, 2020– 2022
Developed a comprehensive workplace programme to raise awareness,
build capability, and conduct research to reduce gambling harms
through targeted training, materials and support.
The EPIC Restart Foundation’s programme, 2021 –2022
Established a foundation dedicated to empowering individuals, especially
women, in recovering from gambling-related harm by providing lived
experienced recovery coaching and an online Epic community.
Treatment Disparity Project with Kindbridge Research Institute,
2021– 2023
Conducted research to map treatment shortages for gambling
disorders, identifying communities with the greatest need to guide
telehealth service expansion.
Gambling Disorder Treatment with Kindbridge Research Institute,
2021–2023
Investigated treatment interventions for US military veterans with
gambling disorders to identify the most effective and cost-efficient
support strategies.
International Development Project with GamCare,
2023–2024
Mapped organisations outside the UK that support people affected
by gambling and engaged with those organisations to compare
approaches and delivery models. The project established an
international forum for services to share best practices (now handed to
National Council on Problem Gambling (NCPG) due to the GamCare
project closing).
Safebet, in collaboration with Erasmus University of Rotterdam,
2022
Research project to design and evaluate a player-tailored online
responsible gambling framework.
Agility Grants programme with National Council on Problem
Gambling (NCPG), 2025
Supporting the NCPG’s funding of US-based organisations to
implement and expand problem gambling prevention programmes.
International Center for Responsible Gaming (ICRG) Research
Grant with ICRG, 2023–2026
Funding for research grant applications focused on studies of the impact
of gambling on under-served groups in the US or Canada.
Sustainable Gambling Collaboration with University of Nevada,
Las Vegas (UNLV), 2024-ongoing
Multi-year collaboration focused on leveraging technology to create a
more sustainable gambling environment.
Gambling Related Financial Harm (US) with Kindbridge Research
Institute, 2024–2026
A cross-sector collaboration aiming to mitigate the financial harms
caused by gambling through education, support and systemic change.
Gambling Recovery Information Network (GRIN), a collaboration
with the Massachusetts Council on Gaming and Health (MACGH)
and BetKnowMore UK, 2024–2025
Create a universal model of support that is effective regardless of the
delivery location, and implement a new Peer Support service in the
United States.
Game Safety with Game Safety Institute, 2024–2025
Undertake a current state assessment of industry trends and research
to support the development of a roadmap to build an evidence base
to better understand the role of product and place/practice when
addressing harms for gambling products.
Programme overview
Playtech plc Annual Report
and Financial Statements 2024 69
Strategic report Governance Financials Company information
Our Estonian offices in Tallinn and Tartu showcased collective
impact during their annual volunteering fortnight programme.
More than 100 colleagues supported various community causes,
including foodbanks, animal shelters and environmental projects on
World Cleanup Day.
In Ukraine, despite unprecedented challenges, over 15% of
employees dedicated their volunteer days to support local
community initiatives, demonstrating remarkable resilience and
community engagement.
Animal welfare emerged as a strong focus globally. In Bulgaria,
32 colleagues developed a long-term programme making regular
shelter visits throughout the year. In Latvia, over 100 employees
participated in animal shelter support activities across seven
months, providing both hands-on care and essential supplies.
Addressing elderly social isolation was another key focus. Gibraltar
colleagues delivered gifts to the elderly, while Estonian teams
provided tech skills training at care centres. In Romania, employees
implemented a comprehensive support programme for seniors,
including regular visits, celebrations, and socio-cultural activities.
This diverse range of initiatives demonstrates how Playtechs
global commitment to community investment comes to life through
locally-driven projects addressing specific regional needs.
A
Partnering on shared
societal challenges
continued
Charitable giving and volunteering in
our communities
In 2024, Playtech worked with more than 120 local charities in 13
markets, an increase from over 115 charities in 12 markets in 2023.
Through the programmes supported, Playtech engaged with more than
108,000 people* in 2024, an increase from over 47,000 people in 2023.
Community investment includes gifts in kind, monetary donations and
employee volunteering. The total value of monetary donations exceeded
€800,000. Employees are provided with one free day of volunteering per
year as well as supporting charitable fundraising through our matched
giving programme. Of the countries that took part in the community
investment programme, an average of 14.8% of employees contributed
their time, money or skills in their community.
* Engaged is defined as an individual that has directly benefited and/or has interacted
with the programme by receiving financial and/or in-kind support. Community
programmes include all remaining causes excluding mental health and digital wellbeing,
e.g. health, hardship and environment.
120
Number of charities
supported
17
Number of “Tech for Good”
initiatives, within the programme
13
Number of countries
involved in the Community
Investment programme
>108,000
Number of people engaged
through the Community
Investment programme in 2024
A
Employee volunteering around the globe
Throughout the year, Playtech employees across multiple countries
demonstrated their commitment to creating positive change in their
local communities. The diversity of causes supported reflects both
local needs and our employees’ passion for making a difference.
Playtech plc Annual Report
and Financial Statements 2024 70
Responsible business and sustainability continued
Restoring
Dignity –
Transforming a
Critical Elderly Care
Facility in Ukraine
The Dnipro Geriatric House, home to over 600 elderly
residents with physical and mental disabilities, became run-
down after decades of neglect. With no major maintenance
work since the 1970s, the facility’s deteriorating infrastructure
was compromising the quality of life for its vulnerable
residents. Crumbling walls, broken windows, and failing
bathrooms created increasingly challenging living conditions.
In 2024, Playtech partnered with the charitable foundation
“Relief Ship” to transform this care home, one of Ukraines
largest residential homes for elderly people. The
reconstruction project delivered substantial improvements,
including replacement of all windows throughout the building,
creating a warmer, more comfortable living environment with
enhanced energy efficiency. The project also included a full
renovation of bathroom facilities, enhancing safety measures
essential for residents with mobility challenges.
Understanding the importance of keeping residents
connected, Playtech established a “Google and Relax Room
within the care home, equipped with donated laptops and
televisions where residents can connect with loved ones and
engage in recreational activities. During the holiday season,
employees from the Ukraine office organised a Christmas
celebration, including a Secret Santa initiative where
employees personally purchased gifts for each resident.
In December 2024, Playtech demonstrated its ongoing
commitment to communities in Ukraine by funding the
“Inclusivity Route” project in Rivne. With local council support,
this project will focus on installing ramps and lowering high
curbs to benefit over 13,000 people living with physical
disabilities, reflecting Playtech’s dedication to creating more
inclusive communities.
Case StudyCase Study
Supporting communities in crisis
We continue to support our colleagues and their families affected by the
ongoing wars in Ukraine and Israel. We are continuing to extend support to
colleagues and their families including mental health and trauma services,
as well as, where appropriate, financial assistance through our Employee
Benevolent Fund. We also continue to support local non-profit organisations
with in-kind donations and volunteers to support delivery on a range of local
needs and support efforts.
Playtech’s
Community
Impact In Romania
In 2024, Playtech expanded its Community Investment
programme to Romania, where our team made remarkable
progress, successfully launching and delivering various
community initiatives focusing on elderly care, emergency
response and animal welfare.
The team partnered with the Never Alone Association to
tackle the societal challenge of over 450,000 elderly people
in urban Romania experiencing severe isolation. Employees
organised regular home visits, weekly phone check-ins and
social activities for seniors in Bucharest, helping combat
isolation and improve their quality of life.
When devastating floods struck Galati and Vaslui counties in
September, our Romanian team demonstrated remarkable
community spirit by initiating a rapid emergency response.
Playtech volunteers travelled to Costache Negri Kommune with
protective gear to assist with restoration efforts. Colleagues also
organised a donation campaign, collecting 18 boxes of essential
supplies, including clothing and necessities for affected families.
Another partnership was established with Kind Souls
Association to support local animal welfare initiatives through
funding and employee volunteering. Employees helped
organise adoption events that funded veterinary care,
including essential medical equipment.
For a first-year community investment programme, our
Romanian team demonstrated outstanding commitment
to community support. They successfully balanced both
emergency response and long-term social programmes,
establishing a strong foundation for continued community
investment in Romania.
Playtech plc Annual Report
and Financial Statements 2024 71
Strategic report Governance Financials Company information
A
Promoting integrity and
an inclusive culture
We are committed to conducting our business with integrity and promoting
a culture of openness, integrity and accountability. We aim to ensure that this
ethos guides our decision-making and creates a supportive and respectful
environment where all have equal access to opportunities and employee
wellbeing is paramount.
Reducing compliance risk
Responsible business practices are not just the right thing to do – they
are critical to Playtech’s licence to operate, and to delivering long-term
commercial success. That is why Playtech continues to put ethical principles
at the heart of its business. In addition to its values, the Company has set out
its ethical business principles as it seeks to make compliance and ethical
behaviour a core part of its culture.
Taking action to reduce compliance and
financial crime risk
Playtech conducts regular risk assessments to identify and mitigate its
compliance, ethical and regulatory risks, including money laundering, bribery
and corruption, and tax evasion. Playtech has a zero-tolerance policy for
corruption and is committed to keeping crime out of its operations.
Playtech undertakes regular and ongoing licensee and third-party supplier
risk assessment and monitoring, reviewing compliance risks across
the lifecycle of relationships with third parties – including customers,
business partners and suppliers. The risk assessment process is
supported by automated monitoring of those entities and third parties.
The system monitors for historical and real-time considerations such as
Politically Exposed Persons (PEP), sanctions, legal action, insolvency and
disqualifications. In addition, the Compliance and Regulatory Affairs function
provides input to the Groups quarterly risk management process. This
process document is supported by a risk register, risk matrix, assessment
guide, interview schedule and Group risk management processes.
Playtech conducts anti-money laundering risk assessments at least annually.
These assessments are based on industry-standard documents produced
by the industry body, the Gambling Anti-Money Laundering Group (GAMLG).
Assessments also take into account all relevant jurisdictional regulatory
updates and guidance on anti-money laundering (AML). The GAMLG
methodology has been adapted to reflect the risks associated with each
part of Playtech’s business. Once completed, the risk assessments are
subject to review and challenge by external legal counsel, and the updated
assessments, together with summaries of the findings and progress are
provided to regulators and Playtechs Board of Directors.
Policies
In 2024, Playtech reviewed and updated its policies to ensure they are
aligned with evolving legislation and industry best practice. This included
updates to policies on anti-bribery and corruption, anti-money laundering,
counter-terrorist financing, safer gambling, and responsible marketing. Full
details are available at www.playtech.com.
Playtech communicates these policies to employees via multiple channels,
including local communications, Playtech Home (Playtech’s intranet
site), annual and bespoke training, and dedicated compliance emails and
newsletters.
Commitments
Promote integrity, uphold human rights and
reduce compliance risk across our operations and
supply chain
Foster equal opportunity and equality for all
employees
Support employee wellbeing
Targets and performance
measures:
Increase gender diversity amongst our
leadership population to 35% by 2025
against a 2021 baseline
Reduce gender pay and bonus gap
Engage with supply chain following risk
assessments
Improve employee engagement and
wellbeing
2024 Highlights
30%
Female
70%
Male
Leadership population
Playtech plc Annual Report
and Financial Statements 2024 72
Responsible business and sustainability continued
Training overview
The chart below outlines the participation and completion rate in core
compliance training offered to Playtech employees.
7,305
6,593
7,537
6,477
9
9
EmployeesTraining type
2
Training type
2
Contractors
Compliance
essentials
1
Compliance
essentials
1
Completion
rate
Completion
rate
97%
100%
100%
98%
Human rights
Human rights
Total number completing the training
Total number of eligible individuals
1
Snaitech employees also completed training relating to Italian Legislative
Decrees 231/01 and 231/07, in light of regulatory changes.
2
Average training hours per employee is 1.5.
Training
Each year, Playtech deploys a wide range of mandatory training for
employees covering compliance topics including anti-money laundering,
anti-bribery and corruption, safer gambling, data protection and anti-
facilitation of tax evasion. All employees are required to complete test-
based e-learning training and attest to the relevant policies under each
topic. In 2024, the Company continued its training on modern slavery and
human rights for all employees. Playtech also delivers data protection and
information security awareness training modules. For more information on
data protection and cybersecurity, please refer to the relevant sections in this
chapter. The modules include a test to help the Company assess the levels of
understanding and awareness in Playtechs workforce. Employees who fail to
complete the module will lose their eligibility for bonuses within the financial
year and will be subject to remedial action.
Playtech also delivers regulatory, compliance and sustainability training to
the Board every 12–18 months. In early 2024, the Board received training on
sustainability landscape, focusing on regulatory developments, including
EU Corporate Sustainability Reporting Directive, Director duties and ESG
reporting transformation.
Risk
assesment
Policies and
procedures
Communications
and
engagement
Application
to products,
services and
operations
Assurance,
evaluation and
reporting
Governance
and oversight
External
engagement
and monitoring
Training
Reducing
compliance
risk
Speaking up
An important aspect of Playtech’s commitment to conducting its business
with integrity and promoting a culture of openness and accountability is
providing a channel for employees to voice concerns about anything they
find unsafe, unethical or unlawful. The Company’s Speak Up line, introduced
in 2017, is instrumental in ensuring that employees have access to an
independent channel to raise concerns confidentially and anonymously,
wherever permitted under local legislation.
During 2024, Playtech had seven incident reports, anonymously submitted
via the Speak Up platform. The Speak Up review process is led by the Chief
Compliance Officer and General Counsel. Incidents raised during 2024 were
reviewed and resolved within the year. The Company promoted this as an
important channel for raising ethical concerns and will continue to do so in 2025.
Playtech plc Annual Report
and Financial Statements 2024 73
Strategic report Governance Financials Company information
A
Promoting integrity and
an inclusive culture
continued
Cyber and physical security
The Playtech Security team’s mission is to provide business enablement
for the gaming platform, licensees and players in a secure, non-intrusive
and scalable manner, as well as to secure essential internal operations. The
global technological environment is ever-evolving, as are cyber and physical
security threats. The gaming and betting industry is a highly lucrative target
for malicious parties, ranging from individuals operating alone to highly
sophisticated organised crime groups. This drives the Playtech Security
team to constantly strive for improved technologies, processes and skills to
address these challenges.
The Playtech Security team oversees the operational, technical and
organisational measures taken to protect the organisation from both
cyber and physical security risks. Domains such as infrastructure, cloud
security, application security, offensive security, security governance, risk
and compliance, and suitable security of physical facilities are covered
by a comprehensive security programme, which assures the safe and
secure operation of Playtechs business. The Global Security team has a
strong customer-centric approach with a focus on securing customer and
employee data, performing security tests and audits, monitoring activities
around product applications and infrastructure and educating licensees on
the security capabilities of Playtechs platform.
Furthermore, the Playtech Security team provides input into the corporate
risk register and provides monthly updates to the Board about the security
programme, which includes annual audit activities, in-house and by licensees
(ISO 27001, ISAE 3402, PCI-DSS, and global regulations), network security
architecture, automation and governance, advanced protection of the
Company’s devices from malware, in-depth scanning of application code
across Development teams to find security bugs and a 24/7 Security
Operations Centre (SOC) team that monitors security incidents across the
Company.
Data protection
Playtech is committed to protecting and respecting the personal data it holds,
in accordance with the laws and regulations of the gaming markets in which it
operates. The Company’s systems, software, technologies, controls, policies
and processes have been adjusted to ensure appropriate management of
privacy risks.
Personal data processing is crucial to Playtechs business model, with
customers and clients trusting the Company with their personal data every
day. Ultimately, they only trust Playtech as a business partner and supplier
when they have confidence that their personal data is safe and understand
how and why it is used by the Company.
Playtechs Group-wide security and privacy policies support the
management of data privacy risks and are accessible to and applied by
all its global business units. Playtech provides transparency to its players,
employees and stakeholders on how it collects, uses and manages their
personal data and their associated rights.
Playtech continuously tests and verifies all internal incident management
processes to ensure robust organisational and technical controls across all
its jurisdictions. Playtech takes all possible steps to safeguard personal data
by adhering to the principles contained within all relevant data protection
legislation.
Playtech has a dedicated Data Protection team that reports monthly to the
Board on data privacy risks and issues. The Data Protection teams work
focuses on driving privacy by design, monitoring policies and conducting
reviews and data privacy impact assessments. The Playtech Group of
companies has procedures that clearly set out the actions required when
dealing with new processes and products in addition to supporting data
privacy incidents. These include notifying regulators, clients or data subjects
as required under applicable privacy laws and regulations. Playtech
continues to mature the depth and frequency of data protection and
cybersecurity reporting to maintain high visibility for its senior management
team and the Board.
In view of the evolving regulatory and technological landscape, Playtech
is proactive in its approach to data privacy and aims to continually improve
its policies and their application. All Playtech employees and partners are
required to comply with confidentiality requirements, and legal and regulatory
obligations, with contractual terms such as data processing agreements and
EU model clause agreements governing the use, disclosure and protection
of information. Each year, employees and contractors are also required to
complete test-based data protection and security awareness training.
Training overview
The chart below outlines the participation and completion rate in core
compliance training offered to Playtech employees.
7,305
7,333
7,537
7,078
13
9
EmployeesTraining type
Training type
2
Contractors
Data Privacy &
Protection
1
Data Privacy &
Protection
1
Completion
rate
Completion
rate
97%
100%
100%
97%
Cyber and physical
security ²
Cyber and physical
security ²
Total number completing the training
Total number of eligible individuals
1
Average training hours per employee is 0.5.
2
Average training hours per employee is 1.0.
Playtech plc Annual Report
and Financial Statements 2024 74
Responsible business and sustainability continued
Compliance and responsible supply
chain management
Playtech has a Group procurement policy aimed at strengthening oversight
and mitigating compliance, ethical and climate-related risks, and ensuring
that minimum standards are adhered to when entering joint ventures. The
Company also formalised its Supplier Code of Conduct, which collates
Playtechs expectations on supplier conduct and seeks suppliers’ adherence
to the Code, in light of evolving regulations and the need to meet expectations
from businesses to work in a responsible, ethical manner.
Human rights
Playtech is committed to upholding the principles embodied in the
Universal Declaration of Human Rights, as well as the International Labour
Organisation’s Declaration on Fundamental Principles and Rights at Work.
Playtechs most salient human and labour rights issues relate to employment,
data protection, procurement of goods and services, and AML, specifically
ensuring that individuals involved in human trafficking and slavery are not
laundering money through Playtech’s operations.
In 2024, Playtech published its eighth Modern Slavery Act statement,
outlining the initiatives the Company is undertaking to understand and
assess potential risks of modern slavery and human trafficking, which is
available at www.playtech.com.
Key areas of focus for 2024 included commissioning a more in-depth human
rights risk assessment for Playtech’s own operations and refreshing the
human rights assessment for its suppliers.
Own operations
Playtech commissioned a new human rights risk assessment for its own
operations. The aim was to identify, understand, assess and put in place
processes to address any potential human rights risks in the Company’s
current procedures. Playtech, using third-party consultancy experts,
completed the following:
A desk-based review drawing on existing sources and the Companys
processes to determine where salient risks are most likely to occur in
Playtechs own operations;
A review of internal documents, including current policies and processes;
A series of interviews with key stakeholders within the business;
A data collection exercise from every relevant human resources
function within each country of operation to investigate any potential
inconsistencies in the management of policies and processes within the
business; and
A summary of the findings with key recommendations and actions
organised by priority levels.
Ten risks were identified across five key topic areas: contracting, recruitment,
response to upcoming legislation, live operations and Joint Ventures/
acquisitions. In 2025, we will be developing clear action plans to strengthen
our approach and address the findings from this assessment.
Supply chain
In 2024, Playtech continued to enhance its supplier risk profile to identify
sectoral risks as well as risks from their geographical location. A risk
assessment matrix was used, looking at sectoral risk, country risk and spend
data to prioritise next steps. The Company has reviewed 150 supplier sectoral
categories and has given a human rights and modern slavery risk rating
from “low” to “high” to each category. The Group has identified 66 “high” and
“medium” categories as priority categories. To identify country-specific risks,
the Company took account of a number of external indices in its process,
including the UN Human Development Index, Freedom House’s Freedom
in the World Civil Liberties, the US State Department’s Trafficking in Persons
report, the Global Slavery Vulnerability Index and the World Bank Worldwide
Governance Indicators – Regulatory Quality, with the addition of the UNICEF
Child Rights Atlas – Workplace Index. Using a combination of sectoral risks,
country risks and a spend threshold, we have been able to identify the most
relevant suppliers we wanted to engage with to mitigate any possible risks. In
2024, this group of suppliers represented 17.5% of our total spend.
In 2024, using the insights from the human rights risk assessment, Playtech
continued its engagement with the suppliers flagged in a high-risk sector
and located in a high-risk country through a self-assessment questionnaire
to confirm that they continue to uphold the same standard as Playtech. The
Company will continue its engagement and in-depth review of its internal
processes to ensure any gaps are identified and corrected. In addition,
Playtechs Compliance team continues to monitor human rights flags as
part of its risk monitoring of third parties, including suppliers, partners and
licensees. The Company reviews any cases involving human rights flags on a
case-by-case basis to assess risk and actions required.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 75
Playtech
Playbook of
Podcasts
Throughout 2024, we published a series of
conversations with Playtech people from across
the world to share their perspectives and
insights on the values and successes
that have made Playtech a
leader in its sector.
“Let’s Get Healthy”
challenge
In June, we launched a 90-day wellbeing challenge, where
colleagues collected points for every step taken, contributing
to the collective goal of 900,000 points. In addition to the
opportunity to win fantastic prizes, the collective target of
points, equivalent to € 9,000, were donated to the
charity with the highest vote from colleagues,
Relief Ship, which provides humanitarian
aid in Ukraine.
A
Promoting integrity and
an inclusive culture
continued
25 years together
This year, we were particularly proud to celebrate and
showcase the people, ideas, values and accomplishments
of our people as we marked our 25th milestone anniversary.
We kicked off the year with a series of initiatives and events
to inspire, engage and recognise our talent, culminating in a
global virtual event to unite colleagues and recognise their
collective achievements.
“Let’s Get
Cooking” challenge
As part of Playtech’s partnership with the
environmental charity, Hubbub, we launched
Sustainable Living: “Let’s Get Cooking”, a campaign to
spread awareness about food waste and support offices to
reduce food-related waste. Colleagues were also asked
to share their favourite lunch recipes for a chance
to feature in Playtechs 25th Anniversary
Cookbook. You can read more about this
www.playtech.com/sustainable-
success/playtech-planet/
Playtech plc Annual Report
and Financial Statements 2024 76
Responsible business and sustainability continued
Human capital development
At Playtech, our people are the key to our success and at the heart of what
we do. To continue to successfully grow our business, we aim to create an
exciting and rewarding place to work where people can learn, grow and thrive
in their careers. We are focused on building a culture that is collaborative,
supportive and agile, enabling us to understand and quickly respond to our
customers’ needs. We are continuously working to break down silos and find
different ways of working together as One Playtech, leading the industry by
raising standards and inspiring others.
In 2024, the Company further enhanced its People Strategy through the
establishment of a new Centre of Excellence, designed to guide, strengthen
and oversee our entire talent management lifecycle. This includes learning
and development, performance and talent management, and Diversity
and Inclusion. With this newly established function, the Company is also
working to centralise talent acquisition processes in order to respond in a
more consistent, efficient and agile manner. We have further enhanced our
commitment with a suite of updated policies, including a new Grievance
policy, Bullying, Harassment and Respect policy and an updated Talent
Acquisition policy.
Workforce engagement
In 2024, the Board and Executive Management continued their workforce
engagement programme through site visits in Estonia, Bulgaria, Cyprus and
the US, to listen to our colleagues and ensure we understand and address
issues that matter to them most. This programme is part of our commitment
to ensure our colleagues feel valued, rewarded and supported in developing
their skills and professional development.
Additionally, we continued with our global town halls to provide our people
with updates on the strategic, financial and operational performance, as well
as Playtechs future strategic priorities with the backdrop of the proposed
sale of Snaitech. Colleagues around the world attended and participated in
these global town halls.
Global engagement survey
Since the launch of our first global engagement survey in 2022, the aim has
been to better understand the issues that are important and concerning to
colleagues, and to take action to address these concerns. The Company
utilises an employee Net Promoter Score (eNPS) approach to measure
employee satisfaction.
In April 2024, our global average engagement score remained stable at the
level of 8.1 out of 10, while our eNPS Score (“I would recommend Playtech as
a great place to work”) decreased from 41% to 30% compared to April 2023.
The participation rate was 53%, a 13% decrease compared to the previous
survey.
Based on feedback from colleagues, we have initiated a global benefits
review, with the launch of a Long Service Agreement starting in 2025.
We continued, and will continue, the Board and Executive workforce
engagement programme through site visits and town halls. During the year,
there was a focus on Mental Health training for managers, complemented
with a deep dive welllbeing reviews, with over 90 leaders participating.
In 2025, we will review the frequency and process for workforce engagement
surveys to align with our strategic people priorities.
Diversity, equity,
inclusion and belonging
(DEIB)
Equality in the workplace
with a spotlight on
neurodiversity
Wellbeing
Continued support for our
colleagues affected by war,
conflict and hardship
Learning and
development
Mentorship programme and
shadowing opportunities
Talent acquisition
Centralised process,
focused on agility to
business needs and
resource efficiencies
Continued Board and
Executive workforce
engagement
programme
Series of initiatives to
inspire, engage and
recognise our talent
Initiated harmonisation
and enhancement of
global benefits
25th Anniversary
spotlights and annual
Excellence Award
programme
Centre of
Excellence
Direct, strengthen and
oversee our entire talent
management lifecycle
Playtech plc Annual Report
and Financial Statements 2024 77
Strategic report Governance Financials Company information
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Promoting integrity and
an inclusive culture
continued
Project Management – Prince 2 programme – This course was trialled
with 15 individuals in 2024, with plans for expansion in 2025.
Bite-sized learning sessions – These cover topics such as personal
branding, giving and receiving feedback, time management, meeting
effectiveness and managing remote teams.
Bespoke training for business units – Transitioning from global learning
platforms to tailored learning opportunities according to unique skillset
requirements.
We also enhanced our succession planning process by identifying top talent.
Our top talent is assessed based on three elements: 1. their role, which has
a direct and significant impact on the value of the business; 2. their unique
combination of skills and experience, which is difficult to replace; and 3. their
attitude, reflecting meaningful engagement in the Company’s future. ’Our
goal is to support talent meeting these criteria with mentoring, learning and
career development opportunities, ensuring their growth and accelerating
promotion to contribute to the long-term sustainability of the business.
Equality in the workplace
Playtech aims to foster an equitable, respectful and supportive workplace
that enables every colleague to have the same opportunity regardless
of backgrounds, cultures, beliefs, genders and ethnicities, or any other
attributes. We are committed to:
1. Promote an inclusive culture across the organisation;
2. Build a more gender-diverse workforce, increasing representation of
gender at all levels and across all functions;
3. Increase leadership representation of underrepresented groups; and
4. Adopt a data-driven approach to increase workforce diversity at all
levels of the organisation and across all functions.
We have set a specific diversity target to raise female representation in
leadership roles, including Executive Management and senior management,
to 35% by 2025, based on a 2021 baseline. Our ultimate ambition is to
achieve equality in the workplace. The Board Sustainability and Public
Policy Committee has oversight of the DEIB agenda, with Shimon Akad,
COO, serving as the Executive sponsor for our commitments. The Centre
of Excellence, within the People and Culture function, has responsibility for
supporting the business in delivering awareness and change management
programmes to deliver on these priorities.
In 2024, Playtech launched a specific campaign on neurodiversity. During the year,
the Company delivered a suite of resources to raise awareness of neurodiversity
in the workplace and to provide colleagues with the support they need to thrive
at work. Through learning webinars, colleagues had the opportunity to better
understand ADHD, autism and dyslexia. In addition to our focus on neurodiversity,
we launched a “Raise your voice for pride” campaign, inviting colleagues to share
what pride means to them and what they want others to know. As part of our
ongoing DEIB strategy, we engaged with our colleagues to gather their insights
on the causes and organisations that matter most to them, helping us shape our
future wellbeing, DEIB and charity support initiatives.
On International Women’s Day, we hosted a panel discussion with our
charity partner, Gordon Moody, where colleagues learned about the crucial
efforts to support women suffering from gambling-related harm, a serious
issue currently at an all-time high. In this one-hour session, Gordon Moody
showcased the important work they are doing to assist women from all
backgrounds through treatment programmes that effectively address the
broader issues surrounding gambling-related harm. Over 310 colleagues
attended the session.
Awards and external recognition
Playtech continued to celebrate the accomplishments, dedication and
contributions of our colleagues during the annual Excellence Awards
programme. These awards recognise the extraordinary achievements across
eight categories, including business and commercial, technology and innovation,
individual and team leadership and positive social and environmental impact.
In addition to our internal Awards programme, Playtech people and teams
from across the world brought home more than 20 industry awards . Here are
a few highlights:
iGamingExpress Top 40 most influential women in iGaming 2024
Charmaine Hogan (winner)
Women in Gaming Diversity Awards 2024 – Diverse and Inclusive
Team of the Year, Playtech and the Outstanding Mentor Award (Supplier),
Krista Urb (winners)
“Ladies That Rock The Rock 2024” Awards – Woman Leadership in
Online Gaming Award, Karen Zammit (winner)
Top Darba Devejs / TOP Employer – Growth of the Year 2024
Eurolive Technologies (winner)
Learning, talent and career development
Playtechs global learning, talent and career development programme is
guided by the Centre of Excellence, which oversees the entire employee
journey. This includes strategic learning and career progression that attracts,
supports and retains the best talent in the industry. In 2024, we continued with
our flagship L&D programme, which includes:
Management Fundamentals – this year we held six cohorts aimed at
equipping future leaders with essential skills and knowledge.
Mentorship Programme – 2024 was our third year running the
programme with 14 mentors and 15 mentees across nine countries.
The programme is designed to enhance our performance and talent
management strategy by providing long-term, on-the-job experiential
learning opportunities for our colleagues. Beyond supporting professional
development, the programme allows experienced colleagues to share
their knowledge, enriching their roles as leaders at Playtech.
Global Job Shadowing Programme – 2024 is our second year running
the programme, allowing 120 participants to observe and learn
from experienced colleagues. This hands-on experience provides
valuable insights across 29 functions and teams within different roles
and responsibilities across the business, helping them gain practical
knowledge, develop new skills, and explore potential career paths.
The Tech Series – The speaker series was introduced during the year to
bring notable leaders and explore various topics across industries and
technology innovation. During the year, we hosted two sessions with
special guests Chris Barton, Founder and Creator of Shazam and Omer
Yoachimik, Senior Product Manager at Cloudflare. Over 170 colleagues
participated in the Playtech’s new Tech Series.
In 2024, we also refreshed our learning and development programme, and
approach based on feedback from Business Unit managers and colleagues.
This led us to focus on more personalised, tailored learning opportunities
as well as bite-sized learning to enable colleagues to build on their existing
skills in an easy, time-efficient manner. The following programmes have been
added to our suite of formal learning initiatives:
Mental health in the workplace for managers course – A three-day pilot was
delivered to 30 managers in 2024, with an official rollout planned for 2025. This
pilot was designed to ensure that managers are supported and equipped to
recognise when a colleague may need support with their mental health.
Playtech plc Annual Report
and Financial Statements 2024 78
Responsible business and sustainability continued
Measuring progress on gender diversity
Playtechs strategy aims to foster inclusion, improve gender diversity and
reduce the gender pay gap across our workforce. Playtech maintained its
30% female representation in leadership positions, progressing towards
its global target of reaching 35% by 2025. In 2025, Playtech will continue to
refine its understanding of gaps in female talent across the Group and take
action to increase female retention.
Playtech also continues its participation in the FTSE Women Leaders
Review, launched in 2016 as a follow-up to the Davies Review. This
independent review body tracks the progress of increasing female
representation on FTSE 350 boards. In February 2025, Playtech was
included in the ninth annual FTSE 350 Women Leaders Review. Playtech
ranks first within its sector and is one of the FTSE 350 companies that have
Playtech Lives 2024 Hackathon
In January 2024, our Live team in Latvia launched a five-month hackathon programme
designed to empower learning and development, foster cross-departmental
collaboration and enhance operational efficiency. Employees were put into teams, each
guided by a management mentor. Teams received professional development support
through goal-setting and project management sessions led by industry experts from
SSE Riga and PM Academy.
The hackathon produced several innovative solutions that will be implemented
throughout 2025, including an automated reporting system expected to increase
processing speed by 70%, a refined table optimisation system and an enhanced
shuffler assistant system. These projects not only demonstrated significant potential for
operational improvements and cost savings but also strengthened cross-departmental
relationships and uncovered emerging talent within the organisation.
Case Study
already met or exceeded the target for Women in Leadership ahead of
the target year, with 47% of its leadership positions (defined as Executive
Committee and direct reports) held by women. Playtech also participated in
the Parker Review for ethnic diversity of the Board together providing insights
into the ethnic diversity of senior management for 2024. The report for FTSE
350 companies is planned to be released in March 2025.
We continue to strengthen the rigour in performance management
processes, including efforts to ensure that remuneration and promotion
processes are fair and consistent. The key focus going into 2025 is to
continue to collect and monitor our data in the UK and beyond, ensuring the
right behaviours in our leaders which, in turn, will promote a more inclusive
culture and workforce.
Gender splits:
The following charts illustrate the global diversity data and trends from 2022 to 2024.
1
Employees are defined as the total number of employees on the payroll on 31 December. Out of 8,165 employees, 28 preferred not to disclose their gender.
2
From 2022 onwards, senior managers are defined as the leadership population excluding any Board members (e.g. CEO, CFO).
3
Leadership population is defined as Executive Management and senior management, which includes managers with multiple departments or departments with complex and
more highly technical responsibilities.
4
Directors are defined as Board Directors on 31 December.
5
Excludes administrative support staff.
Employees (%)
1
Leadership population (%)
3
Directors (%)
4
Direct reports to the Executive Committee (%)
Executive Committee (%)
Junior managers (%)
STEM (%) Revenue generating (%)
60.3
60.0
60.6
39.2
39.4
39.40.3
0.8
2024
2022
2023
Senior managers (%)
2
69.5
69.3
73.8
30.7
26.2
30.5
2024
2022
2023
68.4
68.3
31.6
31.3
2024
2023
0.3
0.1
51.9
47.1
50.6
52.9
49.4
4 8 .1
2024
2023
2022
78.6
79.3
19.9
21.0
2024
2023
0.4
0.8
63.6
63.6
63.6
36.4
36.4
36.4
2024
2023
2022
57.1
66.7
71.4
33.3
28.6
42.9
2024
2022
2023
61.2
61.0 38.5
38.6
2024
2023
0.2
0.5
69.8
69.6
74 .1
30.4
25.9
30.2
2024
2022
2023
Male Female Prefer not to say
Playtech plc Annual Report
and Financial Statements 2024 79
Strategic report Governance Financials Company information
A
Promoting integrity and
an inclusive culture
continued
UK Gender Pay Gap data
This year marks the seventh anniversary of publishing UK Gender Pay Gap
(GPG) data for Playtech. The data analysis and graphical representation
indicates a slight reduction of both the mean and median gender pay gap,
from 22.1% in 2023 to 20.8% in 2024, and 22.2% to 20.9%, respectively. This
is due to the active work undertaken by our People & Culture team, who have
been providing support and advice across Playtechs business units on fair
and equal pay considerations. The mean gender bonus gap has increased
from 43.7% in 2023 to 77.0% in 2024. One reason for this increase is that
Playtechs annual bonuses were deployed outside the reporting period. The
bonus data included in this year’s reporting relate to ad-hoc bonuses to sales
and commercial roles, as well as retention bonuses. Our analysis shows a
higher percentage of males in such roles, also illustrated in this year’s gap.
Playtech is committed to promote a culture of diversity and inclusion,
embedding bias-free evaluation processes in our hiring and promotion
practices. We will continue to invest in tailored programmes that support
career progression of women, including mentorship initiatives, leadership
development, and targeted training opportunities. We recognise that
achieving gender equity requires sustained effort, and we remain dedicated
to fostering a culture of diversity, equity and inclusion, acknowledging our
challenges while working towards meaningful and lasting progress.
Human capital metrics
In 2024, Playtech continued to report on its global retention and turnover
rates, as well as the total number of new hires, split by age groups.
During the year, Playtech increased its total number of new hires due to
the growth of its live operations, specifically in the US. The Global Centre of
Excellence played an important role in the increase of our retention rate, with
the launch of a refreshed learning and development programme based on
colleague feedback, which contributed to higher employee engagement
and satisfaction. The overall turnover rate slightly increased compared to
2023, driven again by the live operating model compared to the rest of the
organisation. Playtech is committed to drive progress through learning and
development, diversity, equity, inclusion, and belonging talent management,
and talent acquisition. The Company will continue to invest in human capital
and the attractiveness of our employment proposition.
1
Based on UK employees only. The numbers were calculated in line with the UK
Government’s requirements for reporting gender pay figures and cover payroll and bonuses
paid up to 5 April 2022, 5 April 2023 and 5 April 2024 respectively.
Gender Pay Gap
2024
2022
2023
20.9%
22.2%
26.5%
Median Gender Pay Gap (%)
1
2024
2022
2023
20.8%
22.1%
27.4%
Mean Gender Pay Gap (%)
1
2024
2022
2023
43.3%
20.0%
36.5%
Median Gender Bonus Gap (%)
2024
2022
2023
77.0%
43.7%
41.4%
Mean Gender Bonus Gap (%)
77.1%
Global employee
retention rate,
2024
3
0
%
9
%
6
1
%
Under 30 years old
30-50 years old
Above 50 years old
Global employee
retention rate, age
breakdown
(2024)
63.0%
Global employee
retention rate,
2023
3,769
Total number of
new hires, 2024
2
5
%
7
3
%
2%
Under 30 years old
30-50 years old
Above 50 years old
New hires, age
breakdown
(2024)
3,275
Total number of
new hires, 2023
38.9%
Global employee
turnover rate, 2024
Voluntary rate Involuntary rate
70%
26%
34%
63%
3% 3%
37.0%
Global employee
turnover rate, 2023
*For the full year on year comparatives over the last three years please see
the Sustainability Addendum to the Annual Report 2024.
Playtech plc Annual Report
and Financial Statements 2024 80
Responsible business and sustainability continued
Health, safety and wellbeing
The post-pandemic landscape and the rise of hybrid working practices
are redefining the most productive ways for businesses to engage with
their employees.
Playtech recognises the importance of employee wellbeing. In 2024,
Playtech continued to implement and scale its global wellbeing framework
with a focus on physical, mental, financial and social wellbeing to cultivate
a culture of support for its employees. The framework aims to ensure
employees have access to a suite of support, advice and networking
opportunities to help them be resilient, grow and succeed at work. In
2024, Playtech rolled out more than 150 wellbeing initiatives with over 790
employees participating in one or more of the global events.
In 2024, Playtech extended its partnership globally with SIX Mental Health
Addiction (SIX MHA) to offer free access to private and confidential mental
health and wellbeing services for our colleagues. SIX MHA services include
a network of counsellors and specialists to support individual needs
and advice, through one-to-one sessions with a network of therapists,
counsellors and specialists. This service includes mental health professionals
who speak both local languages and English. In 2024, over 70 colleagues
received direct support from this service.
In August 2023, Playtech announced the official launch of its Global
Benevolent Fund, an initiative to provide crucial financial support to
colleagues and their immediate families facing unforeseen, severe, life-
changing challenges such as medical emergencies, severe illness and
financial hardship. Since its inception, the fund has already supported 36
colleagues and their families, covering hardships such as the loss of a family
member and supporting long-term injuries and life-changing illnesses.
Snaitech operational health and safety
Snaitechs business operations are unique within Playtechs operations.
The Italian operations comprise retail shops and racetracks, meaning the
physical health and safety challenges are different and more material when
compared with an office environment. Snaitech is committed to developing
and promoting a culture of worker health and safety and is implementing a
management system to ensure full compliance with local Italian legislation.
Occupational health and safety data
1
2024 2023 2022
Total number of accidents 12 9 8
Accident ratio
Total number of accidents/working hours
200,000
2
1.5 1.3 1.1
Number of days lost to accidents 348 310 224
Severity of accident index
Total days lost for accidents/working hours
x 200,000
2
44.5 44.4 31.9
Number of days of absence 9,285 10,077 10,747
1
Covers Snaitech operations only.
2
200,000 is a fixed coefficient (50 working weeks x 40 hours x 100).
Economic footprint
Playtech is headquartered in the UK, where the Parent Company, Playtech
plc, is tax resident. Playtech engages in tax planning that supports its
business and reflects commercial and economic activity. Playtech selects
the location of its operations based on commercial and operational factors
that extend well beyond tax, including: the prevailing regulatory environment,
a widely available pool of technical talent, the linguistic capabilities in these
jurisdictions, the location of the Group’s licensees, and labour and operational
cost factors. The Group is committed to complying with all tax regulations in
jurisdictions in which it operates and seeks to minimise the risk of uncertainty
and disputes through proactive dialogue with the tax authorities and by
obtaining third-party expert advice, where appropriate.
Playtech has offices in 19 countries, with offices and commercial activities
in multiple jurisdictions, with the majority of its development and technical
operations in Ukraine, Estonia, Latvia, Bulgaria and Gibraltar. These locations
are well-known as technology hubs with a large population of highly skilled
experts. The Group’s presence in some markets, such as Austria, Australia
and Italy, is a result of acquisitions.
Given the dynamic nature of tax rules, guidance and tax authority practice,
the business is exposed to continuously evolving rules and practices
governing the taxation of e-commerce and betting and gaming activities in
countries in which the Group has a presence.
Such taxes may include corporate income tax, withholding taxes and indirect
taxes. The Head of Tax keeps the Board and Executive Management
fully informed of developments in domestic and international tax laws
within jurisdictions where the Group has a presence. The Group has an
appropriately qualified Tax team to manage its tax affairs.
During the year, the Board reviewed and adopted the Group’s UK tax strategy
statement (available at www.playtech.com). The total adjusted tax charge for
2024 is €41.0 million (2023: tax charge of €38.9 million) and the effective tax
rate for the current period is 41.2% (2023: 73.3%).
Strategic report Governance Financials Company information
Playtech PLC Annual Report
and Financial Statements 2024 81
A
Powering action for positive
environmental impact
Climate change is a pressing concern for everyone, from our colleagues and
investors to governments and local communities. We recognise that urgent
action is needed to significantly mitigate the risks and effects of climate change
and the Company’s significant role within the industry and the communities and
countries in which it operates.
Policy and commitments
Playtech submitted its science-based targets for validation to the Science
Based Targets initiative (SBTi) in late 2023 and received formal validation in
February 2024, www.playtech.com/sustainable-success/playtech-planet/.
It has therefore met its target to secure approval of near-term and net zero
targets by the SBTi. These new near-term and net zero targets will replace
the previous target to reduce Playtech’s Scope 1 and 2 (location-based)
carbon footprint by 40% by 2025 against a 2018 baseline, at the end of 2025.
Playtech has a Group Environmental policy, which outlines its commitment
to reduce its environmental footprint for its own operations and across its
value chain. Following Playtechs formal commitment through the SBTi, we
set in motion our decarbonisation plan, continuing to focus on switching our
own operations to renewable energy, where possible, as well as engaging
the value chain to reduce their supply chain emissions. To prioritise our
engagement with suppliers we are using a risk-based approach. Using a
combination of sectoral risks based on emission intensity factors, country
risks and a spend threshold, we have been able to identify the most relevant
suppliers we want to engage with to decarbonise our supply chain.
Playtech continued its cross-functional Environment Forum, a key working
group overseeing the Company’s environmental and carbon reduction
strategy, chaired by the Head of Sustainability. The forum met four times during
the year, driving progress against its commitment to buying renewable energy
as well as identifying and implementing energy saving initiatives at country and
global levels. It provided sites with practical, actionable steps to reduce energy
consumption, including training employees to improve energy efficiency,
raising awareness and assessing progress on reducing energy use. The forum
also incorporated waste reduction training, introducing the five Rs of waste
management to enhance employee awareness and ensure proper waste
disposal. Its work on climate change includes detecting climate-related risks
and opportunities for risk management integration and reporting. For more
details on the forum’s remit, see our Sustainability Governance on pages 50-51.
Commitments
Reduce Greenhouse Gas (GHG) emissions within
our own operations and supply chain
Build capability and climate resilience through
decisive actions within our own operations and
supply chain
Align to global climate efforts to transition to a
low-carbon economy, in accordance with the latest
climate science, and prioritise climate innovation
Targets and performance
measures:
Reduce Scope 1 and 2 (location-based)
carbon footprint by 40% by 2025 against a
2018 baseline
Reduce absolute Scope 1, 2 (market-
based) and 3 GHG emissions by 50.4%
by 2032 from a 2022 base year. This is
a science-based target, validated by the
Science Based Targets initiative (SBTi).
Reach science-based net zero across the
value chain by 2040. This means a 90%
reduction of Scope 1, 2 (market-based) and
3 GHG emissions by 2040 from a 2022
base year and neutralising any residual
GHG emissions using permanent carbon
removals and storage. This is a science-
based target, validated by the Science
Based Targets initiative (SBTi).
Switch all offices, wherever possible, to
renewable energy
2024 Highlights
29.9%
Reduction in Scope 1 & 2 (location-based) carbon
footprint against a 2018 baseline
142,008 tCO
2
e
Total Scope 1, 2 (market-based) and 3 GHG emissions
Playtech plc Annual Report
and Financial Statements 2024 82
Responsible business and sustainability continued
Absolute carbon emissions
2018 2022 2025 2032 2040
Residual emissions
addressed through
carbon offsets
2024
Scope 1 and 2 (location-based)
carbon footprint reduction by
40%
by 2025
Scope 1, 2 (market-based) and 3
carbon footprint reduction by
50.4%
by 2032
Scope 1, 2 (market-based) and
3 carbon footprint reduction by
90%
by 2040
Scope 1 and 2 carbon
reduction drivers:
• Operational efficiencies
• Energy efficiency
programmes
• Switch to renewable energy
Scope 1
(incl. refrigerants):
1,455 tCO
2
e
Scope 2
(market-based):
2,131 tCO
2
e
Scope 2
(location-based):
7,108 tCO
2
e
Scope 3:
138,421 tCO
2
e
Scope 3 carbon
reduction drivers:
• Emission reduction action
plans within our supply chain
• Engagement with actors in
the value chain
• Technology innovation
considering carbon
emissions reduction
11,783 tCO
2
e
6,926 tCO
2
e
8,094 tCO
2
e
58,442 tCO
2
e
A
Our path to net zero
2024 progress:
Playtechs total carbon footprint, Global Scope 1, Scope 2 (market-
based) and Scope 3 emissions, were 142,008 tonnes CO
2
-
equivalent (CO
2
e) in 2024.
58.3% (16,928,672 kWh) of our total energy consumption coming
from renewable sources, slight increase from 57.2% in 2023.
Developed energy efficiency programmes across our offices in
six markets.
Interacted with suppliers to understand their environmental
commitments, accounting for around 4% of our total
2024 spend.
Refreshed internal policies and procedures, including the Group
Travel policy, to consider the most appropriate form of transport to
limit environmental impact.
Playtech continued its participation in the CDP disclosure and
received a “A-” score on Climate, an improvement from a “B” in 2023.
We have set ambitious science-based targets to reduce our absolute Scope 1, 2 and 3 GHG emissions 90% by
2040, with any residual emissions addressed through permanent carbon removal and storage.
Playtech plc Annual Report
and Financial Statements 2024 83
Strategic report Governance Financials Company information
A
Powering action for positive
environmental impact
continued
Environment metrics
In line with the UK Streamlined Energy and Carbon Reporting Regulation
(SECR) requirements for 2024, Playtech has reported its Scope 1 and Scope
2 GHG emissions, and energy consumption figures for the UK.
In 2019, Playtech introduced a GHG emissions target of reducing absolute
Scope 1 and 2 (location-based) GHG emissions by 40% by 2025. This target
excluded emissions from refrigerants, which had not yet been considered
in 2018. Playtech’s Scope 1 and 2 (location-based) emissions, excluding
refrigerants, were 8,094 tonnes CO
2
-equivalent (CO
2
e) in 2024. This is
a 29.9% reduction compared to the 2018 baseline (11,543 tonnes CO
2
e).
This year Scope 1 and 2 (location-based) emissions, excluding refrigerants
increased by 14.0% compared to 2023. This increase is primarily driven by
a rise in total electricity consumption, which grew due to expansion in Italy,
Peru, Poland and the United States.
In 2024, Playtechs total Scope 1 and 2 (location-based) emissions, including
refrigerants, decreased by 1.2% compared to 2023. While Scope 1 emissions,
both from energy and refrigerants, decreased by 47% due to a decrease
in energy consumption and refrigerant usage, Scope 2 location-based
emissions increased by 19.9% and Scope 2 market-based emissions rose
by 30.7%. This increase in emissions is explained mainly by an increase
in electricity consumption due to expansion, but also increasing emission
intensity of the electricity grids in some of the countries where the Company
operates. The growth also explains the total energy consumption increase
of 9.3% compared to 2023. Normalised per Full-Time Equivalent (FTE)
employees, total Scope 1 and 2 (location-based) emissions including
refrigerants decreased by 6.1% due to an increase in headcount of 5.1% and a
decrease in Scope 1 and 2 (location-based) emissions by 1.2%.
During 2024, Playtech maintained its renewable electricity contracts in its key
markets, despite expansion in markets where renewable electricity is more
difficult to source. This has resulted in 58.3% of the Companys total energy
consumption now coming from renewable sources, supported by energy
attribute certificates, a slight increase from 57.2% in 2023.
Playtech recognises the environmental impact across its global value
chain. The Company therefore conducts an annual Scope 3 footprint. In the
process, the Group has followed the GHG protocol guidance to calculate
those emissions, based on a combination of financial and actual supplier
data. The Company is committed to increasing engagement with key
suppliers on their emissions and gathering more actual data to continuously
improve the accuracy of Scope 3 figures in future years. As part of this annual
exercise, Playtech determines which of the 15 categories listed by the GHG
Protocol Corporate Value Chain (Scope 3) Standard are relevant to the
Company and therefore should be included in its Scope 3 footprint. Thirteen
out of the fifteen categories were identified as being relevant to the Company
and two were not relevant for Playtech. All relevant categories have been
calculated.
Playtechs Scope 3 GHG emissions are over 90% of its total carbon footprint
and out of the 15 Scope 3 categories, the Company’s top three material
categories are: Category 1: Purchased goods and services, Category 2:
Capital goods and Category 14: Franchises.
The consumption of water across the Playtech Group marginally increased
by 1.5% in 2024. Snaitech accounted for 82% of the total water consumption,
with a significant portion used at racetracks. Snaitech runs a retail operation
and three racetracks, which means the environmental impact profile is
different from the rest of the Company’s markets. We are pleased to publish
Group-wide waste figures for 2024, as previous reporting only covered
Snaitech. Snaitech constitutes 61% of the total waste production, with the
majority generated at racetracks. Waste reduction was a key focus in the
Environment Forum, which included training on waste sorting and disposal.
External assurance
We engaged PricewaterhouseCoopers LLP (“PwC”) to undertake a limited
assurance engagement, reporting to Playtech plc only, using the International
Standard on Assurance Engagements (“ISAE”) 3000 (Revised): “Assurance
Engagements Other Than Audits or Reviews of Historical Financial
Information” and ISAE 3410: “Assurance Engagements on Greenhouse
Gas Statements” over Playtech’s 2024 GHG reporting including Scope 1
emissions, Scope 2 (location-based) emissions, Scope 2 (market-based),
Scope 1 and 2 intensity per FTE employee and Scope 3, Categories 1, 2,
3, and 14 and Global total energy consumption. The assured data can be
found in the Responsible Business and Sustainability Addendum to the
Annual Report 2024. PwC has provided an unqualified opinion in relation
to the relevant KPIs and data and their full assurance opinion is available on
the Playtech website, www.investors.playtech.com/sustainability. Non-
financial performance information, including greenhouse gas quantification
in particular, is subject to more inherent limitations than financial information.
It is important to read the selected GHG information contained in the
Responsible Business and Sustainability Addendum to the Annual Report
2024 in the context of PwC’s full limited assurance opinion and the
reporting criteria found within the reporting methodology section of the
Responsible Business and Sustainability Addendum to the Annual Report
2024, which are also available on the Playtech website,
www.investors.playtech.com/sustainability.
Playtech plc Annual Report
and Financial Statements 2024 84
Responsible business and sustainability continued
A
Environment metrics
Global Scope 1 and 2 GHG emissions
(location-based)¹ ²
Global Scope 1 (tonnes CO
2
e)
Global Scope 2 (location-based) (tonnes CO
2
e)
Global Scope 1 and 2 GHG emissions
(market-based)¹ ²
Global Scope 1 (tonnes CO
2
e)
Global Scope 2 (market-based) (tonnes CO
2
e)
Playtech’s total carbon footprint 2024
UK Scope 1 (tonnes CO
2
e)
Global Scope 2 (market-based) (tonnes CO
2
e)
Global Scope 3 ³
2024
2022
2023
8,563
8,671
8,745
1,455
2,743
3,012
7,1 08
5,928
5,733
2024
2022
2023
3,586
4,373
4,643
1,455
2,743
3,012
2,131
1,630
1,631
1,455 2,131
1
3
8
,
4
2
1
142,008
tCO
2
e
UK Scope 1 and 2 GHG emissions
(location-based)¹ ²
UK Scope 1 (tonnes CO
2
e)
UK Scope 2 (location-based) (tonnes CO
2
e)
UK Scope 1 and 2 GHG emissions
(market-based)¹ ²
UK Scope 1 (tonnes CO
2
e)
UK Scope 2 (market-based) (tonnes CO
2
e)
Global and UK total energy consumption¹ ²
Global total energy consumption (kWh)
UK total energy consumption (kWh)
From renewable sources (%)
2024
2022
2023
599
374
341
297
308
274
302
1,630
66
67
2024
2022
2023
345
139
144
43
77
302
73
66
67
2024
20222023
29,025,102
26,558,665
27,243,173
43
1,789,606 1,794,745 1,733,605
58.3%
57.2%
56%
Indicates data extracted from the Responsible Business and Sustainability Addendum to the Annual Report 2024 where it has been subject to independent limited assurance by
PricewaterhouseCoopers LLP (PwC). The full assurance statement over 2024 data can be found at www.investors.playtech.com/sustainability. The data for previous years, where assured, is
detailed in the respective Annual Reports.
1
2024 absolute data is an estimate based on 99.7% actual data coverage by headcount for Scope 1 and 2 energy and 85.8% for Scope 1 refrigerants.
2
Due to reporting timelines, data for November and December 2024 has been estimated using November and December 2023 actual data, except for sites where actual 2024 data was already
available. This is the same methodology that was applied for all three years.
3
Detailed breakdown on the Scope 3 categories, including calculation methods and scope, can be found in the Responsible Business and Sustainability Addendum to the Annual Report 2024.
Total water consumption
4
Total Water Consumption (m
3
)
Total waste produced
Total waste produced (tonnes)
Hazardous waste (tonnes)
Waste production by treatment
Sent to landfill (tonnes)
Reused or recycled (tonnes)
2024
2023
2022
450,408
443,656
578,150
2024
5
2022
6
2023
6
5,365.80
5,864.99
5,288.04
89.86
40.07
34.15
4,465.86
5,864.98
5,282.36
899.94
0.01
5.69
2024
5
2022
6
2023
6
4
Estimate based on over 75% actual data coverage by headcount.
5
Data covering Playtech Group, estimated based on 79% actual data coverage by headcount.
6
Data covering Snaitech operations only. Actual data based on 100% actual data coverage by headcount.
Intensity
Scope 1 and 2 (market-based) GHG intensity
Scope 1 and 2 (location-based) GHG intensity
2024
0.44
1.04
Playtech plc Annual Report
and Financial Statements 2024 85
Strategic report Governance Financials Company information
A
TCFD statement
Playtech has embraced the recommendations of the Task Force on Climate-related Financial
Disclosures (TCFD), a framework that allows it to report consistently on the opportunities and
challenges presented by climate change and provide information on how these might impact strategy
and financial performance. Our approach in this area is evolving in line with developing best practice.
This section sets out Playtech’s climate-related financial disclosures,
current approach and future plans, consistent with all of the Task Force on
Climate-related Financial Disclosures (TCFD) recommended disclosures,
in compliance with the Financial Conduct Authority (FCA) Listing Rule
6.6.6R(8). It also includes the eight disclosure requirements “a” to “h” as set out
in the Companies (Strategic Report - 414CB(2A)) (Climate-related Financial
Disclosure) Regulations 2022. Each section title includes a reference to
which of these disclosures requirements it addresses.
Governance (CFD a)
Current approach
Playtechs sustainability governance is explained on page 50, and climate
change is addressed within this structure. The Sustainability and Public
Policy Committee of the Board has responsibility for overseeing sustainability
– including climate-related matters – and reviewing the strategies, policies
and performance of the Playtech Group. In 2024, the Committee held
five meetings and considers the climate change aspects of business
plans, internal resourcing, expansion and disposal of activities, and capital
expenditure. Oversight of climate-related risks, opportunities and strategy
sits with this Committee. This Committee will continue to meet quarterly and
review climate-related issues as part of the standing agenda. The Chair of the
Committee serves as the Board-level champion on these topics and reports
to the Board on climate-related issues annually.
The Risk and Compliance Board Committee also reports to the Board on
climate-related issues annually. The full Board considers climate-related risks
and opportunities on a biannual basis.
Each member of the Sustainability and Public Policy Committee received
training covering ESG and regulatory developments (page 107). In 2022, the
Board participated in a detailed climate tutorial covering the physical science
basis and regulatory, investor and corporate trends, delivered by external
advisers specialised in sustainability. In 2024, the Board participated in
training across ESG topics of relevance to Playtech, which included a section
on climate change.
Playtechs Chief Sustainability and Corporate Affairs Officer (CSO), who is a
member of the Company’s Executive Management Committee, attends the
Sustainability and Public Policy Board Committee. The Sustainability function
sits within the Corporate Affairs and Sustainability function and holds the day-
to-day responsibility and oversight of regulatory compliance and responsible
business, along with the Regulatory Affairs and Compliance function. The
Chief Compliance Officer is also a member of the Executive Management
Committee and attends the Risk and Compliance and Sustainability and
Public Policy Board Committees.
Playtech has a cross-functional Environment Forum which is chaired by
the Head of Sustainability, who reports into the Chief Sustainability and
Corporate Affairs Officer. This Forum is attended by senior representatives
from: Audit; Risk; the Chief Operating Officer’s office; Infrastructure and
Technology; Investor Relations; Procurement; Site Operations; and other
functions. It meets quarterly to:
develop, review and update Playtechs climate policies and targets as
necessary;
identify climate risks and opportunities and develop risk management
strategies;
review and define actions to comply with evolving regulatory reporting
requirements and voluntary reporting frameworks; and
allocate the annual environmental budget.
Playtechs governance structure for climate-related risks and opportunities
is summarised on page 50. External sustainability consultants support the
Environment Forum, Head of Sustainability and CSO are periodically invited
to join meetings of the Sustainability and Public Policy Committee of the
Board as well as the full Board.
Future plans
The full Board will continue to receive training on climate change as part of
wider sustainability training that will provide information on the latest climate
science and how the public policy agenda is developing in this area. Playtech
will continue to review and, if necessary, adapt the Group’s governance
process to ensure alignment with emerging good practice.
Read more on:
Training on page 107
Strategy (CFD b & f)
Current approach
Playtech carried out its second full climate scenario analysis exercise in
2024, following on from the initial exercise completed in 2021. This led to an
updated set of climate-related risks and opportunities, which were reviewed
for materiality based on qualitative and quantitative estimates and modelling.
This work was led by the Sustainability function with close involvement
from the Risk and Finance functions. Playtech reviews its business strategy
resilience and management approach for each identified risk or opportunity
annually.
Playtech estimated the materiality of the identified risks and opportunities
by 2030, in line with the company’s financial planning horizon. None of
the identified risks and opportunities were deemed material by this time
horizon. Our modelling indicates that Playtech is resilient in the 1.5°C and 2°C
scenarios, through its diversified portfolio in retail and online offerings; strong
ESG performance (see page 58 for recent ESG rating results) and strategy;
ability to invest in climate adaptation such as cloud-based data centres and
all-weather horse racing facilities; and existing plans to align with science-
based net zero by 2040. If the 3°C scenario came to pass, a material net
negative impact on Playtech is modelled to occur.
During 2023, Playtech also developed a net zero roadmap in support of its
commitment to near-term Science-Based Targets and long-term net zero
target. By implementing this roadmap, the Company aims to reduce its
exposure to climate-related transition risks and strengthen its ability to capture
opportunities. In 2024, Playtech ran climate transition workshops with six
key markets. These workshops highlighted hotspots across Scope 1, 2 and
3 emissions and put forward reduction mechanisms tailored to each of the
business units. In 2025 we plan to follow up with these key markets and closely
track their progress to support our overall SBTi emission reduction targets.
Playtech plc Annual Report
and Financial Statements 2024 86
Responsible business and sustainability continued
Future plans
Playtech plans to further review the outcomes from its 2025 climate scenario
exercise and implement the identified mitigation approaches where relevant
and appropriate, considering the company’s internal risk management
process. Playtech will also monitor the likelihood of the identified risks and
opportunities on a regular basis as part of the company’s broader risk
management processes.
Read more on:
Scenario analysis and climate-related risks and opportunities on pages 88 to 92
Risk management, principal risks and uncertainties on pages 94 to 101
Net zero roadmap on page 83
Climate change impact on viability statement on pages 102 and 103
Risk management (CFD b and c)
Current approach
The Board is responsible for determining the nature and extent of the
significant risks it is willing to accept in achieving its long-term strategic
objectives. Through its role in monitoring the ongoing risks across the
business, the Risk and Compliance Committee advises the Board on current
and future risk strategies. The primary responsibilities delegated to, and
discharged by, the Risk and Compliance Committee include:
reviewing management’s identification and mitigation of key risks to the
achievement of the Company’s objectives;
monitoring incidents and remedial activity;
agreeing and monitoring the risk assessment programme including,
in particular, changes to the regulation of online gambling and the
assessment of licensees’ suitability;
reviewing and assessing climate-related risks in the context of Group-
wide risk;
agreeing on behalf of the Board and continually reviewing the risk
management strategy and relevant policies for the Group;
satisfying itself and reporting to the Board that the structures, processes
and responsibilities for identifying and managing risks are adequate; and
monitoring and procuring ongoing compliance with the conditions of the
regulatory licences held by the Group.
Climate-related risks are identified through various channels including
quarterly Environment Forum meetings and regular climate scenario analysis
exercises, last completed in 2024.
Presentations for these meetings include reviews of current national climate
policies in the key markets where Playtech operates, as well as other
climate-related information. The identified risks are assessed by the Head
of Sustainability with support from external sustainability advisers and the
relevant functions within Playtech. The Head of Sustainability is responsible
for updating the Group Internal Audit and Risk function on climate-related
risks, which includes a description of the risk, risk categorisation, type, impact
and likelihood, mitigation and validity. This information is approved by the
Company’s Director of Internal Audit and Risk.
All types of climate-related risks and opportunities are considered through
the above process, including transition risks (policy and legal, technology,
market and reputation); physical risks (acute and chronic); and opportunities
(resource efficiency, energy source, products/services, markets and
resilience).
The Head of Sustainability is responsible for co-ordinating the management
of climate-related risks across Playtechs business. This includes setting
the Company’s climate strategy, which includes its GHG reduction targets,
Environment Policy, collecting and analysing environmental data to identify
hotspots, defining and agreeing reduction plans and engaging country
leadership teams and key asset managers.
The Company’s focus is also on shifting sites to renewable electricity where
possible and starting to engage with the Company’s Procurement function,
including through a climate change due diligence questionnaire for new
suppliers. Additionally, the Company incorporated climate change into its
consideration of risk and viability for the business as a whole.
Climate-related risks are considered as part of the overall risk process. The
Group Internal Audit and Risk function collects information on risks from
stakeholders across the business, which is then presented to the Group Risk
Management Committee (Executive Management Committee) and Board
Risk and Compliance Committee (Board Committee).
Playtech is committed to review the outcomes of its climate scenario analysis
annually and conduct a fresh climate scenario analysis exercise every
three years.
Climate-related risks are monitored as part of the sustainability strategy
and Compliance and Regulatory Affairs risk processes. The Sustainability
and Public Policy Committee of the Board feeds into the identification,
assessment and management of climate-related risks, which are integrated
into the Group risk process by the Head of Sustainability.
Read more on:
Scenario analysis and climate-related risks and opportunities on pages 88 to 92
Risk management, principal risks and uncertainties on pages 94 to 101
Metrics and targets (CFD g and h)
Current approach
Playtech has estimated the potential financial impact of climate-related risks
and opportunities as part of its latest climate scenario exercise, conducted in
2024. This provides the Company with a view on the potential materiality of
the identified risks and opportunities. The outcomes of this are detailed in the
tables on pages 88 to 92.
Playtech has disclosed its Scope 1, 2 (location- and market-based) and
3 emissions annually in the Environment section of the Annual Report,
Responsible Business and Sustainability Addendum to the Annual Report
and to CDP. For a complete breakdown of Playtech’s Scope 3 emissions,
please refer to the Addendum. Playtech continues to disclose this information
annually.
Playtech has set a target to reduce its absolute Scope 1 and 2 (location-
based) GHG emissions by 40% by 2025 from a 2018 baseline. Progress is
monitored annually as part of the year-end Non-Financial Reporting process
and captured in the Global Sustainability Scorecard.
Additionally, Playtech has set a near-term science-based emissions target
to reduce its Scope 1, 2 (market-based) and Scope 3 emissions by 50.4%
by 2032 from a 2022 baseline. Playtech has also set a long-term emissions
reduction target to reach science-based net zero by 2040 from a 2022
baseline. Both of these targets were validated by the Science Based Targets
initiative (SBTi) in 2024.
Future plans
We will continue to refine our approach to quantification of climate risk. We
will also look to develop a suite of indicators beyond tracking our own Scope
1, 2 and 3 GHG emissions that will provide the Board and senior management
with a view of how those risks impact the delivery of our strategy over the
short, medium and long term.
Read more on:
Scenario analysis and climate-related risks and opportunities on pages 88 to 92
Scope 1, 2 and 3 emissions on pages 84 to 85
Group Sustainability Scorecard on pages 58 to 59
Playtech plc Annual Report
and Financial Statements 2024 87
Strategic report Governance Financials Company information
A
TCFD statement continued
Scenario analysis and climate-related risks and opportunities (CFD d, e & f)
In 2024, Playtech conducted its third scenario analysis, building on an update in 2022 and an extensive scenario analysis conducted in 2021. The scenarios used in 2024 were
updated based on the latest information from the Intergovernmental Panel on Climate Change (IPCC) and the IEA Global Energy and Climate Model. Four workshops were
held with subject matter experts from across different business units and countries where Playtech operates and while the outcomes of the previous scenario analysis were
considered, the participants started the exercise afresh. The Company was again supported by SLR Consulting, a management consultancy specialised in sustainability
and ESG.
Playtech’s scenarios and the external scenarios that fed into Playtech’s scenarios are summarised in the table below and comply with CFD guidance to use a range of
scenarios that provide a reasonable diversity of potential future climate states, including a 2°C or lower scenario. Playtech selected a 1.5°C scenario because that is the level
of global warming that is considered “safe” by climate scientists and is the level of warming the global community is aiming to achieve by 2100; a 2°C scenario because this is
considered a more likely outcome considering the scale of the challenge to limit global warming to 1.5°C; and a 3°C scenario as a realistic high warming scenario, assuming no
new policies are announced to further limit global warming. The scenarios draw on the IPCC’s Representative Concentration Pathways (RCPs) and Shared Socioeconomic
Pathways (SSPs) and the IEA Global Energy and Climate Model. Because scenarios are models of the future and not precise predictions, the scenarios refer to global
warming outcomes and the path towards those outcomes on a decadal level. The scenarios use a mix of qualitative and quantitative information and were applied through
a PESTLE analysis, considering political, economic, social, technological, legal and environmental angles. As Playtech is a global company with assets in 20 markets, the
scenarios considered both global climate impacts and specific local impacts in its key markets.
Climate-related risks are regularly monitored by the Executive cross-functional Environment Forum, the Sustainability and Public Policy Committee of the Board, as well as the
Risk and Compliance Committee of the Board. They are also considered as part of the Risk and Compliance Committee’s biannual review of risks across the Group.
1.5°C scenario 2°C scenario 3°C scenario
Playtech’s scenarios
Summary:
physical
aspects
Increase in heatwaves, extreme weather
events (precipitation, droughts, storms),
floods, species extinctions and wildfires over
current conditions, but slow and broadly
manageable across most geographies.
Increase in heatwaves, extreme weather
events and wildfires which reach
unmanageable levels in some geographies
by the 2040s. Water availability for
agriculture, hydropower and human
settlements severely diminished from the
2040s. High flood damages. Significant
adaptation necessary and frequent
disruption expected.
Various areas of the world become
uninhabitable due to intense heatwaves,
droughts or combinations of both. Heavy
precipitation events, and longer and more
intense wildfire seasons covering more
areas of the globe lead to a constant state
of disruption. Floods cause widespread
disruption, including to coastal infrastructure
such as ports. Species extinctions and
severe water shortages prevent the
production of key commodities including
foods. By 2100, sea level rise is becoming a
problem for low-lying coastal areas.
Summary:
transition
aspects
Significant, rapid and disruptive policy
change across carbon pricing, energy,
transport, buildings and deforestation. Rapid
phase-out of fossil fuels in the 2030s and
2040s. Every policy decision has a climate
angle. Global GHG emissions peak by 2025
and reach net zero by the early 2050s.
New policies are implemented over current
levels, in a slow and inconsistent manner.
Carbon prices and other limits on emissions
are implemented but the cost of emitting
grows in a slow and steady manner. The
electrification of transport and buildings
does not pick up much pace. Global GHG
emissions peak in the 2020s and reach net
zero in the 2070s.
Climate policies are maintained at current
levels, with major economies reducing
emissions gradually over the next 30 years
and reach net zero around 2050. New
technologies are not deployed as fast as
predicted, and the world remains reliant on
fossil fuels with widespread use of Carbon
Capture & Storage (CCS) by the second
half of the century. Globally, GHG emissions
continue to rise.
External scenarios
IPCC
Scenarios
RCP2.6/SSP1 RCP4.5/SSP2 RCP6.0/SSP5
IEA
Scenarios
Net Zero Emissions by 2050 (NZE) Announced Pledges (APS) Stated Policies (STEPS)
Other data
sources
Network for Greening the Financial System, Climate Scenarios – phase IV; World Bank, Climate Knowledge Portal; and World Resources
Institute, Aqueduct Water Risk Atlas; Climate Central, Coastal Risk Screening Tool
Playtech plc Annual Report
and Financial Statements 2024 88
Responsible business and sustainability continued
Playtech routinely monitors the status of climate regulation in its key markets to ensure that its GHG reduction targets keep pace with regulatory changes.
The risks and opportunities that were identified as part of the climate scenario analysis are summarised in the table below. The Company defines short term as <one year;
medium term as one to five years; and long term as >five years, as per its risk and financial planning horizons.
Therefore, very high impacts are impacts aligned with the Group materiality as set out in the Independent Auditor’s Report on page 157. The Company attempted to
estimate the potential financial impact of each risk and opportunity. For some, however, this was not yet possible due to a lack of data. Playtech will aim to increase the
number of risks and opportunities for which impacts were quantified year on year as more data becomes available. For the risks and opportunities where the financial
impact was determined and quantified, it was estimated based on a combination of projections on the physical impacts of climate on specific locations and projections
on the societal responses to certain future climate states, both from reputable open-source data sources described in the climate scenarios and sources table and
information gathered from within the business. Where quantitative estimates of financial impact were not possible due to data availability, qualitative scoring was used in
line with the scoring approach for the double materiality assessment exercise (see pages 52–57).
These quantifications were conducted in 2024. Playtech remains committed to update its scenario analysis, and quantification of the identified risks and opportunities, at
least every three years in line with the CFD guidance for companies.
The outcomes of the climate scenario analysis are reflected in the risk register on pages 96 to 101. The management approaches identified for likely risks and
opportunities are being explored, such as investment in renewable energy generation at key assets. Going forward, Playtech will continue to update its scenario analysis
on an annual basis as more information becomes available on the possible climate futures that humanity faces and their impacts on business. The results of these
exercises will be reported to the Board at least annually through the Sustainability and Public Policy Committee.
Physical risks
TCFD
category
Risk /
Opportunity Description Likelihood
Time
horizon
Applicable scenario(s)
Materiality
basis Management approach1.5°C 2°C C
Acute
Increase in extreme
weather events may disrupt
travel into the office and
Live studios.
Impact: under-staffing or
shut-downs of key assets
such as Live studios.
Possible Short term
- -
L
Quantitative Continue to enable flexible and
remote working where possible.
Keep business continuity plans
under review for strategic assets.
Chronic
(compounded
by Policy
& Legal)
Technical disruption
in data centres due to
extreme heat.
Impact: Hosting disruption
of B2B products, causing
lost revenues.
Probable Medium
term
- -
M
Quantitative Move data centres to cooler
areas within regulatory
requirements; more energy
efficient data centres. Technology
innovation to reduce power and
rack consumption and storage
needs.
Redundancy planning.
Cloud-based solutions.
Snaitech: in process of
implementing disaster recovery
software that can significantly
reduce response time, increase
business continuity and disaster
recovery capabilities as well as
system backup performance.
Chronic
Increased energy demand
and energy cost.
Impact: Increased
energy cost.
Possible Long term
- -
M
Quantitative Invest in energy efficiency and
renewable energy generation at
owned assets with high energy
consumption.
Key
Risk
Opportunity
Physical Transitional
Low: <£1m
Very High: >£10m
L
V
Not yet quantified
N
Medium: £1m – £5m
M
High: £5m – £10m
H
Playtech only Snaitech only
Playtech plc Annual Report
and Financial Statements 2024 89
Strategic report Governance Financials Company information
A
TCFD statement continued
Physical risks continued
TCFD
category
Risk /
Opportunity Description Likelihood
Time
horizon
Applicable scenario(s)
Materiality
basis Management approach1.5°C 2°C C
Chronic
Water stress will increase,
as will the need for water,
posing risks to dependent
activities such as horse
races.
Impact: Disruption to horse
race events during periods
of drought, leading to lost
revenue.
Probable
Short term
- -
L
Quantitative New all-weather racetrack
installed.
Investigate more water-efficient
cooling solutions for data centres.
Most significant issue expected
in South of Italy where Snai does
not have racetracks and only a
few owned shops.
Acute &
Chronic
Extreme weather and sea
level rise disrupts physical
assets and services.
NJ: exposure to flooding
from hurricanes and sea
level rise.
ECM: exposure to sea
level rise
Impact: Increases in
insurance costs, costs to
adapt assets and increase
resilience, and potential
relocation costs.
Possible Short term
-
-
H
Quantitative Monitor situation and business
continuity planning; ensure
appropriate insurance cover is
maintained.
Snaitech: heatwaves and
extreme weather impact
horse races and EPIQA
broadcasts.
Impact: Increases in
insurance costs, costs to
adapt assets and increase
resilience, and potential
relocation costs.
Probable Short term
-
-
M
Quantitative New all-weather racetrack
installed.
Continue to place multiple
transmission systems for EPIQA
across multiple locations, with
enough distance to ensure the
TV signal in case of localised
issues.
Acute
Disruption to technology
supply chains leading to
delays and increased costs.
Impact: Increased costs
and production delays due
to unavailability of products.
Unlikely Medium
term
M M M
Qualitative Continue mitigation plans of
“back-up” equipment and locally-
sourced equipment.
Playtech plc Annual Report
and Financial Statements 2024 90
Responsible business and sustainability continued
Transitional risks and opportunities
TCFD
category
Risk /
Opportunity Description Likelihood
Time
horizon
Applicable scenario(s)
Materiality
basis Management approach1.5°C 2°C 3°C
Market
Move from physical to
online gambling (physical
business).
Impact: Reduction in
revenue for physical
gambling business.
Probable Short term
- -
L
Quantitative Continue encouraging shift to
cloud gaming.
Market
Move from physical to
online gambling (physical
business).
Impact: Reduction in
revenue for physical
gambling business.
Probable Short term
- -
L
Quantitative Continue encouraging shift to
cloud gaming.
Reputation
Failure to meet external
stakeholder expectations
on climate performance.
Impact: Reduced
access to capital, talent,
and attractiveness to
customers and consumers.
Possible Long term
M M M
Qualitative Continue monitoring climate
expectations and investing to
meet and exceed them.
Market
Competitive advantage
from exceeding climate
performance expectations.
Impact: Increased
access to capital, talent,
and attractiveness to
customers and consumers.
Possible Long term
M M M
Qualitative Continue monitoring climate
expectations and investing to
meet and exceed them.
Reputation
Reputational risk from
increased problem
gambling.
Impact: Increased
compliance costs due to
unfavourable regulatory
changes; decrease in B2B
revenue
Possible Short term
-
-
H
Qualitative Generate “reputational capital”
with external stakeholders
including regulators and
pressure groups through safer
gambling and player protection
measures.
Reputation
Failure to attract and
retain talent if Playtech’s
climate performance
does not meet external
expectations.
Impact: Higher recruitment
costs and lower
productivity.
Probable Short term
M M
-
Qualitative Build customised strategies to
identify internal talent; establish
effective business and
workforce planning to ensure
effective succession; embed
a strong Centre of Excellence
team which directs focus to key
talent pools to attract and retain
the right talent.
Market
Increased employee
attraction and retention
if Playtech’s climate
performance meets
or exceeds external
expectations.
Impact: lower recruitment
costs and higher
productivity.
Probable Short term
L L
-
Quantitative Build customised strategies to
identify internal and external
talent, including referencing
and leveraging climate
performance.
Playtech plc Annual Report
and Financial Statements 2024 91
Strategic report Governance Financials Company information
TCFD
category
Risk /
Opportunity Description Likelihood
Time
horizon
Applicable scenario(s)
Materiality
basis Management approach1.5°C 2°C 3°C
Market
Decrease in revenue due to
economic impact of climate
change.
Impact: Decrease in
revenue.
Possible Short term
-
M H
Qualitative Monitor the situation and
remain ready to respond to
changes in demand.
Market
Increase in revenue due
to economic impact of
climate change.
Impact: Increase in
revenue.
Possible Short term
-
H H
Qualitative Monitor the situation and
remain ready to respond to
changes in demand.
Policy
and legal
Cost of transition to
meeting low-carbon
regulatory requirements
and risk of reduced
competitiveness
if Playtech invests
more in transition than
competitors.
Impact: Cost of transition
to net zero.
Probable Short term
L
- -
Qualitative Plan required investments
as part of net zero transition
roadmap. Continuously monitor
peer activity and regulatory
requirements to ensure
Playtech moves in line with
expectations.
A
TCFD statement continued
Transitional risks and opportunities continued
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Playtech plc Annual Report
and Financial Statements 2024 93
A
How we manage risk
Our Risk
management
process
Stakeholders
Overview
Our risk identification activities are
centred on the objectives of the
organisation, at both an operational
and strategic level. This helps to
ensure an effective balance between
opportunity and threat management.
A detailed analysis of both the
causes (drivers) and consequences
(outcomes) of risks facilitates us in
identifying the internal and external
conditions that may dictate the
evolution of the risk, and help to
identify potential weaknesses within
our existing control environment.
Key outputs
Risk registers for all functional
areas of the organisation, which
include emerging risks.
Supporting mitigation plans to
support alignment to target risk
levels.
How risks are governed
and identified
Our Board is responsible for risk management
and promotes a transparent and accountable
culture through effective stewardship, supporting
growth through considered risk-taking.
Through the implementation and oversight of a
robust controls framework, the Board supports
the effective management of risk across
Playtech, in alignment with the organisation’s
targeted risk appetite. While a sound risk
management approach cannot eliminate all risk,
the role of our Board, its Committees and the
Executive Leadership Team is to ensure our risk
management processes remain effective, and
take account of appropriate risk exposures.
Our approach to risk and controls continues
to be reviewed and enhanced as required, to
ensure ongoing alignment to the UK Corporate
Governance Code.
Risk management process
Risk owners at an operational level utilise our
standardised risk management framework
to identify and assess risk and determine the
appropriate risk treatment strategy. Operational
risks are aggregated to support the identification
of the broader risk priorities of Playtech.
On an annual basis, a top-down risk assessment
is undertaken to review and refresh the principal
risks of Playtech, in addition to our subsequent
risk appetite position, under the supervision of the
Audit and Risk Committee. This is supported by
a series of prioritised risk assessments delivered
throughout the course of the year.
Risk appetite
Playtech defines risk appetite as “the level of risk
that our organisation, business unit or function is
willing to accept in pursuit of its objectives”.
Risk governance
structure key
Playtech Board
Audit and Risk Committee
Executive Committee
Business unit management
Policy and process owners
Group risk management
Read more about our Risks and
uncertainties on pages 96 to 101
We recognise that risk appetite is an effective tool
to ensure the effective allocation of resources to
manage our risk profile in pursuit of our corporate
strategy, by guiding decision-making at both the
operational and strategic level. Our risk appetite
has been defined for each of our principal risks
and uncertainties, indicated by a rating from
averse (low) to open (high).
Our risk management framework
Our risk management framework remains
dynamic, ensuring we effectively manage our
organisational risk exposure in line with our
defined risk appetite. This not only ensures that
our operational and strategic objectives are
met, but also that our regulatory obligations are
suitably complied with. Our framework focuses
on the following four categories of activity.
Our Board is responsible for risk
management and promotes a
transparent and accountable
culture through good stewardship
that does not inhibit sensible
risk-taking critical to growth.
01
Identify
Playtech plc Annual Report
and Financial Statements 2024 94
Risk management, principal risks and uncertainties continued
02
Assess
03
Respond
04
Monitor
Stakeholders
Overview
Risks and opportunities are assessed
on the likelihood and impact of a risk
event occurring, supporting their
prioritisation. This assessment takes
into account the current control
environment, and provides a real-time
picture of the current risk exposure,
driving the required response.
Key outputs
Risk registers for all functional
areas of the organisation, which
include emerging risks.
Supporting mitigation plans to
support alignment to target risk
levels.
Stakeholders
Overview
Following the assessment of each
risk, a commensurate response is
determined in alignment to the risk
appetite of the organisation. This
may include either the acceptance
of risk (where net risk exposure falls
within risk appetite) or its mitigation
(through the development and/or
enhancement of controls). Where
mitigation is required, actions are
developed and are assigned clear
ownership and implementation
timeframes to facilitate timely
management. Risk mitigation plans
are subject to ongoing monitoring,
facilitated by assurance activities
where required.
Key outputs
Risk registers for all functional
areas of the organisation, which
include emerging risks.
Supporting mitigation plans to
support alignment to target risk
levels.
Stakeholders
Overview
Risks are subject to ongoing review,
taking into account changes
in the organisation’s internal
and external environment. The
emergence of additional risk drivers
will be considered to assess the
appropriateness of existing controls
and mitigation plans, to ensure the
organisation’s risk exposure remains
in alignment with its defined risk
appetite. This includes risks that were
previously “accepted”.
Monitoring core themes across the
business as they link to the Group
profile is essential for effective risk
management. Further detail on the
process and accountability for risk
management is contained on pages
94 to 95.
Key Outputs
Documentation of Playtech’s
Principal Risks and Uncertainties.
Reporting to the Audit & Risk
Committee on the current residual
risk position (highlighting key
risks).
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A
Outlining our principal risks
Key – Risk Ratings
Critical risk Medium risk
High risk Low risk
Risk Trend
1. Failure to maintain a competitive position Stable
2. Data breach, technical system failure or
security incident
Stable
3. Geopolitical challenges Stable
4. Non-compliance with a changing landscape in
legal, regulatory, licensing and tax requirements
Stable
5. Inability to maintain a sustainable business Stable
6. Failure to attract and retain key talent Stable
7. Adverse impact of recession and financial
markets
Stable
8. Failure to protect intellectual property New Risk
9. Changing consumer expectations New Risk
10. Increased customer concentration New Risk
A
01
Failure to maintain a competitive position
Risk category
Strategic
Likelihood
High
Impact
High
Trend
Stable
Link to Strategy
1
2
3
Principal risk
Our competitive environment continues to develop, placing
pressure upon our market share. With increasing technology
innovation and resulting disruption, we must continue to develop
to maintain and strengthen our market position and support the
advancement of our industry.
Mitigations
Placing innovation at the core of our Company and our strategy,
supporting the ongoing evolution of our product offerings.
Continuing to explore new and emerging markets to accelerate
growth.
Dedicating time to retaining and acquiring talent.
Harnessing the power of AI technology in our business
operations to drive innovation and new ways of working,
optimising our products and services and keeping us ahead of
our competition.
Strategic considerations
If we do not respond to the market dynamics, it will be more
challenging to achieve our objectives as well as meet and exceed
stakeholder expectations.
Impact
Likelihood
2
4
5
9
8
10
7
6
3
1
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Risk management, principal risks and uncertainties continued
A
02
Data breach, technical system failure or
security incident
Risk category
Operational
Likelihood
Medium
Impact
High
Trend
Stable
Link to Strategy
1
2
3
Principal risk
Technology remains at the heart of our organisation, and we must
continue to ensure it facilitates the availability of our services, and
protects the integrity and confidentiality of the data we hold.
The impacts of successful cyber attacks, severe security breaches
or system failure, stemming from our own systems, or through
a critical third party, might lead to significant disruption to our
operations and our customers, exposing Playtech to regulatory
penalties, potential compensation costs, and probable damage to
our reputation.
Mitigations
Protecting service operations and delivery, on premise and on
cloud, through advanced technological security capabilities and
skilled staff.
Establishing a robust security governance framework which
operates under global and regulatory security standards,
such as ISO/IEC 27001 and GLI-19/33 Information Security
Management standard, and oversees Playtech offices and data
centres.
Working with Playtech customers to provide guidance on
security configuration and procedures combined with overall
assurance that both players and customers receive modern
security capabilities by default.
Assuring business continuity by testing contingency plans as
a response to potential technical failures or incidents such as
DDoS attacks.
Effectively assessing the operational risks stemming from our
engagement with critical third parties for technology services.
Strategic considerations
The strategic priorities are security risks that may cause service
disruption or regulatory non-compliance. While those risks may
result in reputational and operational damage, Playtech is
well-placed to respond and avoid any impact to its growth potential.
A
03
Geopolitical challenges
Risk category
Macroeconomic
Likelihood
Medium
Impact
High
Trend
Stable
Link to Strategy
N/A
Principal risk
The geopolitical landscape remains uncertain, with conflicts
ongoing within the Middle East and Eastern Europe. This not only
presents a threat to our operations, but also our people.
Threats to our supply chains, energy and financial markets, and
the results of changing political landscapes (e.g. including the
impact of global elections) have the potential to not only impact
our organisation today, but may continue to disrupt our strategic
direction.
Mitigations
The past year has highlighted how resilient our organisation
can be when we have to prioritise and respond to a crisis. We
developed an effective response to the risks posed to us by the
war in Ukraine and the Middle East:
Protecting our people and their families which has
included financial support as well as flexible working
arrangements;
Ensuring capacity and continuity by managing and
relocating key infrastructure and sharing knowledge and
teams inside and outside of Ukraine and Israel; and
Reviewing reliance on critical supply chains through
effective business continuity planning which has
included implementing backup generators and
evacuation plans.
Strategic considerations
Key staff that are critical to delivering our strategic objectives are still
based in Ukraine and Israel. We have contingency plans on standby
in case we have to react with immediate notice and are actively
monitoring the situation.
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A
Outlining our principal risks continued
A
04
Non-compliance with a changing
landscape in legal, regulatory, licensing
and tax requirements
Risk category
Operational
Likelihood
Medium
Impact
High
Trend
Stable
Link to Strategy
1
2
3
Principal risk
Our regulatory landscape continues to evolve, in alignment with
societal expectations. It remains imperative that we monitor and
actively respond to regulatory and legislative changes to ensure our
compliance position remains robust.
This risk not only impacts our existing operations, but our strategies
for the growth and expansion of our business into new markets,
requiring closer alignment with our regulators.
Mitigations
Maintaining a safer gambling environment at the forefront of
our operations.
Operating a Playtech Regulatory Intelligence team that monitors
all regions, and ensures our processes and controls remain
appropriate.
Maintaining dedicated Legal, Compliance and Tax functions
with responsibility for working with and advising the Board of
upcoming regulatory changes to ensure the robustness of our
compliance position.
Utilising external advice and engaging with partners who are
familiar with the landscape where possible, to reduce unknown
exposure and improve preparedness for regulatory change.
Maintaining communication with the Board on all regulatory
matters to provide visibility and ensure appropriate consultation
from the top of our organisation.
Performing ongoing review and assessment of our climate-
related risks and opportunities.
Maintaining strong engagement with our value chain to mitigate
and manage the effects of regulatory change.
Strategic considerations
Increasing regulation puts pressure on new and existing jurisdictions
and therefore the marketplace itself. These regulations are
wide-ranging and relate to gambling, listing rules, tax regimes,
financial regulation and requirements under relevant environmental,
social and governance-related regulations.
This can lead to higher consolidation in the marketplace; therefore,
keeping informed helps us to remain competitive and supports
our growth.
A
05
Inability to maintain a sustainable
business
Risk category
Macroeconomic
Likelihood
Medium
Impact
High
Trend
Stable
Link to Strategy
1
2
3
Principal risk
Sustainability considerations remain a key factor in the longer-term
viability of our operations and delivery of our growth ambitions.
With environmental, social and governance (ESG) regulatory
and disclosure requirements continuing to evolve, technology to
advance safer gambling and player protection is one of the most
material topics for our Company and wider industry.
Mitigations
Leveraging technology to promote a safer gambling experience,
reinforce player protection measures and strengthen
operational and industry standards.
Setting commitments and targets to align and embed
sustainability into our strategy, including tracking progress
against carbon emission targets, recently validated by the
Science Based Target initiative (SBTi), to tackle climate change
and a gender diversity target for our leadership.
We continue to monitor the ESG risk landscape within our
sector and more broadly, alongside evolving expectations of
our stakeholders and wider society, to manage the risks to our
organisational reputation.
Establishment of a Sustainability and Public Policy Board
Committee, which oversees and monitors the delivery
and evolution of ESG risks and opportunities, alongside
topic-specific governance forums, to align with regulations
and foster continuous improvement.
Strategic considerations
Continuing to enforce our commitment, ensuring both the longer-
term sustainable success of our business, and compliance with
evolving regulatory requirements and stakeholder expectations
remains critical for our organisation.
Playtech plc Annual Report
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Risk management, principal risks and uncertainties continued
A
06
Failure to attract and
retain key talent
Risk category
Operational
Likelihood
Medium
Impact
High
Trend
Stable
Link to Strategy
3
Principal risk
We recognise the importance of our people, and the skills and
technical experience they deliver to facilitate the maintenance of our
operations and the realisation of our strategic growth ambitions.
We continue to monitor the pressures stemming from global
inflation and its impact on the cost of living to support the retention
of key employees.
Mitigations
Embedding a strong Centre of Excellence (CoE) team which
directs focus to key talent pools to attract and retain the right
talent for Playtech.
Building customised strategies to identify internal talent, allowing
us to secure the future of Playtech.
Create a strong learning and development strategy to retain and
grow existing employees.
Promote a diverse and inclusive culture through our Company
values, promoting sustainability.
Establishing effective business and workforce planning to
ensure effective succession.
Strategic considerations
Our business thrives on the innovation of our colleagues, and it
would be impossible for us to achieve our vision without the support
of our employees. Our robust mitigation strategies ensure we
remain a core employer of choice across the industry.
A
07
Adverse impact of recession
and financial markets
Risk category
Macroeconomic
Likelihood
Medium
Impact
Medium
Trend
Stable
Link to Strategy
1
2
3
Principal risk
The economic environment continues to place pressure on our
commercial performance, and that of our customers, players and
critical third parties.
An increase in costs for our business may stem from rising interest
rates, greater exposure to foreign exchange rate volatility and
inflationary increases may continue to place pressure upon our
bottom line.
We continue to monitor our financial risk landscape to minimise the
impact on our core business operations and growth strategy.
Mitigations
Actively monitoring the economic environment as it evolves.
Preparing appropriate responses for action plans that we can
implement, that mitigate the risks to an acceptable level.
Creating internal remuneration structures and training schemes
that support the retention and development of existing
employees.
Creating a Global Benevolent Fund to provide financial
assistance to colleagues for unforeseen challenges.
Strategic considerations
Protecting the long-term future of the Group and delivering on
our vision is our priority as the uncertain economic climate can
adversely impact this.
Playtech plc Annual Report
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Strategic report Governance Financials Company information
A
Outlining our principal risks continued
A
08
Failure to protect intellectual property
Risk category
External
Likelihood
Medium
Impact
Medium
Trend
New Risk
Link to Strategy
N/A
Principal risk
The success of our business depends upon the safeguarding of our
proprietary technology, unique know-how, platforms and products.
Failure to protect our intellectual property may expose Playtech to
significant financial losses through the unauthorised use, as well as
replication by competitors, in addition to subsequent reputational
impacts.
Mitigations
Ongoing monitoring of market offerings and products to identify
instances of IP and copyright infringement.
Definition of a process to deliver enforcement in instances
where infringement is identified.
Maintenance of a robust security infrastructure to protect our
products and electronic IP.
Delivery of training to our employees to support the
maintenance of, and compliance to, internal processes to
protect our IP – incorporating any legal considerations.
Strategic considerations
The long-term sustainability of our business relies upon the
comprehensive protection of our IP, incorporating ongoing
monitoring and enforcement, robust security protocols and the
training of our employees to protect our product portfolio and
maintain our competitive position.
A
09
Changing consumer expectations
Risk category
Strategic
Likelihood
Medium
Impact
High
Trend
New Risk
Link to Strategy
2
Principal risk
Evolving societal attitudes towards gambling, driven by shifting
demographic preferences and regulatory changes could lead to
reduced demand for traditional gambling services, impacting the
longer-term profitability and viability of the Company.
It therefore remains imperative that the demands of our target
market continue to be monitored and responded to through the
development and execution of our strategy.
Mitigations
Investment in safer gambling initiatives, working with regulators
and societal groups.
Ongoing monitoring of consumer sentiment to support our
strategic direction.
Ongoing exploration of emerging technologies to deliver
more innovative experiences to customers, and attract new
audiences.
Strategic considerations
We must continue to monitor changing societal attitudes to the
gambling and gaming sector, and proactively adapt our product
and service offerings to ensure alignment and support the ongoing
resilience/sustainability of our business. Where necessary, this
may involve the exploration of new technologies, platforms and
sub-sectors to support the diversification of our customer base and
revenue streams.
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Risk management, principal risks and uncertainties continued
A
10
Increased customer concentration
Risk category
Strategic
Likelihood
Medium
Impact
Medium
Trend
New Risk
Link to Strategy
N/A
Principal risk
Over-reliance on a smaller pool of customers, generating significant
revenues for Playtech at present brings volatility to the longer-term
profitability of our organisation. If these customers were to procure
the services of a competitor, we may face material reductions in our
revenue leading to instability of the viability of our organisation.
Mitigations
Use of analytics to support portfolio monitoring, to identify
significant customer concentration as early as possible.
Increasing our focus on the diversification of our business
activities and customer base, including growing new revenue
streams through the SaaS business and expanding our
customer relationships in the LatAm region.
Strategic considerations
The longer-term resilience of our business relies upon the
maintenance of a stable customer base, that supports the ongoing
growth of our revenues, in the midst of an increasingly competitive
market. This relies upon the broadening of our existing customer
base, facilitated by expansion into new markets.
Playtech plc Annual Report
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Strategic Report Governance Financials Company Information
A
Viability statement
The UK Corporate Governance Code requires the Board to explain how it has assessed the
prospects of the Group and state whether it has a reasonable expectation that the Group can
continue to operate and meet its liabilities within the viability period, taking into account its current
position and principal risks.
The Group’s principal markets and strategy are described in detail in the
Strategic Report (pages 1 to 103).
The key factors affecting the Group’s prospects are:
Playtech is a global business and a leading technology provider in the
gambling industry;
Playtech is well-positioned to meet the growing demand in technology in
regulated and regulating markets; and
Playtech has a clear vision for its technology-centric growth strategy,
driven by new licensee and partnership agreements in the newly
regulated markets in the US and LatAm and expanding with existing
customers through additional products and markets.
Playtech, through its B2B division, has a diverse portfolio of licensees
across retail and online, in over 40 regulated jurisdictions. The Directors
believe that a three-year period is appropriate for their viability assessment
as it is supported by a three-year plan adopted by the Board, which covers
Playtechs strategy to continue to penetrate the newly regulated markets in
the US and LatAm. Three years is the period over which the Directors believe
they can reasonably forecast the Group’s performance, as it relies on certain
key milestones being met in the initial years (including continued execution of
the Group’s US strategy, further expansion in certain LatAm countries and the
implementation of the revised agreements with Caliplay), which would then
drive further growth in the latter years. This plan is revised as required, to take
into account known facts that will have an impact to the existing forecasts.
In making this statement, the Directors have carried out a robust assessment
of the emerging and principal risks facing the Group, including those that
would threaten its business model, future performance, solvency or liquidity.
This includes the availability and effectiveness of mitigating actions that
could realistically be taken to avoid or reduce the impact or occurrence
of the underlying risks. In considering the likely effectiveness of such
actions, the conclusions of the Board’s regular monitoring and review of risk
management and internal control systems, as described on pages 94 to 101,
are considered.
Base case three-year projections
These projections have been prepared on the basis that the disposal of
Snaitech completes in Q2 2025, which is expected based on the current
stage of the sales process. As a consequence, Snaitech has been classified
as discontinued operations. Projections take into account that the revised
revolving credit facility (RCF) which was agreed on 26 March 2025, will be
activated on completion of the disposal of Snaitech, and that the remainder
of the 2019 Bond of €150 million will be repaid in 2025.
As set out in the Chief Financial Officer’s review (pages 32 to 37), the Group
delivered strong overall results in 2024 which were driven by the B2B
business in core regulated markets, particularly in the Americas. The Group’s
strategy is to continue to expand its presence in the US and Latin America,
along with identifying growth opportunities globally. Base case projections
for viability purposes have been made using the Directors’ best estimate
including the following key assumptions:
Continuing operations post sale of Snaitech and implementation of
revised Caliplay agreements;
Modest Adjusted EBITDA growth beyond FY25 in the continuing
business;
Constant growth in new markets in LatAm and the US;
Snaitech sale proceeds of approximately €2.3 billion offset by intended
cash outflows that include the repayment of the remaining €150 million of
the original €350m 2019 Bond and the payment of a special dividend in
the region €1.7 billion – €1.8 billion;
No major changes in working capital; and
No further changes to Group structure.
The current RCF of €277.0 million is available until October 2025, with the
Group having the option to extend by 12 months. On 26 March 2025, the
Group signed an agreement for a new amended €225 million five-year
RCF facility, which, subject to completion of the sale of Snaitech, will amend
and restate the existing €277 million RCF facility and become effective on
completion of the Snaitech sale. The resulting financial model assesses
the ability of the Group to remain within the financial covenants and liquidity
headroom of its existing borrowing facilities, but also considers any potential
changes under the amended RCF, noting that the covenant ratios will remain
unchanged. Within the three-year assessment period, the 2019 Bond is fully
repaid using the proceeds of the Snaitech disposal (€200 million was already
repaid in December 2024, leaving €150 million still to be repaid) and with the
amended RCF taking effect on completion of the sale of Snaitech. The 2023
Bond of €300 million falls outside the viability statement period as it is due in
June 2028.
If the sale of Snaitech does not proceed to completion, the Group would
exercise the option to extend the current RCF to October 2026. In those
circumstances, it is not currently anticipated that the Group would experience
any issues in negotiating a new RCF prior to October 2026.
Financial projections assume that neither the existing RCF, which is
undrawn as at 31 December 2024, nor the new amended RCF, will be utilised
throughout the viability period and that the Group will be in a position to repay
in full the remainder of its 2019 Bond in 2025. Under its base case projections,
the Group is able to meet its financial covenants under both RCFs throughout
the viability period.
Climate change impact
Included within our TCFD statement on pages 86 to 92 is the Group’s most
recent scenario analysis, conducted in 2024, to identify the resilience of the
Group’s strategy under three different possible climate change scenarios
(global warming of 1.5°C/2°C/3°C above pre-industrial levels by 2100) and
where possible were able to quantify the impact as material or immaterial.
The exercise estimated potential financial impacts by 2030 to align with
Playtechs financial planning horizons. None of the identified risks and
opportunities were deemed material by this time horizon. Therefore,
climate-related risks and opportunities are currently not considered to
impact the conclusions made in our viability statement period.
External advisors were appointed to assist with the analysis, and key
management across the business is engaged in the assessments made
to date and going forward. The key findings are summarised in the TCFD
statement. Playtech is committed to review the outcomes of its climate
scenario analysis annually and conduct a fresh climate scenario analysis
exercise every three years. The Group has also developed a net zero
roadmap in support of its commitment to near-term Science-Based Targets
and long-term net zero targets. By implementing this roadmap, the Group
aims to reduce its exposure to climate-related transition risks and strengthen
its ability to capture opportunities while investing in renewable energy
generation at key assets.
Playtech plc Annual Report
and Financial Statements 2024 102
While environmental risk was added to our emerging risks register for the
first time in 2021, this has been mitigated through the establishment of the
Sustainability and Public Policy Committee of the Board and also through
regular monitoring by the Executive cross-functional Environment Forum,
as well as the Risk & Compliance Committee of the Board. They are also
considered as part of the Risk & Compliance Committee’s biannual review
of risks across the Group. The Board is committed to continue to assess the
situation and the financial and other implications as quantification becomes
possible over the viability statement period and beyond.
From a viability perspective, in the instances where we cannot yet
quantify the impact under each of the scenarios because of the lack
of data, qualitative scoring aligned with the approach followed in our
Double Materiality Assessment (see pages 52 to 57) was used instead.
This is considered in the overall reverse stress test analysis (see below).
Furthermore, we are closely monitoring how the risks will progress over the
next few years, meaning that we are already trying to mitigate our potential
exposure, and at this point in time are comfortable that any climate change
over the viability assessment period will not impact the conclusions being
made in our scenario analysis below.
Scenario analysis
Two scenarios were applied to the base case as follows:
1. The stress-test scenario: encompass the principal risks which were
applied to the base case; and
2. The reverse stress-test scenario: used to identify the reduction in
Adjusted EBITDA required that could result in either a liquidity event or
breach of the RCF and bond covenants.
In both cases, the scenarios have been modelled on the basis that the current
or amended RCF is not drawn down.
Under Scenario 1, the following Group risks were considered within our stress
test scenarios, which are becoming increasingly important as the Group
becomes more concentrated on its B2B business:
Risk 1: Failure to Maintain a Competitive Position – remaining competitive
is affected by the risk of delays in launching and expanding in the US and
certain LatAm countries due to regulation or competition. This continues
to be specifically considered given the high impact of these dynamics on
increasing our market share.
Risk 4: Non-compliance with changing landscape in legal, regulatory,
licensing and tax requirements – affects the Group directly but also
indirectly through our licensees and the countries in which they operate.
For example, Brazil became regulated on 1 January 2025 and many
operators struggled to be compliant from go-live date. In Colombia a new
temporary VAT was passed by government in February 2025, which
was effective in February 2025, and licensees had little time to prepare
for implementation. These risks were also considered when specifically
flexing the LatAm cashflows over the viability statement period; and
Risk 7: Adverse impact of recession and financial markets: to prepare
for any adverse impact of recession, as a Group we ensure we have
enough leverage that should we need to, we can call on our available
borrowing facilities.
A final consideration in this stress test scenario is in relation to the
restructured agreement with Caliplay, Playtech’s largest B2B customer, in
which it will hold a direct 30.8% equity interest following completion of the
revised arrangements. In this scenario, we considered the remote possibility
that no dividends are received from Caliplay over the viability statement
period.
The impacts applied to this scenario were offset by potential savings such as
reducing capital expenditure. Under this scenario, which showed a decrease
in Adjusted EBITDA of 22% over the three-year period, the assumption is
that the Group would have the amended RCF in place post sale of Snaitech.
Alternatively, if the Snaitech deal does not finalise, the Group would extend its
current RCF facility as outlined above. Either way and as mentioned above,
the Directors are confident that refinancing can be achieved at acceptable
terms. Finally, under this scenario, the Group was still able to meet its financial
covenants under the current or new RCF and bonds, further noting that
the probability of all risks applied happening simultaneously is considered
remote.
Scenario 2 was specifically looked at because should we breach the
covenants under the current or amended RCF, the Group would have
sufficient funds to repay the outstanding balance (if any). However, if we
were to breach the interest cover covenant under the bonds, which would
mean the bond might subsequently be called for repayment, the Group may
not be able to repay. This scenario indicated that Adjusted EBITDA would
need to decrease on average by 75% over the three-year period at each
bank reporting date for the Group to breach the covenant, noting that it did
not consider any mitigating actions the Board can take. The probability of
this scenario materialising is therefore considered remote, given the strong
overall performance in the continuing business in 2024 as discussed in the
Chief Financial Officer’s review.
Based on this assessment, the Directors have concluded that there is a
reasonable expectation that the Group will be able to continue in operation
and meet its liabilities as they fall due over the three-year period to
31 December 2027.
Mor Weizer
Chief Executive Officer
27 March 2025
Chris McGinnis
Chief Financial Officer
27 March 2025
Playtech plc Annual Report
and Financial Statements 2024 103
Strategic report Governance Financials Company information
Governance
Report
Playtech plc Annual Report
and Financial Statements 2024 104
Governance Report
Chair’s introduction to governance 106
Governance at a glance 108
Board of Directors 110
Directors’ governance report 112
Audit & Risk Committee report 126
Remuneration report
Statement by the Committee Chair 130
Directors’ Remuneration Policy 132
Annual report on remuneration 140
Directors’ report 149
Playtech plc Annual Report
and Financial Statements 2024 105
Strategic report Financials Company informationGovernance
A
Progress driven by responsibility
and sustainability
The Board strives to ensure that the Groups
governance structure protects the sustainability
of its businesses and the communities in which it
operates while maximising shareholder value and
treating all shareholders fairly
Brian Mattingley
Chairman
Dear Shareholder
As Chairman of the Board, I am pleased to
present the Corporate Governance Report
for 2024.
Strategy and performance
The Governance Report describes how the
Board and its Committees operated during 2024.
Following our progress in 2023, to define our
strategic aims clearly, the Board has remained
focused on ensuring the Company continues to
deliver its strategy and operational performance
and makes progress towards its sustainability
strategy for the benefit of all its stakeholders.
2024 was the year that Playtech laid out a plan
to redefine itself as a predominantly pure-play
B2B business and, this year, will see this plan
take effect. The sale of Snaitech is on track to
complete in Q2 2025 and extensive work is taking
place to ensure the go-forward business gets off
to the strongest start. During the year, the Board
continued to pay close attention to maintaining a
strong financial position to ensure we remain well
placed to pursue strategic opportunities.
The Board was heavily engaged with the
Executive Management team in overseeing
the delivery of our strategy, and progress
was underpinned by the excellent work of its
Committees.
In our Strategic Report, we have set out how
we seek to manage the principal risks and
uncertainties facing the business.
The Board recognises the challenging times
many of our colleagues face and has been very
cognisant of supporting our colleagues and their
wellbeing. The Board has responded to these
challenges by approving continuous support for
colleagues affected by the war in Ukraine and
Playtech plc Annual Report
and Financial Statements 2024 106
Chairs introduction to governance
the Hamas-Israel war. The Board will continue
to monitor developments and support our
colleagues and local communities. We continue
to support many local charities through our
Global Community Investment Programme.
Board composition, changes
and diversity
During the year, there have been changes to the
composition of the Board.
In July 2024, we welcomed Doreen Tan to the
Board as a new independent Non-executive
Director, bringing her broad range of skills and an
extensive network, having held senior positions in
some of the largest financial institutions.
In November 2024, we announced that Anna
Massion was stepping down as a Director on
28 February 2025. On behalf of all the Directors, I
would like to thank Anna for her commitment and
dedication during a period of significant change
for the Company. We wish Anna all the best in her
future endeavours.
In January 2025, we announced my intention to
step down as Chairman and from the Board in the
coming months and I will remain in situ in order to
oversee an orderly handover to my successor.
As a Board, we bring a diverse range of
experience, skills and perspectives and continue
to evolve to ensure that we have the necessary
skills and strategic leadership to continue to
successfully guide the Company. Promoting
integrity and inclusive culture is a crucial pillar
of our sustainability strategy and a priority of
the Board. We have made progress towards
developing the diversity of our workforce and
the Board, including introducing our Board
Diversity Policy and continuing engagement
with our external Stakeholder Advisory Panel,
but recognise there is more to be done to make
meaningful progress.
While we took steps to address the gender
balance of the Board this year, we have yet to
meet our targets and have more work to do. The
Board, together with the Nominations Committee,
is prioritising addressing the Board’s diversity.
The Board supports the management team
to drive a culture of integrity and inclusion. The
Board and the Chair of the Sustainability &
Compliance Committee, Linda Marston-Weston,
have been working closely with our Global Head
of HR to assess our employee engagement, and
our values and culture. Talent development and
succession planning are also ongoing topics in
the work of the Board and its Committees.
Sustainability and stakeholder
engagement
Central to Playtechs progress and growth has
been a track record of open and constructive
dialogue with its stakeholders. During 2024, the
Board continued its high levels of engagement
with shareholders to ensure significant
progress on corporate governance and that
the Company’s interests are aligned with the
interests of all shareholders in the next period of
our evolution.
The Board recognises the need to strike a
careful balance to ensure that shareholders
and other stakeholders are appropriately
protected by robust processes and procedures,
while providing an environment that fosters
an entrepreneurial spirit, thereby allowing our
senior management team and our workforce to
continue to deliver the strategic and operational
progress that we have achieved in recent years.
This balance lets us clearly focus on the key risks
the Group faces. Still, it requires us to be flexible
enough to accommodate changes resulting from
developments in our strategy or changes in the
regulatory environment.
Playtech has grown rapidly since its inception
and is now a Company with c.8,300 colleagues
in 19 countries. To meet the changing demands
of the Company, the Board has also evolved
significantly in that time and has played an
important role in guiding the Company through its
rapid change.
In accordance with our Environment Policy and
our Net Zero 2040 Plan, we have made significant
progress against the sustainable priorities to
power action for positive environmental impact.
You can read more on our sustainability strategy
on pages 48 to 51.
Conclusion
The Board has confidence in the future of the
Group and sees significant growth opportunities
ahead. The operational progress reported in 2024
in new and existing regulated markets, including
the US, is evidence of Playtech’s leadership
in regulation and compliance in the gambling
industry, and our commercial capabilities. The
Board plays an essential role in upholding the
highest levels of regulation, compliance and
responsibility. We continue to work closely with
regulators in various markets to ensure our
compliance with local laws and regulations.
The Board strives to ensure that the Group’s
governance structure protects the sustainability
of its businesses and the communities in which it
operates, while maximising shareholder value and
treating all shareholders fairly. The Board also sets
the tone for the Company, how it conducts itself,
its attitude towards sustainability, safer gambling
and diversity and inclusion, its definitions of
success and its assessment of appropriate risk,
all of which define the atmosphere within which
the Executive team works.
The following report provides further details on
our governance framework, thereby explaining
how our corporate governance practices support
our strategy.
AGM
The AGM is an important opportunity for the
Board to meet with shareholders, particularly
those who may not have yet had the chance to
engage with the Board and senior management.
Our AGM is scheduled to be held on 21 May 2025.
Further meeting details are included in the Notice
of Annual General Meeting. Shareholders are
always welcome to ask us questions provide
feedback via our website or at our AGM.
Brian Mattingley
Chairman
27 March 2025
Playtech plc Annual Report
and Financial Statements 2024 107
Strategic report Governance Financials Company information
Governance highlights
Initiated governance effectiveness review
Enhanced Risk Management framework and
internal controls system
Evaluated and approved sale of Snaitech and
revised Caliplay agreement
Implemented new Remuneration Policy to
align with revised performance targets
Advanced preparations to comply with non-
financial regulatory disclosure requirements
Priorities for 2025
1. Growth
Oversee and advise on the transformation
into a leading predominantly pure-play B2B
business
3. Technology
Increased focus on evolving technologies,
such as Artificial Intelligence
2. Efficiency
Realign resources and improve operational
efficiency
4. Capital allocation
Ensure effective capital allocation through
a mix of organic and inorganic growth
investments along with capital distribution
5. People, Culture and Sustainability
Encourage proactive preparation for the upcoming CSRD disclosure requirements
Focus areas in 2024
M&A
Strategy Litigation Finance
Regulation
and safer
gambling
People Technology
2024 Board engagement
11
Site visits
Board changes
Brian Mattingley announced his intention to step
down as Chairman and Board member in January
2025. Brian will remain in situ in order to oversee
the process to appoint a new Chair and ensure an
orderly handover to his successor.
Anna Massion stepped down from the Board on
28 February 2025, and from her position as Chair
of the Remuneration Committee, and member of
the Nomination, Regulatory & Compliance and
Sustainability & Public Policy Committees.
Doreen Tan was appointed to the Board on
9 July 2024
Read more on Board Committee changes on page 119
Read more on page 122
4
Tradeshows
5
Deep-dive sessions
Playtech plc Annual Report
and Financial Statements 2024 108
A
Governance at a glance
Board matrix
Read more on pages 113 to 115
Chairman 1
Executive Directors 2
Non-executive
Directors 5
Composition
Independent NED 5
Independence
0–2 years 2
2–4 years 3
4–6 years 1
6–8 years 1
10+ years 1
Tenure
Europe 5
North America 2
Southeast Asia 1
Geographic
heritage
Gender identity
Number of
Board members
Percentage of
the Board
Number of
senior positions
on the Board
(CEO, CFO, SID
and Chair)
Number in
Executive
Management
Percentage
of Executive
Management
Men (including those self-identifying
as men) 5 63% 4 7 64%
Women (including those self-
identifying as women) 3 38% 4 36%
Not specified/prefer not to say
Total 8 100% 4 11 100%
Ethnic background
Number of Board
members
Percentage of
the Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chairman)
Number in
Executive
Management
Percentage
of Executive
Management
White British or White
other (including minority
White groups) 6 75% 3 7 64%
Mixed/multiple ethnic
groups
Asian/Asian British 1 13% 1 9%
Black/African/Caribbean/
Black British
Other ethnic group,
including Arab 1 13% 1 1 9%
Not specified/prefer not
to say 2 18%
Total 8 100% 4 11 100%
*
Totals in tables above may not exactly equal the components of the total due to rounding.
Diversity
The tables below illustrate the diversity of the Board as at 31 December 2024.
Read more on page 115
Playtech plc Annual Report
and Financial Statements 2024 109
Strategic report Financials Company informationGovernance
Brian Mattingley
Non-executive Chairman –
Independent on appointment
N
Mor Weizer
Chief Executive Officer
Chris McGinnis
Chief Financial Officer
Ian Penrose
Senior Independent
Non-executive Director
A
S
N
R
Appointment to the Board
Brian was appointed to the Board in
June 2021.
Career
Brian joined 888 Holdings in 2005
as a Non-executive Director, before
being appointed CEO in March
2012, and was Non-executive
Chairman from March 2016 until
he stepped down in 2021. Prior
to 888, Brian was CFO of the
Gala Group of companies and
eventually became the CEO of
Gala Regional Developments, a
joint venture enterprise between
Gala and Caesars of the US. Brian
had also held senior management
positions in Kingfisher plc and Dee
Corporation plc.
Skills, competences
and experience
Brian brings considerable plc board
experience to the role, as well as
his extensive experience in the
gambling and leisure industries.
Current external commitments
None.
Appointment to the Board
Mor was appointed as Playtech’s
Chief Executive Officer in May 2007.
Career
Prior to being appointed CEO, Mor
was the Chief Executive Officer
of one of the Groups subsidiaries,
Techplay Marketing Ltd, which
required him to oversee the Group’s
licensee relationship management,
product management for new
licensees and the Groups marketing
activities. Before joining Playtech,
Mor worked for Oracle for over four
years, initially as a development
consultant and then as a product
manager, which involved creating
sales and consulting channels on
behalf of Oracle Israel and Oracle
Europe, the Middle East and Africa.
Earlier in his career, he worked in
a variety of roles, including as an
auditor and financial consultant for
PricewaterhouseCoopers and a
system analyst for Tadiran Electronic
Systems Limited, an Israeli company
that designs electronic warfare
systems.
Skills, competences
and experience
Mor is a qualified accountant
and brings a strong set of
financial skills together with
considerable international sales and
management experience in a high-
tech environment and extensive
knowledge of the online gambling
industry.
Current external commitments:
None.
Appointment to the Board
Chris was appointed as Playtech’s
Chief Financial Officer and an
Executive Director of the Company
on 28 November 2022, having
joined the Group in 2017.
Chris is also a member of the
Disclosure Committee.
Career
Chris started his career at Deloitte
in Canada, where he qualified as a
Chartered Professional Accountant
(CPA). Chris then worked in Equity
Research for UBS in Canada and
Bank of America Merrill Lynch in
the UK. Prior to being appointed
CFO in 2022, Chris was Director
of Investor Relations. Prior to
joining Playtech, Chris was Head
of Corporate Strategy at software
company Temenos. Chris is also a
Chartered Financial Analyst (CFA)
charter-holder.
Skills, competences
and experience
Chris is a strategic finance executive
with over 20 years’ experience
across finance, accounting, investor
relations, corporate strategy, M&A
and equity research.
Current external commitments
None.
Appointment to the Board
Ian was appointed to the Board in
September 2018.
Career
Prior to his appointment, Ian was
CEO of Sportech plc from 2005 to
2017 and served as CEO of Arena
Leisure plc from 2001 to 2005.
Skills, competences
and experience
Ian brings over 25 years of
leadership experience in the global
gaming, technology and sporting
sectors. In particular, he has
significant knowledge of the US,
Canadian, Australian and European
markets, having led strategic
initiatives in the regions during
this time. Ian has been licensed by
regulators in numerous countries
around the world, and is also a
Chartered Accountant.
Current external commitments
Non-executive Director IXUP
Limited.
Non-executive Director Phenix Real
Time Solutions Inc.
Vice Chairman of Weatherbys
Limited and Non-executive Director
of its technology joint venture with
the British Horseracing Authority,
Racing Digital Limited.
A
Board of Directors
Playtech plc Annual Report
and Financial Statements 2024 110
Anna Massion
Independent Non-executive
Director
Linda Marston-Weston
Independent Non-executive
Director
S
A
R
N
Samy Reeb
Independent Non-executive
Director
R
A
S
Doreen Tan
Independent Non-executive
Director
Appointment to the Board
Anna was appointed to the Board in
April 2019.
Anna stepped down from the Board
on 28 February 2025.
Career
Anna worked in investment banking
and asset management for over
15 years and is widely respected
as a global gambling industry
expert. During her time at PAR
Capital Management, Anna was
responsible for idea generation
and portfolio maintenance. Prior to
joining PAR, Anna held positions
at leading financial institutions
including JP Morgan, Marathon
Asset Management and Hedgeye
Risk Management.
Skills, competences
and experience
With Annas sector knowledge and
business network, she brings a
strong fiscal and analytical skill set
to the Board.
Current external commitments
Non-executive Director of AGS LLC.
Non-executive Director of
Betmakers Technology Group Ltd.
Non-executive Director of Gaming
Realms plc.
Appointment to the Board
Linda was appointed to the Board in
October 2021.
Career
Formerly a senior tax partner at
EY, Linda was a member of the EY
Midlands Board and Head of Tax EY
Midlands. She was subsequently
Midlands Head of Tax and National
Heads of Deals for Cooper Parry.
Linda is passionate about Diversity
& Inclusion and spent five years
as EY’s Midlands People partner,
leading the agenda across
people matters. She established a
cross-business female mentoring
network for the Midlands region
and set up, and continues to lead,
a female entrepreneurs network.
She is an advocate for sustainable
business and an active member
of the Directors’ Climate Forum
Chapter Zero.
Skills, competences
and experience
Linda is a Fellow of the Institute of
Chartered Accountants and brings
more than 30 years’ experience
of working with UK and Global
businesses and across corporate
finance, strategy, tax, culture and
leadership.
Current external commitments
None.
Appointment to the Board
Samy was appointed to the Board in
January 2023.
Career
Samy brings extensive experience
of working with global businesses
largely across wealth and tax
advisory. He began his career in
tax advisory at Ernst & Young and
tax management at Credit Suisse,
before focusing on wealth advisory
as an Executive Director at Julius
Baer, and, subsequently, joining
1291 Group as Managing Partner.
Over the years, Samy developed
a leading franchise advising on
the financial affairs of many Asia-
based ultra-high net worth clients.
Samy is currently Group CEO of
PFIS Group.
Skills, competences
and experience
Samy’s broad skill set and extensive
knowledge of Asia provides
additional depth and experience to
the Board.
Current external commitments
None.
Appointment to the Board
Doreen was appointed to the Board
in July 2024.
Career
Over a career spanning more
than 30 years, Doreen possesses
a broad range of skills and an
extensive network, having held
senior positions in some of the
largest international financial
institutions.
Skills, competences
and experience
Doreens wealth of experience adds
further depth and valuable insights
to the Board.
Current external commitments
None.
Key to committees
A
Audit and Risk
Committee
S
Sustainability and
Compliance Committee
N
Nominations
Committee
R
Remuneration
Committee
Committee Chair
As announced on 29 January 2025,
Brian Mattingley will step down as
Chairman and from the Board over
the coming months.
Anna Massion stepped down from
the Board on 28 February 2025.
Doreen Tan was appointed to the
Board on 9 July 2024
Committee membership is as at
27 March 2025
Playtech plc Annual Report
and Financial Statements 2024 111
Governance Company informationFinancialsStrategic report
Introduction
Responsibility for corporate governance lies with the Board, which is committed to maintaining high standards of corporate governance, which it considers to
be central to the delivery of long-term sustainable growth, effective stewardship of the business and maintaining the confidence of stakeholders. The following
report explains the role of the Board, how it functions and our most important governance processes, and how they support the Group’s business and the
Board’s stakeholder engagement.
UK Corporate Governance Code
As a premium listed company, Playtech’s governance framework is based on the UK Corporate Governance Code 2018 (the “Code”). A copy of the Code
is available at www.frc.org.uk. This report and the Board Committee reports set out how we have applied the principles and complied with the provisions of
the Code during 2024. The table below shows where disclosures to evidence this can be read. Where elaboration is required, further details are set out in our
Compliance Statement.
Board leadership and purpose Compliant
Read more
on pages
Long-term value and sustainable success
1 to 103
Purpose, values and strategy
1 to 103
Integrity and culture
48 to 93
Resources and effective controls
106 to 153
Stakeholder engagement
120 to 121
Policies and practices
112 to 125
Division of responsibilities Compliant
Read more
on pages
Structure and effectiveness
112 to 125
Independence
113
Division of responsibilities
113 to 114
Time commitments
113
Company secretary support
113
Composition, succession and evaluation Compliant
Read more
on pages
Appointments and succession planning
123
Skills, experience and knowledge
110 to 111
Length of service
110 to 111
Evaluation
124
Diversity
115
Audit, risk and internal control Compliant
Read more
on pages
Internal and external audit
126 to 129
Integrity of financial and narrative statements
125
Fair, balanced and understandable assessment
149
Risk and internal controls framework
94 and 129
Principal risks
96 to 101
Remuneration Compliant
Read more
on pages
Policies and practices
132 to 139
Alignment with purpose, values and long-term
strategy
130 to 139
Formal and transparent procedure
130 to 139
Independent judgement and discretion
139 and 147
AGM results
Following the results of our AGM held in May 2024, the Board noted in its
announcement dated 22 May 2024 that certain resolutions were not passed
with the necessary majority. These resolutions concerned the Directors
power to allot shares and disapplication of pre-emption rights.
We explained at that time that we aspire to high levels of shareholder and
stakeholder engagement and would consult with those shareholders who
voted against these resolutions to understand their specific concerns. Since
the AGM, we have held regular discussions with our shareholders to hear
their views and better understand their concerns. A statement setting out
our response to the voting figures from last year’s AGM was uploaded to the
Investment Association portal.
Conflicts of interest
During the year under review, the Directors declared no conflicts of interests.
External auditor statement
The Company’s auditor, BDO LLP, is required to review whether the above
statement reflects the Company’s compliance with the Code by the Listing
Rules of the Financial Conduct Authority and report if it does not reflect such
compliance. No such negative report has been made.
The Board is accountable to the Company’s shareholders for good
governance and the statements in this report describe how the Group
applies the principles identified in the Code.
Compliance statement
I am pleased to be able to report that it is the view of the Board that the
Company is fully compliant with the principles of the Code throughout
the year under review.
Workforce engagement
In accordance with the principles of the Code, provision 5 explains
that, for engagement with the workforce, one or a combination of
the following methods should be used: a Director appointed from
the workforce, a formal workforce advisory panel, or a designated
Non-executive Director. The Board has designated Non-executive
Director, and Chair of the Sustainability and Compliance Committee,
Linda Marston-Weston to oversee workforce engagement.
Playtech plc Annual Report
and Financial Statements 2024 112
A
Directors’ governance report
Board composition
As at 31 December 2024, the Board comprised the Non-executive Chairman,
the Chief Executive Officer, the Chief Financial Officer and five independent
Non-executive Directors. The list of Directors holding office during the year to
31 December 2024 and their responsibilities are set out on pages 110 and 111.
Except for Doreen Tan, who was appointed in July 2024, the Directors served
throughout the financial year.
Director’s name Title
Brian Mattingley Non-executive Chairman
Mor Weizer
Executive Director, Chief Executive Officer
Chris McGinnis
Executive Director, Chief Financial Officer
Ian Penrose
Senior Independent Director, Non-executive Director
Anna Massion
Non-executive Director
Linda Marston-Weston
Non-executive Director
Samy Reeb
Non-executive Director
Doreen Tan
Non-executive Director (Appointed 9 July 2024)
Note: Anna Massion resigned as a Director on 28 February 2025.
Balance of the Board
The Board comprises individuals with wide business experience gained
in various industry sectors related to the Groups current business. It is the
intention of the Board to ensure that the balance of the Directors reflects the
changing needs of the business and its stakeholders.
The Board considers that it is of a size and has the balance of skills,
knowledge, experience, diversity and independence that is appropriate for
the Group’s current business. While not having a specific policy regarding
the constitution and balance of the Board, potential new Directors are
considered on their own merits with regard to their skills, knowledge,
experience and credentials.
The Non-executive Directors continue to contribute their considerable
collective experience and wide-ranging skills to the Board and provide
a valuable independent perspective, where necessary constructively
challenging proposals, policy and practices of Executive Management.
Board tenure
In accordance with the Company’s articles of association, every new Director
appointed in the year is required to stand for re-election by shareholders at
the Annual General Meeting (AGM) following their appointment. Also, under
the articles of association, at each AGM one-third of the Directors (excluding
any Director whom the Board has appointed since the previous AGM), or, if
their number is not an integral multiple of three, the number nearest to one-
third but not exceeding one-third, shall retire from office (but so that if there
are fewer than three Directors who are subject to retirement by rotation under
the articles one shall retire).
Notwithstanding the provisions of the articles of association, the Board
has decided to comply with the Code requirements that Directors submit
themselves for re-election annually. Therefore, all Directors are seeking their
reappointment at this year’s AGM.
The Board has collectively agreed that the Directors proposed for re-election
at this year’s AGM have made significant contributions to the business since
their last re-election, and each has a key role to play in the formulation of the
Group’s future strategy and its long-term sustainable success.
Independence
The Board, together with the Nominations Committee, reviews the
independence of each Non-executive Director annually, considering their
individual circumstances and external appointments, and any conflicts
of interest or relationships that are likely to, or could appear to, affect the
Director’s independent judgement. Each Non-executive Director is asked to
provide confirmation of their independence annually.
Following the annual assessment, the Board considers that all the
Non-executive Directors are independent of management and free of
any relationship that could materially interfere with the exercise of their
independent judgement, or ability to provide constructive challenge and hold
management to account.
In accordance with the Code, the Chairman, Brian Mattingley, was
independent upon his appointment in 2021. The Board considers the
Chairman retains objective judgement.
Time commitments
The Board considers that all Directors have demonstrated sufficient
availability and time commitment throughout the year for the proper
functioning of the Board.
In addition to the scheduled and ad hoc Board and Committee meetings,
Directors also attend the Annual General Meeting. Non-executive Directors
are encouraged to attend tradeshows, including ICE and G2E, and undertake
company site visits, both of which our Executive Directors attend.
The Board must approve all significant external appointments before
any Director accepts the position, having regard to the combined time
commitments. In addition, for Executive Directors additional appointments
should be beneficial to the Group, not present a conflict of interest or require
a significant time commitment which could interfere with the performance of
their duties.
Company Secretary
The Company Secretary acts as secretary to the Board and its Committees.
Appointment and removal of the Company Secretary is a matter for the
Board. The Company Secretary is a member of the Groups Executive
Management team and all the Directors have access to his advice and
services.
Division of responsibility
The Group has clear divisions of responsibility between the Chairman (Brian
Mattingley) and the Chief Executive Officer (Mor Weizer) and sets out what is
expected of the Non-executive Directors to support the development of the
Group’s strategy and the integrity of its operations.
Chairman
Overall effectiveness of the running of the Board
Ensuring the Board is an integral part of the development and
determination of the Group’s strategic objectives
Keeping the other Directors informed of shareholders’ attitudes towards
the Company
Safeguarding the good reputation of the Company and representing it
both externally and internally
Acting as the guardian of the Board’s decision-making processes
Promoting the highest standards of integrity, probity and corporate
governance throughout the Company and particularly at the Board level
Playtech plc Annual Report
and Financial Statements 2024 113
Strategic report Governance Financials Company information
A
How we are governed
Chief Executive Officer
Executive leadership of the Company’s business on a day-to-day basis
Developing the overall commercial objectives of the Group and
proposing and developing the strategy of the Group in conjunction with
the Board as a whole
Responsibility, together with his senior management team, for the
execution of the Groups strategy and implementation of Board decisions
Recommendations on senior appointments and the development of the
management team
Ensuring that the affairs of the Group are conducted with the highest
standards of integrity, probity and corporate governance
Service contracts and exit payments
Executive Directors
Set out in the table below are the key terms of the Executive Directors’ terms
and conditions of employment.
A bonus is not ordinarily payable unless the individual is employed and not
under notice on the payment date. However, the Remuneration Committee
may exercise its discretion to award a bonus payment pro-rata for the notice
period served in active employment (and not on gardening leave).
The LTIP rules provide that other than in certain “good leaver” circumstances,
awards lapse on cessation of employment. Where an individual is a “good
leaver” the award would vest on the normal vesting date (or cessation of
employment in the event of death) following the application of performance
targets and a pro-rata reduction to take account of the proportion of the
vesting period that has elapsed. The Committee has discretion to partly or
completely disapply pro-rating or to permit awards to vest on cessation of
employment.
Provision Detail
Remuneration Salary, bonus, LTIP, benefits and pension
entitlements in line with the above
Directors’ Remuneration Policy table
Change of control No special contractual provisions apply in
the event of a change of control
Notice period 12 months’ notice from the Company or
employee for the CEO and the CFO
CEO contract signed on 1 January 2013
CFO contract signed on 28 November
2022
Termination payment The Company may make a payment in lieu
of notice equal to basic salary plus benefits
for the period of notice served subject to
mitigation and phase payments where
appropriate
Restrictive covenants During employment and for 12 months
thereafter
Non-executive Directors
The Non-executive Directors each have specific letters of appointment, rather than service contracts. Their remuneration is determined by the Board within
limits set by the articles of association and is set taking into account market data as obtained from independent Non-executive Director fee surveys and their
responsibilities. Non-executive Directors are appointed for an initial term of three years and, under normal circumstances, would be expected to serve for
additional three-year terms, up to a maximum of nine years, subject to satisfactory performance and re-election at the Annual General Meeting as required.
The table below is a summary of the key terms of the letters of appointment for the Non-executive Directors.
The letters of appointment of the Non-executive Directors are available for inspection at the Company’s registered office and will be available before and after
the forthcoming AGM.
Provision Date Term Termination
Brian Mattingley 1 June 2021 Until third AGM after appointment 180 days’ notice on either side or
if not re-elected or commits gross
misconduct
Linda Marston-Weston 1 October 2021 Until third AGM after appointment unless
not re-elected
90 days’ notice on either side or if not
re-elected, disqualified or commits
gross misconduct
Ian Penrose 1 September 2018 Until third AGM after appointment unless
not re-elected
Anna Massion 2 April 2019 Until third AGM after appointment unless
not re-elected
Samy Reeb 4 January 2023
Until third AGM after appointment unless
not re-elected
Doreen Tan 9 July 2024
Until third AGM after appointment unless
not re-elected
Note: Anna Massion resigned as a Director on 28 February 2025.
Playtech plc Annual Report
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How we are governed continued
Diversity and inclusion are foundational elements of the corporate culture at
Playtech. We aim to foster an equitable workplace that enables all colleagues
to have the same opportunity regardless of backgrounds, cultures, beliefs,
genders and ethnicities, or any other attributes. With respect to diversity
in our leadership population, we have made commitments to improve the
gender balance at Board, executive and senior management levels. In 2024,
we continued to pursue our diversity and inclusion objectives as set out in our
Strategic Report on pages 72 to 81.
The Board has a Diversity Policy, which codifies its commitment to make
diversity a key factor as we review the recruitment and succession and sets
out a commitment to:
build a culture of inclusion and diversity and promoting this with the
Executive Committee and workforce;
make diversity and inclusion a guiding principle when reviewing the
composition and structure of the Board and Executive Committee;
increase the diversity of the Board, including, but not limited to, an
increase of Directors who identify as female to at least 40% by
2025 and at least one Director who identifies as a member of an
underrepresented group;
engage with the workforce to enhance and strengthen its approach to
bring diverse perspectives to Board level decision making; and
review and monitor the application of equality, diversity and inclusion
as part of recruitment and succession planning for executive and
management leadership roles.
The Board continues to work towards making progress towards these
commitments. The Board, together with the Nominations Committee, will
continue to make diversity a key factor in the recruitment and succession of
the Board. Read more on our approach to succession planning on page 123.
As a premium listed company, Playtech is required to comply with the Listing
Rules and Disclosure Guidance and Transparency Rules. In accordance with
the Listing Rules, the Company is required to comply with or explain why it
has not met the diversity requirements in LR 9.8.6R(9) and LR 14.3.33R(1),
including the following elements:
At least 40% of the Board are women
As of 31 December 2024, the percentage of women on the Board of Playtech
is 38%, slightly below the target of 40%.
During the year, Playtech increased its female representation on the Board
with the appointment of Doreen Tan as a new Independent Non-executive
Director, effective 9 July 2024.
At least one of the senior Board positions is a woman
None of the senior Board positions (Chair, CEO, CFO or SID) are held by a
woman as of 31 December 2024. The Board considers that the Directors
holding senior Board positions, as detailed on pages 110 and 111, are
the most appropriate to fulfil these clearly defined and specific roles for
Playtech, having regard to their experience, skills and competencies, and the
composition of the Board as a whole.
At least one member of the Board is from a minority ethnic
background
As at 31 December 2024, two Directors are from a minority ethnic
background.
The Nominations Committee believes that appointments should be based
on merit, compared against objective criteria, to ensure the Board has
the right skills, knowledge and experience that enable it to discharge its
responsibilities properly. Considering the Groups stakeholders, the Board
considers the Directors bring a diverse range of perspectives, which are
complementary to, and appropriate for, the Groups current business.
Methodology for diversity data collection
The Board and Executive Management Committee gender diversity
data is set out on page 115. This data is correct as of 31 December 2024.
The individual Directors and management were asked by the Company
Secretary and Global Head of HR, respectively, to provide the data for the
purpose of the reporting requirement in LR 9.8.6R(9) and LR 14.3.33R(1).
Anna Massion resigned as a Director on 28 February 2025. There has been
no other change to the diversity data between the date on which this data
was collected and this report’s publication date.
Diversity
The tables below illustrate the diversity of the Board as at 31 December 2024.
Gender identity*
Number of
Board members
Percentage
of the Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Number in
Executive
Management
Percentage
of Executive
Management
Men 5 63% 4 7 64%
Women 3 38% 4 36%
Not specified/prefer not to say
Tot al 8 100% 4 11 100%
Ethnic background
Number of
Board members
Percentage
of the Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Number in
Executive
Management
Percentage
of Executive
Management
White British or White other (including minority White groups) 6 75% 3 7 64%
Mixed/multiple ethnic groups
Asian/Asian British 1 13% 1 9%
Black/African/Caribbean/Black British
Other ethnic group, including Arab 1 13% 1 1 9%
Not specified/prefer not to say 2 18%
Tot al 8 100% 4 11 100%
*Totals in tables above may not exactly equal the components of the total due to rounding.
Playtech plc Annual Report
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Strategic report Governance Financials Company information
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Diversity
Board meetings
The Board meets regularly with 10 meetings scheduled and held in
2024. In addition, the Board held several presentations and informal calls
throughout the year to maintain coverage of key business developments,
emerging issues and opportunities. As part of its commitment to workforce
engagement, the Board held meetings in Bulgaria and Italy during the year.
The minutes of each of these Committees are circulated to and reviewed by
their members. Matters arising are circulated to accountable individuals.
Details of the Directors’ attendance at Board meetings and Committee
meetings are set out in the table on page 116. The Nominations Committee
and Disclosure Committee do not have scheduled meetings and meet as
needed.
Arrangements are facilitated should a Board decision or approval be required
outside these times.
Where a Director or attendee cannot attend a meeting, feedback is sought in
advance by the relevant Board or Committee Chair and Company Secretary,
and a debrief is offered thereafter.
During the year, the Chairman met the other Non-executive Directors in
person and remotely, in the absence of the Executive Directors, to re-confirm
and take account of their views.
Timely flow of information
All Directors receive an agenda and comprehensive papers in the week prior
to the Board meeting. Papers are delivered via a secure electronic portal.
In addition to receiving reports from the Board’s Committees, reviewing the
financial and operational performance of the Group and receiving regular
reports on M&A, legal, regulatory and investor relations matters at the Board
meetings, the other key matters considered by the Board during 2024 are set
out on page 117.
Directors are provided with comprehensive background information for
each meeting, and all Directors were available to participate fully and on
an informed basis in Board decisions. In addition, certain members of the
senior management team, including the Chief Operating Officer, the General
Counsel, the Chief Compliance Officer, the Head of Investor Relations and
the Chief Sustainability and Public Policy Officer, are invited to attend the
whole or parts of the meetings to deliver their reports on the business. Any
specific actions arising during meetings are agreed upon by the Board and a
follow-up procedure ensures their completion.
Independent professional advice
In certain circumstances, Directors are entitled to seek independent
professional advice under an agreed Board procedure, which would then be
organised by the Company Secretary and, in this regard, the Company would
meet their reasonable legal expenses.
Delegation of authority
The Board has adopted a formal delegation of authorities memorandum,
which sets out levels of authority for employees in the business.
The Chairman is primarily responsible for the efficient functioning of the
Board. He ensures that all Directors receive sufficient relevant information
on financial, operational and corporate issues prior to meetings. The Chief
Executive Officer’s responsibilities focus on co-ordinating the Groups
business and implementing Group strategy. Regular interaction between the
Chairman and Chief Executive Officer between meetings ensures the Board
remains fully informed of developments in the business at all times.
There remains in place a formal schedule of matters specifically reserved for
Board consideration and approval.
Summary of matters reserved for Board consideration:
Approval of the Group’s long-term objectives and commercial strategy
Approval of the annual operating and capital expenditure budgets and
any changes to them
Consideration of major investments or capital projects
The extension of the Group’s activities into any new business or
geographic areas, or to cease any material operations
Changes in the Company’s capital structure or management and control
structure
Approval of the Annual Report and Accounts, preliminary and half-yearly
financial statements and announcements regarding dividends
Approval of treasury policies, including foreign currency exposures and
use of financial derivatives
Ensuring the maintenance of a sound system of internal control and risk
management
Entering into agreements that are not in the ordinary course of business
or material strategically or by reason of their size
Changes to the size, composition or structure of the Board and its
Committees
Corporate governance matters
Sustainability, people and talent
Director’s name Board Audit Remuneration Nominations
Regulatory &
Compliance
Sustainability &
Public Policy Audit & Risk
Brian Mattingley 10 of 10 1 of 1
Mor Weizer 10 of 10
Chris McGinnis 10 of 10
Ian Penrose 10 of 10 4 of 4 6 of 6 1 of 1 1 of 1 6 of 6
Anna Massion 10 of 10 5 of 6 1 of 1 5 of 5
Linda Marston-Weston 9 of 10 4 of 4 6 of 6 1 of 1 5 of 5 6 of 6
Samy Reeb 10 of 10 4 of 4 1 of 1 5 of 5 6 of 6
Doreen Tan 5 of 5
Note: Doreen Tan was appointed to the Board on 9 July 2024.
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How the Board functions
Update on Caliplay
Snaitech trading update
Structured Agreements
Update on Caliplay
Report from the Audit
Committee
Approval of preliminary
announcement and
financial statements for
31 December 2023
Shareholder voting
considerations
Snaitech trading update
Operations report
Annual General Meeting
Trading update
Review of
shareholder voting
M&A update
Update on Brazilian market
Update on Asian market
Snaitech trading update
Update on Caliplay
Proposed sale of Snaitech
Trading update
US operations
Regulatory & Compliance
Update on Calipla
Proposed sale of Snaitech
M&A update
US Operations
Proposed sale of Snaitech
Report from the Audit Committee
Interim results and presentation
Proposed sale of Snaitech
Tax affairs
January
February
March
May
June
August
September
November
December
Playtech plc Annual Report
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Strategic report Financials Company informationGovernance
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Matters considered by the Board in 2024
The Board is collectively responsible for the long-term success of the Company. The Board provides entrepreneurial leadership for the Group and sets its strategic
aims, purpose, values and standards. The Board oversees the Group’s prudent and effective internal controls and risk management framework. The Board ensures the
necessary resources are in place for the Company to meet its objectives and reviews management performance.
Read more on the Board’s governance on pages 113 to 114 and read the Directors’ biographies on 110 to 111
During 2024, the Board operated five formal Committees, which focus on their areas of expertise, enabling the Board to focus on strategy, performance, leadership
and stakeholder engagement. The terms of reference for the Committees are available on the website www.investors.playtech.com/corporate-governance/our-
committees. The Committees make recommendations to the Board following their meetings.
The Disclosure Committee ensures the accuracy and timeliness of the Company’s public announcements and monitors the Company’s obligations under the Listing
Rules and Disclosure Guidance and Transparency Rules of the FCA. Meetings are held as required. Standing members of the Committee are set out on page 119.
As the key management committee for the Group, the Executive Management Committee considers and discusses plans and recommendations coming from the
operational side of the business and from the various product verticals, in light of the Groups strategy and capital expenditure and investment budgets, including the
implications of those plans (in areas such as resources, budget, legal and compliance). The Committee either approves the plans or, as necessary, refers the proposal for
formal Board review and approval in accordance with the Companys formal matters reserved for the Board. Details of the standing members of the Committee are set
out on page 119.
Provides effective governance over the integrity of the Group’s financial
reporting, including the adequacy of related disclosures
Monitors the performance and effectiveness of the Internal Audit
function
Reviews external audit independence and performance
Ensures the Annual Report and Accounts is fair, balanced and
understandable
reviews the management of the Group’s systems of internal control,
business risks and related compliance activities
Determines the risk management strategy and reviews management’s
identification and mitigation of key risks and uncertainties
Monitors the risk assessment programme
Ensures structures, processes and responsibilities for identifying and
managing risks are adequate
Read more in the Audit & Risk Committees Report on pages 126 to 129
Makes recommendations to the Board on the Remuneration Policy for
the Chairman, Executive Directors and senior management
Reviews workforce remuneration-related policies and oversees
alignment of incentives and rewards with culture
Read more in the Remuneration Report on pages 130 to 148
Provides governance over the environmental, social and governance
(ESG) considerations, continued effectiveness of the ESG strategy, and
its implementation
Reviews and makes recommendations to the Board on targets, policies
and disclosures of ESG matters
Monitors stakeholder engagement and sentiment towards ESG matters
and liaises with other Committees as appropriate
Works closely with the Audit & Risk Committee regarding oversight and
assurance of environmental disclosures (the Chair of the Committee is
also a member of the Audit & Risk Committee)
Read more in our Sustainability Report on pages 48 to 93
Provides oversight and approval of relevant policies for the Group
Monitors changes to the regulation of online gambling and the
assessment of licensees’ suitability
Monitors ongoing compliance with the conditions of the regulatory
licences held by the Group and any incidents and remedial activity
Works closely with the Audit & Risk Committee in carrying out its
responsibilities (the Chairman of the Audit & Risk Committee is also a
member of the Committee)
Read more on the activities of the Regulatory and Compliance
Committee on pages 94 to 103
Reviews the structure, size, composition and diversity of the Board and
its Committees
Makes recommendations for any changes considered necessary in
the appointment, reappointment and removal of Directors to/from
the Board and its Committees and ensures rigorous and transparent
processes are in place
Reviews the senior leadership needs of the Group to enable it to
compete effectively in the marketplace
Advises the Board on succession planning for Executive Director
appointments, although the Board itself is responsible for succession
generally
Supports development of a diverse succession pipeline and oversees
policy on diversity and inclusion
The Board
Committees
Disclosure
Executive Management
Audit & Risk
Remuneration
Sustainability and Public Policy
Regulatory & Compliance
Nominations
A
Our governance framework
Playtech plc Annual Report
and Financial Statements 2024 118
Committee composition
During 2024, the Board operated five formal Committees, each focusing on
its own area of expertise. The Committees’ responsibilities are set out in our
governance structure on page 118. These Committees enable the Board to
focus on strategy, performance, leadership and stakeholder engagement.
After their meetings, the Committees make recommendations to the Board.
The remit, authority and composition of each Committee are laid out and
reviewed regularly to ensure that the support provided to the Board is
effective. The Board considers the composition of the Committees reflects
the Directors’ experience, skills and competencies.
When necessary, the Board may delegate particular matters to ad hoc sub-
Committees with clearly defined responsibilities and for a limited time.
Executive Committee membership
The members of the Committee are Mor Weizer (Chief Executive Officer),
Chris McGinnis (Chief Financial Officer), Shimon Akad (Chief Operating
Officer), Uri Levy (VP Business Development), Alex Latner (General
Counsel), Ian Ince (Chief Compliance Officer), Sharon Kafman Raz (VP
Finance), Kam Sanghera (Head of Tax), Karen Zammit (Head of Global
HR), Lauren Iannarone (Chief Sustainability and Corporate Affairs Officer)
and Brian Moore (Company Secretary). Other members of Executive
Management are invited to the Committee as and when required.
Disclosure Committee membership
The Disclosure Committee meets as needed. At the date of this report the
Disclosure Committee comprises Ian Penrose (Chair of the Audit & Risk
Committee), Chris McGinnis (Chief Financial Officer), Alex Latner (General
Counsel) and Brian Moore (Company Secretary).
Board Committee membership
The table below details the membership of the Committees as of
31 December 2024.
Committee membership Audit and Risk Remuneration Nominations
Regulatory and
Compliance
Sustainability and
Public Policy
Brian Mattingley
Ian Penrose
Linda Marston-Weston
Anna Massion
Samy Reeb
Standing attendees Company Secretary
Director of
Internal Audit
Director of Internal
Controls and Risk
Company Secretary Company Secretary Company Secretary
General Counsel
Director of
Internal Audit
Chief Data Privacy
Officer
Company Secretary
Chief Sustainability
and Public Policy
Officer
Board Committee changes during the year
During 2024, the following changes to the Committees were implemented
with effect from 1 June 2024:
The Risk & Compliance Committee was partly merged with the Audit
Committee to form the Audit & Risk Committee. Ian Penrose assumed
the Chair of the Audit & Risk Committee with Linda Marston-Weston and
Samy Reeb as ordinary members.
Samy Reeb was appointed as Chair of the newly formed Regulatory &
Compliance Committee with Ian Penrose and Anna Massion as ordinary
members.
Between 1 January 2024 and 31 May 2024, the Committee composition was
as follows:
The Audit Committee was chaired by Ian Penrose, and Linda Marston-
Weston and Samy Reeb were members of the Committee.
The Nominations Committee was chaired by Brian Mattingley, and Anna
Massion and Ian Penrose were members of the Committee.
The Remuneration Committee was chaired by Anna Massion, and Ian
Penrose and Linda Marston-Weston were members of the Committee.
The Sustainability and Public Policy Committee was chaired by Linda
Marston-Weston, and Anna Massion and Samy Reeb were members of
the Committee.
The Risk and Compliance Committee was chaired by Samy Reeb, and
Ian Penrose and Anna Massion were members of the Committee.
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Strategic report Governance Financials Company information
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Our Committees
A
Considering stakeholders from the Board’s perspective
Colleagues Shareholders and bondholders
Customers
How the Board seeks to engage
Direct engagement through site visits to the
US and Bulgaria, providing the opportunity
to see the culture in operation and host
strategy alignment sessions
Read more on our site visits on
page 122
Attendance at tradeshows providing
opportunity to meet with colleagues from
around the globe
Indirect engagement through feedback
from employee engagement surveys and
HR briefings
Direct informal engagement attending site
lunches, town halls and local events
The Board approved the creation of the
Benevolent Fund for colleagues in need
and one-off cost-of-living payments to
eligible employee groups
How the Board is kept informed
Regular Board updates from the COO and
HR on employee issues and engagement
with them on strategic and operational
issues affecting and of interest to the
workforce, including remuneration, talent
pipeline and diversity and inclusion
The COO is a standing attendee at the
Board meetings
Feedback from employee engagement
surveys and updates particularly
considering the current geopolitical events
Briefings on issues raised through the
Speak Up/whistleblowing hotline
The Board held a People and Talent deep-
dive session led by the Global Head of HR
How the Board seeks to engage
Direct engagement by meeting with
shareholders throughout the year,
though primary responsibility for effective
communication with shareholders lies with
the Chairman
The Executive Directors prepare a general
presentation for analysts and institutional
shareholders following the interim and
full-year announcements and following
significant acquisitions
Attendance at the AGM and responding to
questions
Answering all queries raised by
shareholders promptly
How the Board is kept informed
Regular updates and reports from the Head
of Investor Relations on related matters,
issues of concern to investors, and analysts
views and opinions
Regular updates and reports on
engagement activities over the year with
investors. The Chairman, CEO, CFO
and SID met with several shareholders
to discuss the Company’s business and
remuneration strategies throughout
the year
Whenever required, the Executive Directors
and the Chairman communicate with
the Company’s brokers, Goodbody and
Jefferies, to confirm shareholder sentiment
and to consult on governance issues
The Board reviewed and considered
significant acquisition and investment
opportunities throughout the year, resulting
in the successful completion of the
investment in Hardrock Digital
How the Board seeks to engage
Direct engagement by face-to-face
engagement at tradeshows
Indirect engagement through regular
review of business development
opportunities, operational performance
and incident management
The Board held deep-dive sessions on
structured agreements, Live and SaaS
Platform
Indirect engagement by monitoring
industry trends and developments
How the Board is kept informed
Regular operations updates and reports
from the COO
Regular trading updates from Snaitech on
performance including HAPPYBET and
provided strategic guidance
COO is a standing attendee at Board
meetings and regularly updates the Board
Presentations from product verticals on
strategy and technology innovations
Briefings with functional leaders about
emerging and live stakeholder issues
The Board regularly engages, directly and indirectly, with a wide range of stakeholders throughout the year to understand current and evolving issues of interest,
engaging constructively, responding and ensuring that the Company takes stakeholder perspectives into account when making short- and long-term decisions.
Our stakeholder engagement is set out on pages 44 to 47 of the Strategic Report.
The table below specifies the Board’s engagement activities and how it is kept informed.
Playtech plc Annual Report
and Financial Statements 2024 120
Regulators and policy makers Society and communities
Suppliers and technology partners
Investor relations and
communications
The Company has well-established
investor relations (IR) processes, which
support a structured programme of
communications with existing and
potential investors and analysts. Board
members, Executive Directors and
members of the IR team participate
in a number of investor events, attend
industry tradeshows, and regularly
meet or are in contact with existing and
potential institutional investors from
around the world, ensuring that Group
performance and strategy are effectively
communicated within regulatory
constraints. Other representatives of the
Board and senior management meet
with investors from time to time.
25
regulatory announcements in 2024
Regulatory announcements inform the
market of corporate actions, important
customer contracts, financial results,
the results of the Annual General
Meeting, and General Meetings and
Board changes. Copies of these
announcements, together with other
IR information and documents, are
available on the Group website,
www.playtech.com.
How the Board seeks to engage
Indirect engagement through review of
operational updates, performance and
incident management
Indirect engagement through review
and approval of material supply and
procurement contracts
Indirect engagement through review
and approval of the Modern Slavery
Statement, Supplier Code of Conduct
and Environment Policy
Audit Committee reviewed the IT
security strategy
The Board initiated a business
transformation project for the B2B
business, considering the realignment
of resources to improve efficiencies and
eliminate duplication
How the Board is kept informed
Regular operations updates from the COO.
Periodic updates regarding the
development of the procurement function,
responsible supply chain practices and
commercial developments with B2B
licensees and third parties
Updates on cybersecurity and data
protection
Briefings on any major incidents and
remedial actions from functional heads.
Updates on risk review from Internal Audit
and Internal Controls functions
How the Board seeks to engage
Direct participation with regulators at
tradeshows, regulatory meetings and
regulator roundtable events
Direct engagement in the licensing and
suitability process in several jurisdictions
Participating in training and update briefings
including on proposed governance and
audit reforms
Indirect engagement considering
developments on wider social responsibility
issues and expectations and evolving
macroeconomic, industry, political,
regulatory and compliance developments
How the Board is kept informed
Receives regular updates from the
Board on licensing, regulation, policy and
compliance matters and data protection
The Chief Compliance Officer is a standing
attendee at Board meetings
The Risk and Compliance Committee
is kept informed of any changes to the
regulatory position in any significant
jurisdiction where the Group, through its
licensees, may be exposed and updated on
progress in relation to agreed action items
on a regular basis
Updates from the Director of Internal
Controls and Company Secretary on
proposed reforms to the Code and audit
requirements
The Board reviewed and approved
policies and updates to them, for
the Environment, Modern Slavery
Statement, Human Rights, Safer
Gambling, Responsible Marketing, Anti-
facilitation of Tax Evasion; Anti-Money
Laundering, Anti-bribery and Corruption,
and Supplier Code of Conduct
The Board received a presentation on
safer gambling, progress and use of AI
technology
How the Board seeks to engage
Direct engagement by participating in the
Stakeholder Advisory Panel to inform and
challenge our thinking on sustainability
matters
Engagement and endorsement of
management’s recommendation and
setting targets for SBTi and net zero and
near-term targets
How the Board is kept informed
Regular updates on progress against the
ESG strategy, policy and implementation
Chief Sustainability and Public Policy
Officer is a standing attendee at Board
meetings
Deep-dive sessions on Safer Gambling and
People and Talent
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Strategic report Governance Financials Company information
Bulgaria site visit
In June 2024, the Board visited Playtechs
Bulgarian operations, which is home to the
company’s B2B and Managed Services teams.
Playtech has a long-standing presence in
Bulgaria, having established operations in 2006.
Today, the Company employs a significant and
diverse workforce – with over 740 highly skilled
colleagues holding roles including developers,
QA testers, designers, technology experts,
customer service representatives, bingo chat
moderators, managed & shared services team
members, risk specialists, sport trading analysts
and safer gambling experts, representing over 10
nationalities.
The Board had an opportunity to engage with,
listen to and address questions from colleagues
in a range of forums, including an all-employee
engagement session as well as individual team
presentations.
The Board also had the opportunity to meet
with several volunteers who led our 24/7 crisis
response operation to support Ukrainian
colleagues during the initial start of the war.
Playtech plc Annual Report
and Financial Statements 2024 122
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Engaging with our Colleagues
As a newly appointed NED, I greatly appreciated the practical
and in-depth introduction to both Playtech and the industry.
I particularly valued the opportunity to visit colleagues and
teams around the world to gain a greater understanding
and unique insight into the culture and values as well as the
opportunities and priorities shaping the Company’s strategy.”
Doreen Tan
Non-executive Director
Non-executive Director Induction
In July 2024, Playtech appointed Doreen Tan to the Board as a new Independent
Non-executive Director. Her comprehensive induction included extensive briefings
with Board members, Corporate Secretary and Executive Committee members
as well as key functional leaders responsible for governance, compliance, legal,
investor relations and sustainability.
During the year, Doreen also had the opportunity to engage with colleagues and
leaders from around the Group and had the opportunity to visit operations in
London, Bulgaria and Italy.
Induction
Newly appointed Directors receive a detailed and systematic induction on
joining the Board, which is guided by the Chairman and supported by the
Company Secretary.
The induction process is tailored to meet the skills and experience of the
Director, as well as their interests in specific topics and Committee roles.
Background information on the Company is provided, including discussions
on the strategy, purpose, values and culture, and recent operational
performance. Board policies and procedures are covered, and training is
provided on Directors’ duties, governance and regulatory requirements, as
well as their responsibilities under the Market Abuse Regulation. Any specific
training that is tailored to meet the Director’s needs or fulfil Committee
responsibilities is arranged as necessary.
Directors meet various members of Executive Management and senior
management, as well as the other Non-executive Directors. New Directors
receive briefing sessions to familiarise themselves with all core aspects of
the Group’s business, including operations, investor relations, regulation and
compliance and sustainability. On request, meetings can be arranged with
major shareholders, external advisers or other stakeholders.
Upon joining Committees, Directors are provided with sufficient background
materials and sessions to understand the Committees objectives and its
recent activities.
Ongoing training
The Board receives annual training on core compliance topics and
developments in governance, internal controls and sustainability, which
independent advisers facilitate. Directors can receive tailored additional
training, based on their specific experience and needs, to help them fulfil their
roles on the Board and its Committees. During the year, members of senior
management are invited to attend Board meetings occasionally to present
on specific areas of the Groups business.
Succession planning
The Board is responsible for succession planning; however, the Nominations
Committee advises the Board on its succession planning and leads
the process for Director appointments in accordance with appropriate
succession plans. Board composition, succession planning and talent
development are considered annually.
The Nominations Committee meets on an as-needed basis. One formal
meeting was held in 2024. One topic discussed was the consideration of
candidates for appointment as a Non-executive Director. This led to the
appointment of Doreen Tan, effective July 2024.
The Nominations Committee monitors the composition and balance of the
Board and its Committees, identifying and recommending to the Board the
appointment of new Directors and/or Committee members.
The Nominations Committee believes that appointments should be based on
merit, compared against objective criteria, to ensure the Board has the right
skills, knowledge and experience to properly discharge its current and future
responsibilities. As set out in our Board Diversity Policy, the Nominations
Committee has committed to:
reviewing Board composition, succession planning, talent development
and the broader aspects of diversity on an annual basis;
engaging with executive search firms committed to Playtechs approach
to diversity, ensuring, in every engagement, that diversity is a core part
of the engagement process with these firms and that the advisers share
our values and approach in identifying and proposing a diverse slate of
suitable candidates for appointment to the Board; and
identifying suitable candidates for appointment to the Board based on
merit against an objective criterion regarding the benefits of diversity
in promoting success for the benefit of all stakeholders as well as the
skills, experience, background, independence and expertise of current
members of the Board.
A
Induction training and succession planning
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Introduction, training and succession planning continued
Evaluation
The Board is committed to an ongoing formal and rigorous evaluation
process for itself and its Committees to assess their performance and
identify areas in which their effectiveness, policies and processes might be
enhanced. The Board operates a three-year evaluation cycle, in line with the
Code provisions.
External evaluation – progress
Starting in 2024 and continuing into 2025, Independent Audit Limited
assisted the Company with a review. The approach covered the use of
detailed questionnaires. The Company Secretary is working with Internal
Audit Limited to finalise this review and findings will be presented to the
Board in H1 2025.
Frequency and review type
Year 1:
External
Year 2:
Internal
Year 3:
Internal
Opportunities or focus area Actions and progress made
Improvement in internal governance,
processes and controls
Financial controls improvement programme has continued into its third year. Read more in the Audit & Risk
Committee Report on pages 126 to 129.
An Internal Governance and Controls Steering Committee is in place.
Enhancing visibility of the assessment and
evaluation of investment opportunities
Comprehensive reports with defined, consistent criteria are presented for all investment opportunities.
Expert advisers were invited to present to the Board on various aspects of certain investment opportunities.
A deep-dive session was held on structured agreements.
An Internal Controls and Risk function was established and risk and internal controls assurance map has been
developed and presented to the Board.
Refinement of focus of Internal Audit and
Risk Management
The focus of the Internal Audit function was refined in 2023 and an Internal Audit Effectiveness review was
carried out.
Internal Audit has separated from Risk Management, with Risk Management being transferred to the Internal
Controls function.
Implementation of a new risk management framework driven by the Risk Committee.
Individual evaluation
Executive Directors are evaluated each year on individual performance
against their performance criteria set by the Board, which are linked to the
strategic and financial performance of the Company.
Non-executive Directors’ contributions are assessed by the Chairman, Brian
Mattingley, with the support of the Senior Independent Director, Ian Penrose.
The Chairman confirms that each Director continues to make a significant
contribution to the Board and the Groups business and is able to allocate
sufficient time commitment.
There were no material areas of concern highlighted and the main outcome
of the evaluation this year was to shape and define the Board’s objectives for
the coming year, continuing the focus on Group strategy, purpose and values
and ensuring the structures, capabilities and reporting are in place to achieve
the Board’s goals.
The Senior Independent Director, Ian Penrose, conducts a review of the
Chairman’s performance, taking into account the views of the Non-executive
Directors.
Playtech plc Annual Report
and Financial Statements 2024 124
Summary
An internal team consisting of members drawn from Investor Relations, Group Secretariat and Group Finance have led the process on this Annual Report,
including the Strategic Report, Governance Report and financial statements contained therein. When considering the contents of the report, the Board
considered if the information by business unit in the Strategic Report is consistent with that used for reporting in the financial statements and if there is an
appropriate level of consistency between the front and back sections of the report. In addition, the Board considered if the report is presented in a user-friendly
and easy to understand manner. Following its review, the Board is of the opinion that the Annual Report and Financial Statements for 31 December 2024
is representative of the year and is confident that, taken as a whole, it is fair, balanced and understandable and provides the information necessary for
shareholders to assess the Group’s position, performance, business model and strategy.
Brian Mattingley
Chairman
27 March 2025
Playtech plc Annual Report
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Audit & Risk Committee Report
We remain dedicated to robust governance,
risk management and control practices,
with a key focus in 2025 on the incoming UK
Corporate Governance Code changes.”
Ian Penrose
Chairman of the Audit & Risk Committee
Dear shareholder
Introduction
As Chairman of the Audit & Risk Committee, I
am pleased to introduce my report for the year
ended 31 December 2024, setting out how the
responsibilities delegated to us by the Board were
discharged over the course of the year, the key
topics we considered and some of the additional
factors that influenced our work.
Following my appointment as Chair of the Audit
Committee in September 2023, we considered
how to improve the Governance and scope
of each of the Audit and Risk Committees,
particularly in view of the existing and future
obligations being placed on the Company, the
Board, the Executives and the Control and Risk
Environment. As a consequence, we decided
to merge the Audit Committee with the Risk
Committee, and I have increased my role having
taken on the position as Chair of the combined
Audit & Risk Committee, formed in June 2024.
In 2024, we transitioned from negotiations with
our key partner, Caliplay, and the potentially
significant accounting implications and
challenges as noted in my Audit Committee
statement last year, to achieving a significant
milestone in our partnership by entering into
revised contractual arrangements that positions
both Playtech and Caliplay for long-term growth.
We are now reaching another milestone with
the sale of Snaitech for €2.3 billion, expected to
complete by Q2 2025, which will enable us to
unlock value within our core business and make
a significant distribution to our shareholders.
We remain dedicated to robust governance
and control practices and have been engaged
in the scoping and development of the material
controls framework and testing methodology to
review the effectiveness of the material controls
in anticipation of the UK Corporate Governance
Code Provision 29 disclosure requirements.
Below, I discuss the key responsibilities and
activities of the Audit & Risk Committee over the
past 12 months.
Responsibilities
The Board is required by the UK Corporate
Governance Code 2018 (Code), which can
be found on the Financial Reporting Council’s
website www.frc.org.uk, to establish formal
and transparent arrangements for considering
how it should apply required financial reporting
standards and internal control principles, and for
maintaining appropriate relationships with the
Company’s external auditor, BDO LLP (BDO).
The Committees terms of reference can
be viewed on the Company’s website
www.playtech.com.
The Audit & Risk Committee’s key objectives are:
monitoring and providing effective
governance over the appropriateness and
integrity of the Group’s financial reporting,
including formal announcements, the
adequacy of related disclosures and
judgements;
taking reasonable steps to ensure the Annual
Report and Financial Statements as reported
is fair, balanced and understandable, and
provides stakeholders with the necessary
information;
monitoring the assurance provided by
management and the assurance and
performance of the internal and external audit
function and reporting, and acting on their
associated findings; and
providing oversight and assessment of the
company’s Risk Management and Internal
Control Framework and determining the
nature and extent of the Company’s Principal
Risks in light of its strategic objectives.
Playtech plc Annual Report
and Financial Statements 2024 126
The specific responsibilities delegated to, and discharged by, the
Committee include:
approving and amending Group accounting policies;
reviewing, monitoring and ensuring the integrity of interim and annual
financial statements, and any formal announcements relating to
the Company’s financial performance, in particular the actions and
judgements of management in relation thereto before submission to
the Board;
providing advice (where requested by the Board) on whether the
Annual Report and Accounts, taken as a whole, is fair, balanced
and understandable, and provides the information necessary for
shareholders to assess the Companys position and performance
business model and strategy;
reviewing the Company’s arrangements for its employees to raise
concerns, anonymously or in confidence and without fear of retaliation,
about possible wrongdoing in financial reporting or other matters arising
under the Group’s Whistleblowing Policy;
reviewing and approving the Internal Audit Charter and the Audit & Risk
Committee Terms of Reference on an annual basis;
reviewing and monitoring the external auditor’s independence and
objectivity, including the effectiveness of the audit services;
monitoring and approving the scope and costs of audit;
ensuring audit independence, implementing policy on the engagement of
the external auditor to supply non-audit services, pre-approving any non-
audit services to be provided by the auditor, considering the impact this
may have on independence, taking into account the relevant regulations
and ethical guidance in this regard, and reporting to the Board on any
improvement or action required;
reporting to the Board on how it has discharged its responsibilities;
working closely with the Sustainability and Public Policy Committee to
oversee governance over environmental, social and governance (ESG)
considerations, continued effectiveness of the ESG Strategy and its
implementation. This will continue and strengthen as the Sustainability &
Compliance Committee;
ensuring sufficient delegation of authority, responsibility and
accountability with regards to matters associated with risk and internal
controls;
considering the skills and experience required across the Board,
Senior Management and those charged with risk and internal control
responsibilities;
ensuring sufficient and adequate discussions pertaining to the risk and
internal control environment of Playtech plc; and
assessing how the Company’s risk culture, understanding and
awareness of risk supports its values, encourages appropriate behaviors
and supports (or undermines) the Risk Management and Internal Control
Framework.
In particular, the Code calls for the description of the work of the Audit
& Risk Committee to include its activities during the year, the significant
issues considered in relation to the financial statements and how they were
addressed, how the Committee assessed the effectiveness of the external
audit process, the approach of the Committee in relation to the appointment
or reappointment of the auditor, and how objectivity and independence are
safeguarded relative to non-audit services.
Composition and Audit & Risk Committee meetings
As at the 31 December 2024, the Audit & Risk Committee comprises of
three independent Non-executive Directors. Ian Penrose was appointed
as the Chair of the Audit Committee on 29 September 2023, and then as
Chair of the combined Audit & Risk Committee in June 2024. Therefore, he
has served over a full year term. Ian has considerable experience as both a
CEO, a CFO and a Non-executive Director across the global gaming, leisure
and technology sectors. The Board considers he has recent and relevant
financial experience (he is also a Chartered Accountant, having qualified
with Ernst & Young – now EY) in order to chair the Audit & Risk Committee.
In addition to Ian Penrose, the other members of the Committee are Linda
Marston-Weston, who was formerly a senior tax partner at Ernst & Young
working with UK and global businesses across corporate finance, strategy,
tax and leadership matters, and Samy Reeb, who commenced his career in
tax advisory at Ernst & Young and tax management at Credit Suisse, before
focusing on wealth advisory as an Executive Director at Julius Baer, and
subsequently joining 1291 Group as Managing Partner. The range and depth
of their financial and commercial experience enables them to deal effectively
with matters they are required to address and to challenge management
when necessary. The Committee is also authorised to obtain independent
advice if considered necessary.
During 2024, the Company Chairman, CEO, CFO, Director of Internal Audit,
Director of Risk, Internal Control and Assurance and BDO attended meetings
of the Audit & Risk Committee by invitation. The Chief of Staff, COO, Vice
President of Finance, Head of Tax and the Corporate Finance Director were
also invited to attend the meetings of the Committee that considered the year
end and interim financial statements.
The members of the Committee meet the external auditor twice a year
without any Executive Directors being present in order to receive feedback
from them on matters such as the quality of interaction with management.
The Chairman also met or interacted with BDO on at least a monthly basis to
discuss matters either involving the audit process or of general relevance to
the Group.
Meetings of the Committee
In 2024, the Committee convened ten times, holding five meetings as the
Audit Committee and five as the Audit & Risk Committee. Additionally, there
was an extra joint meeting between the Audit & Risk Committee and the
ESG Committee to discuss the CSRD requirements. Furthermore, the three
Committee Members have held several face-to-face and remote meetings to
informally discuss the issues affecting the financial statements. The matters
that were considered by the Committee during the year included:
detailed reviews of the Caliplay dispute including impact on the interim
and year end results and the subsequent resolution (refer to Note 6 of the
financial statements);
the financial, accounting and operational implications of the Snaitech sale;
key estimates and judgements documented by management, including
alignment with financial reporting standards as further discussed below;
review of current and anticipated requirements for the UK Corporate
Governance Code Provision 29 disclosure on the monitoring of the
effectiveness of the Group’s risk and internal control framework; and
non-financial information updates.
And in the normal course of Committee business:
review and approve the Internal Audit Charter and the Internal Audit Plan;
review and approve policies concerning Risk Management and Internal
Controls;
review the Committee Terms of Reference
review the results of internal audit reviews, management action plans to
resolve any issues arising and the tracking of their resolution;
review the results of the BDO Interim review for 2024;
review the going concern and long-term viability; and
review the synergies with the Regulatory & Compliance, Sustainability &
Public Policy Committees and, previously, the Risk Committee.
Playtech plc Annual Report
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Audit & Risk Committee Report continued
External audit
The Audit & Risk Committee advises the Board on the appointment,
reappointment or removal of the Groups external auditor. BDO was the
auditor when the Group moved to premium listing and has remained as
auditor since. BDO’s appointment was formally reviewed in 2019 when a
competitive tender process was run in respect of the audit for the year ended
31 December 2020.
The lead audit partner is Oliver Chinneck and this is his fifth year of
appointment. In line with the independence requirements, Oliver should
rotate after five years. However, following the two significant transactions
that are expected to complete during 2025 and materially change the
Group, being the Snaitech sale and the revised arrangements with Caliplay,
to maintain audit quality, the Audit & Risk Committee wrote to BDO’s ethics
partner to request that Olivers tenure as lead audit partner be extended
by a year. Following review, BDO agreed to the one-year extension for the
upcoming FY25 audit and put in place safeguards to maintain independence.
A new audit partner will be appointed for the FY26 year-end audit.
The Committee considered the approach, scope and requirements of
external audit as well as the efficacy and independence of BDO. The Audit &
Risk Committee met with BDO to discuss the external auditor’s report to the
Committee and review the letter of representation.
Following the publication of the FRC standard, Audit & Risk Committees and
the external audit: Minimum Standard, the Audit & Risk Committee will be
ready to demonstrate compliance to what will be mandatory requirements,
noting that currently best practice guidance is being applied.
Key estimates, judgements and financial reporting
standards
Impact of Caliplay dispute
During 2023 and much of 2024, the Committee directed work, and held
several additional meetings and discussions, to ensure that robust evidence
was gathered to enable the Directors to make their significant judgement
over revenue and recoverability of the outstanding debt (that increased
to over €180 million during 2024 before a resolution was reached), and
capturing all other financial statement areas that could potentially be
impacted. The Committee was pleased that the Company resolved its
dispute with Caliplay, and, in September 2024, entered into a revised
arrangement with Caliplay, which, as announced post year end, is expected
to close on 31 March 2025. The resolution included a settlement of the
entirety of the outstanding amount at 31 December 2023, a significant
portion of the outstanding receivable relating to 2024 performance prior to
the revised agreement, with a balance due also being paid into an escrow
account, which will be released on completion.
Assets held for sale and discontinued operations
The Committee considered the application of the held-for-sale classification,
as well as the accounting for any ensuing disposals, which included Snaitech,
HAPPYBET and Poker Strategy. This included the judgements made
on classifying the relevant assets of each disposal as held for sale, which
involves making a judgement as to whether the sale is highly probable, as
well as assessing whether the results of each disposal should be presented
as discontinued operations. The Committee concluded that the judgements
and the resulting disclosures were reasonable and in line with IFRS
requirements, as further explained in Note 6 of the Annual Report.
Revenue recognition
The Audit & Risk Committee reviewed the judgements made in respect of
revenue recognition, in particular in assessing whether under its B2B division,
it is acting as a principal or an agent. In making these judgements, the Group
considers, by examining each contract with its business partners, which party
has the primary responsibility for providing the services and is exposed to
the majority of the risks and rewards associated with providing the services,
as well as if it has latitude in establishing prices, either directly or indirectly.
The business model of this division is predominately a revenue share model,
which is based on software fees earned from B2C business partners’
revenue. The Committee concluded the Groups revenue recognition policy
relating to these types of contracts are in line with IFRS requirements.
Goodwill and intangible assets
During the year, the Audit & Risk Committee also considered the judgements
made in relation to the valuation methodology adopted by management
to support the carrying value of goodwill and other intangible assets, to
determine whether there was a risk of material misstatement in the carrying
value of these assets and whether an impairment should be recognised.
The Committee considered the assumptions, estimates and judgements
made by management to support the models that underpin the valuation
of goodwill and other intangible assets in the balance sheet. Business plans
and cash flow forecasts prepared by management supporting the future
performance expectations used in the calculations were reviewed, as were
the valuation methodologies applied.
The Committee particularly considered the outcome of the impairment
reviews performed by management. The impairment reviews were also
an area of focus for the external auditor, who reported their findings to the
Committee. The Committee satisfied itself that the conclusions made on the
impairments of Sports B2B, Quickspin and IGS cash-generating units were
reasonable, and, aside from that, there were no other material impairments
to the carrying value of goodwill or other intangible assets. Specifically for
Sports B2B, which was fully impaired in the year ended 31 December 2024,
the Committee noted that analyses and conclusions considered the impact
on the sports revenue that the revised arrangements with Caliplay will have
in 2025 and beyond, once the arrangements become effective, in addition to
further expected reductions in revenue from other sports licensees.
Valuation of derivative financial assets and other investments
The Group engaged external valuation specialists to perform the valuations
of the Playtech M&A Call Option (Caliplay) and the small minority interest
in Hard Rock Digital, who were guided by management in terms of
judgements made, with the rest of the valuations, including the Wplay
option, being completed in-house by the Playtech finance team. The Audit
& Risk Committee reviewed and challenged the resulting values of each
arrangement and is comfortable with the assumptions, estimates and
judgements in each of the valuations, including the valuation methodology
applied.
Other financial statement areas
The Audit & Risk Committee also reviewed the level of judgement and
estimation required in the following areas of the financial statements,
documented in management papers, and it is satisfied that the judgements
made and disclosures included in the financial statements are reasonable
and in line with each applicable IFRS:
The classification of each structured agreement arrangement, as further
explained in Note 6 of the financial statements, and, in particular, using the
appropriate guidance under the accounting standards to determine the
existence of control or significant influence; each classification is further
explained and disclosed in Note 19 of the financial statements
Recoverability assessment of the loan receivable from Ocean88
Holdings Ltd as at 31 December 2024
Impairment review of investments held by Playtech Plc in other Group
companies, and, in particular, the investment in Playtech Software
Limited;
Impact of the Pillar Two rules for the year ended 31 December 2024;
Recoverability assessment of the Group’s deferred tax assets in relation
to UK tax losses
The 2022 and 2023 prior year restatement due to an accounting error
principally arising on consolidation, in relation to deferred tax liability as
further explained in Note 37
Playtech plc Annual Report
and Financial Statements 2024 128
Finally, the Audit & Risk Committee assessed the Adjusted performance
measures as further explained in Note 5U and Adjusting items in Note 10 with
reference to European Securities and Markets Authority (ESMA) guidelines
and are satisfied that these are reasonable and appropriately disclosed.
Viability and going concern statements
The Committee reviewed management’s work on assessing risks and
potential risks to the Company’s business both for the going concern and
viability statement periods, which included challenging the approach taken
by management to support the going concern statement on page 129 and
viability statement set out on pages 102 to 103, by considering the Group’s
principal and emerging risks. This included the assumptions made in the
base case that both the sale of Snaitech and the revised arrangements
with Caliplay will complete in H1 2025. Furthermore, the Committee
reviewed the assumptions made in the stress test scenarios in relation to
additional sensitivities around the USA and Latin America, as well as the
remote scenario that Caliplay does not pay any dividends once the revised
arrangements are completed (see Note 6).
Following this review, the Committee was satisfied that management had
conducted a strong and thorough assessment and recommended to the
Board that it could approve the viability and going concern statements.
Independence and non-audit services
The Audit & Risk Committee, on behalf of the Board, undertakes a formal
assessment of the auditor’s independence each year, which includes:
a discussion with the auditor of a written report detailing all relationships
with the Group and any other parties which could affect independence or
the perception of independence;
a review of the auditor’s own procedures for ensuring independence of
the audit firm and partners and staff involved in the audit, including the
periodic rotation of the audit partner;
obtaining written confirmation from the auditor that they are
independent; and
a review of fees paid to the auditor in respect of audit and non-audit
services.
The FRC’s Revised Ethical Standard introduced certain specific criteria for
non-audit work. This included the introduction of a non-audit services fee cap
and white list of permitted services. A breakdown of audit and non-audit fees
are included in Note 11 to the financial statements on page 198.
The Committee remains satisfied with the manner, robustness and level
challenge of BDO’s audit processes and believe that BDO should remain
as auditor for 2025. As mentioned above, we approve the extension of
Oliver Chinneck’s involvement in the Playtech year end external audit with
the appropriate safeguards in place. The reappointment will be formally
considered at the Annual General Meeting.
Internal Audit
The Company has an Internal Audit function where the Director of Internal
Audit reports directly to myself, as the Chair of the Audit & Risk Committee,
and has direct access to all Executives and the scope includes all processes,
systems and activities of the Group. Engagements are selected based on
strategic importance and impact on the objectives of the Company and
presented to the Audit & Risk Committee to which it is challenged and
approved. Results of engagements and management action monitoring are
reported to the Audit & Risk Committee. Throughout the year, the Director of
Internal Audit and I held several meetings to ensure I remained informed of
key issues.
The key objective of the Internal Audit function is to provide the Board, the
Audit & Risk Committee and management independent and objective
assurance on risks and mitigating controls, and to assist the Board in meeting
its corporate governance and regulatory responsibilities. Results of the
internal audits performed allowed the organisation to untap new value from a
different perspective.
Any necessary action has been, and will be, taken to remedy any significant
improvement areas identified from any Internal Audit engagement. The Audit
& Risk Committee reviews the quality and effectiveness of the Internal Audit
function annually, which also includes a perspective of the independence and
objectivity of the team.
Internal control and risk management
An effective approach to risk management and internal control is crucial for
Playtech to achieve its strategy and navigate the evolving risk landscape. We
monitor sector developments and global business environments to leverage
a robust risk, control, and assurance framework, protecting and creating
value for investors.
In 2025, we will continue to improve our risk management and internal
controls, with a key focus on the incoming UK Corporate Governance Code
changes. We maintain oversight of preparatory activities to identify material
controls under Provision 29 and ensure an effective testing schedule for key
controls related to significant and Principal Risks.
Ian Penrose
Chairman of the Audit & Risk Committee
27 March 2025
Playtech plc Annual Report
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Strategic report Governance Financials Company information
A revised approach to incentivisation will
drive earnings, growth, improvement in cash
generation, and the delivery of further returns to
Playtech Shareholders.”
Samy Reeb
Chair of the Remuneration Committee
Dear shareholder
On behalf of the Board, I welcome the opportunity
to present the Remuneration Committees
report on Directors’ remuneration for the year
to 31 December 2024, my first as Chair of the
Remuneration Committee since taking over in
March 2025. Although I had not been a formal
member of the Remuneration Committee prior
to my appointment as Chair, I attended meetings
by invitation since my appointment as a Non-
executive Director. I would like to thank my
colleague Anna Massion for her stewardship of the
Committee in the period from September 2023.
This report describes how the Board has
applied the principles of the 2018 UK Corporate
Governance Code (the “Code”) to Directors
remuneration. Although Playtech is an Isle of
Man incorporated entity and, as such, is not
required to comply with the UK regulations
on Directors’ remuneration, we recognise
the importance of shareholder transparency.
Accordingly, we can confirm that the Company
adheres to the UK regulations as they relate to
Directors’ remuneration and the report below
is divided into: (i) this Annual Statement; (ii)
the new Directors’ Remuneration Policy (the
“Policy”), approved by shareholders at the
December 2024 General Meeting (“GM”);
and (iii) the Annual Report on Remuneration,
which reports on the implementation of the
Company’s stated Remuneration Policy for the
year to 31 December 2024. The Annual Report
on Remuneration and this Statement will be the
subject of an advisory shareholder resolution at
the forthcoming AGM.
Business context
Playtech performed very strongly over the year
and delivered Adjusted EBITDA of €480 million,
ahead of Company budget and an increase of 11%
on 2023. As well as delivering excellent financial
results and successfully resolving the ongoing
Caliente dispute in September 2024 following
the revised strategic agreement with Caliente
over the Caliplay joint venture, the Group made
important strategic and operational progress,
including progress against the proposed sale
of the Snaitech business (the “Sale”) to Flutter
Entertainment, which is due for completion in Q2
2025. The considerable opportunity for further
upside from the Group’s renewed focus, post-
Sale, as a leading global B2B global gambling
business was a key driver in the presentation of a
new Director’s Remuneration Policy and two new
incentive plans to shareholders at the December
2024 General Meeting.
Implementation of Policy in 2024
The Policy approved by shareholders at the
May 2024 AGM was implemented in line with
the statement of our intentions set out in last
year’s report. The one exception to this was the
LTIP, since we did not grant awards during 2024
as a result of the proposed sale of the Snaitech
business and the consequential presentation
of the Playtech Transformation Plan (“PTP”) to
shareholders for approval at the 2024 December
GM. For the avoidance of doubt, the Committee
will not issue any form of catchup LTIP award to
the Executive Directors or participants of the PTP
despite missing the 2024 LTIP award.
Performance and pay outcome
for 2024
Annual bonus
As disclosed in the 2023 Annual Report, the
Remuneration Committee decided to exercise
its discretion to defer settlement of 50% of the
2023 annual bonus amounts pending resolution
on the ongoing litigation with Caliplay. The
Company reached an agreement with Caliplay in
September 2024 and, thus, the relevant annual
bonus amounts have now been settled (£801,800
and £300,000 for each of the CEO and CFO,
respectively), a third of which (£267,267 and
£100,000, respectively) was used to purchase
shares in the market, in line with the Policy.
Reflective of the very strong business performance,
the 2024 annual bonus outcome for the CEO
and CFO is 100% of maximum, corresponding to
200% and 150% of salary, which results in a total
payment of £1,688,000 and £600,000, a third of
which (£562,667 and £200,000) will be used to
purchase shares in the market, which will be subject
to recovery for two years.
The Committee is satisfied that the annual
bonus payments to Executive Directors are a fair
reflection of corporate and individual performance
during the year, and, therefore, no discretion
has been applied to the formulaic outcome.
Further detail of the performance targets and the
Committees assessment of performance against
these is set out in this Report.
A
Statement by the Committee Chair
Playtech plc Annual Report
and Financial Statements 2024 130
Remuneration Report
LTIPs
No LTIP award was granted in 2021 due to the Company being in a closed
period for most of 2021 as a result of the proposed acquisition by Aristocrat
on 17 October 2021, so there was no vesting in respect of any LTIP awards
during 2024.
The estimated vesting outcome of the 2022 LTIP as at 31 December 2024
is 71.47% for the CEO and 80.98% for the CFO. Following the end of the
Relative TSR performance period on 18 August 2025, the final vesting levels
will be calculated, and the LTIP amounts disclosed in the single figure table
for the financial year ending 31 December 2024 will be updated in the 2025
Directors’ Remuneration Report to reflect the final outcome.
NED fees
The last 12 months has seen a significant and intense period of activity for
the Remuneration Committee, holding multiple, and extensive, discussions
with shareholders that focused on a complete refresh of the Directors’
Remuneration Policy in light of the transaction and ultimately culminated in
the approval of two new incentive plans by shareholders at the December
2024 General Meeting. In addition to the six formal, diarised Remco
Meetings, the Remuneration Committee or a quorum of the Remuneration
Committee met, either in person or virtually, and regularly with the
Remuneration Committee adviser, on at least a further 15 occasions. In
recognition of the substantial additional efforts undertaken by the Chairman
and Non-Executive Directors during 2024 related to the Sale of the Snaitech
business, and to ensure fair compensation for their extra time dedicated
to the Company, a temporary increase to the cap on the Non-executive
Directors’ fees, as stipulated in the Company’s Articles of Association from
£1,500,000 to £3,000,000, was approved by shareholders at the December
2024 General Meeting. This adjustment applies to the financial years 2024
and 2025 only, and the cap will revert to £1,500,000 per annum for the
financial year commencing on 1 January 2026.
In this regard, the Non-executive Directors (excluding the Chairman and
Anna Massion) and Senior Independent Director each received additional
fees in 2024, equivalent to 1x their respective annual total fee for the Non-
executive Directors (pro-rated for Doreen Tan who joined the Board part
way through the year), and 2x the annual total fee for Ian Penrose in his role
as Senior Independent Director. It is anticipated that a further additional fee
will also be paid in 2025 in recognition of this substantial additional workload,
and the precise details and amounts will be disclosed in the 2025 Directors
Remuneration Report.
New Directors’ Remuneration Policy and how we will
operate it in 2025
Review of Directors’ Remuneration Policy
In the context of the Sale, as outlined above, several of the Company’s largest
shareholders (the “IU Shareholders”) who hold, in aggregate, approximately
34.38% of the entire issued share capital of the Company, considered it
important that a revised approach to incentivisation would be required. The
IU Shareholders regarded it as important that this new approach be adopted
that betters aligns with the interests of Playtech Shareholders as a whole by
incentivising members of the senior team to drive earnings growth, improve
cash generation and deliver further returns to Playtech Shareholders as
well as acting as a strong long-term retention tool for the Company’s deeply
experienced senior team. In this regard, the IU Shareholders wrote to the
Company expressing their support for the Sale in conjunction with the
implementation of incentive arrangements in line with those proposed in this
section.
Prior to the December General Meeting, the Chair of the Board engaged
in extensive consultation with a large proportion of the Company’s
shareholders on the Resolutions and, in particular, the revised Directors’
Remuneration Policy and two new long-term incentive plans. The Board of
Playtech is grateful for the engagement of its shareholders in advance of the
General Meeting and is pleased that all Resolutions were passed, with 59%,
67% and 62% of votes cast in favour of the revised Directors’ Remuneration
Policy, the Playtech Shareholder Incentive Plan (Directors), and the Playtech
Transformation Plan, respectively.
Base salary
The average salary increase for 2025 awarded to those employees across
the UK workforce who were eligible to receive a salary increase was c.4%.
The Committee reviewed the CEO’s and CFO’s salaries and determined that
these would be frozen for the financial year beginning 1 January 2025.
Annual bonus
The annual bonus opportunity for 2025 will remain unchanged at 200% and
150% of salary for the CEO and CFO, respectively. Financial performance will
continue to drive 80% of the bonus and will be split 40% EBITDA and 40%
cash flow. As in previous years, stretching Adjusted EBITDA and cash flow
targets have been set with reference to the Company’s internal business
plan. The remaining 20% of the bonus will be based on key strategic targets,
which will again include ESG measures.
In line with the Directors’ Remuneration Policy, one third of any annual bonus
payment will be deferred into shares for two years.
Playtech Transformation Plan
Following completion of the Sale, one-off awards will be made under the
Playtech Transformation Plan (“PTP”), which was approved by shareholders
at the December 2024 General Meeting.
Executive Directors are entitled to participate in a pool (the “PTP pool”) of
value, which shares 10% of any future distributions or other returns (excluding
the Distribution from the net Sale proceeds) of value (including the part of
such value attributed to the PTP) to Playtech Shareholders, and up to 10% of
the market capitalisation of the Company (on a diluted basis including to take
account of the awards under the PTP) at the end of a five-year measurement
period, subject to the achievement of stretching performance conditions
over the same measurement period.
The CEO and CFO have a share in the PTP pool of 30% and 10%,
respectively. Awards will be subject to Adjusted EBITDA (37.5% weighting),
cash generation (37.5% weighting) and continued employment (25%
weighting).
Pension
Executive Director pension contributions continue to be aligned with the
wider workforce contribution of 7.5% of salary.
Concluding remarks
The recently approved Directors’ Remuneration Policy has been designed
to better align the Executive Directors with the strategy of driving earnings
growth, improving cash generation and delivering returns to Playtech
Shareholders, both in connection with the Sale and in subsequent years.
Strengthening the pay for performance culture in the business is paramount
and the Committee is confident that the remuneration arrangements that
have recently been put in place will drive this. As I settle into my role as the
Chair of the Remuneration Committee following the December General
Meeting, I will be engaging with shareholders on remuneration over the next
few months, specifically in response to the dissent shown at the December
General Meeting.
The Committee and I hope that you find the information in this report helpful
and informative, and we welcome any comments or questions ahead of the
2025 AGM.
Samy Reeb
Chair of the Remuneration Committee
27 March 2025
Playtech plc Annual Report
and Financial Statements 2024 131
Strategic report Governance Financials Company information
As set out in the Chair’s statement, the Committee reviewed the current Directors’ Remuneration Policy during the year given changes to the business
structure and strategy. The Committee therefore formulated the following Remuneration Policy which was approved by shareholders at the December 2024
General Meeting.
Remuneration philosophy
The revised Policy has been designed to align the Executive Directors with the strategy of delivering returns to Playtech Shareholders, both in connection
with the sale of Snaitech, and in subsequent years, while maintaining and enhancing Playtechs position as the software and services provider of choice to the
gambling sector.
Remuneration is delivered via fixed remuneration and growth-focused incentive plans, enabling the Executive Directors to be rewarded for delivering strong
financial performance and sustainable returns to shareholders.
Remuneration Policy for Executive Directors
The following table summarises each element of remuneration and how it supports the Company’s short- and long-term strategic objectives.
Element of
remuneration
Short-term and
long-term strategic
objectives
Operation Opportunity Framework to assess
performance
Base salary
To attract, retain and
motivate high-calibre
individuals for the role and
duties required
To provide a market
competitive salary relative
to the external market
To reflect appropriate
skills, development and
experience over time
Normally reviewed annually by the
Remuneration Committee, with any
increases typically effective in January.
Takes account of the external market
and other relevant factors, including
internal relativities and individual
performance. In reviewing salary
levels, the Remuneration Committee
may also take into account the effect
of any exceptional exchange rate
fluctuations in the previous year.
Executive Directors decide the
currency of payment once every
three years (which can be in pounds
sterling, US dollars or euros) with the
exchange rate being fixed at that time.
Other than when an Executive changes
roles or responsibilities, or when there
are changes to the size and complexity
of the business, annual increases will not
exceed the general level of increases
for the Group’s employees, taking into
account the country in which the Executive
ordinarily works.
If a significant adjustment is required, this
may be spread over a period of time.
N/A
Benefits
To help attract and retain
high-calibre individuals
Benefits may include private medical
insurance, permanent health
insurance, life insurance, rental and
accommodation expenses on
relocation and other benefits such as
long service awards.
Other additional benefits may be
offered that the Remuneration
Committee considers appropriate
based on the Executive Director’s
circumstances.
Non-pensionable.
N/A N/A
Annual bonus
Clear and direct
incentive linked to annual
performance targets
Incentivise annual delivery
of financial measures and
personal performance
Corporate measures
selected consistent with
and complement the
budget and strategic plan
Paid in cash and shares.
Clawback and malus provisions
apply whereby bonus payments
may be required to be repaid
for financial misstatement,
misconduct, error, serious
reputational damage and
corporate failure.
200% of salary for the CEO and 150% of
salary for other Executive Directors.
33.3% of any payment is normally deferred
into shares for two years, which are subject
to recovery provisions.
Performance measured
over one year
Based on a mixture of
financial performance
and performance against
strategic objectives
Normally, at least 70%
of the bonus will be
dependent on financial
performance
Bonus is paid on a sliding
scale of 0% for threshold
increasing to 100% for
maximum performance
A
Directors’ Remuneration Policy
Approved at the December 2024 GM
Playtech plc Annual Report
and Financial Statements 2024 132
Remuneration Report continued
Element of
remuneration
Short-term and
long-term strategic
objectives
Operation Opportunity Framework to assess
performance
Playtech plc
Shareholder
Incentive Plan
(Directors)
Rewards for the significant
return to Playtech
Shareholders following the
completion of the Sale
One-off cash awards paid as
follows:
60% paid on or shortly after
the Distribution following
completion of the Sale
20% paid on or around the first
anniversary of completion of
the Sale
Final 20% paid on or around
the second anniversary of
completion of the Sale
To the extent that proceeds of the
Sale are Distributed on more than
one occasion within nine months of
completion of the Sale, payments
relating to the initial 60% will be
made on, or shortly following, each
Distribution that is so made and will
be calculated on the basis of the
value of the relevant Distribution
plus, in respect of Distributions
other than the first Distribution, an
adjustment amount to reflect the
incremental amount Distributed.
The total payments to the Executive
Directors will be:
CEO: €50m
CFO: €12m
As detailed in the Sale announcement,
the bonus amounts set out above will be
reduced by the percentage representing
any shortfall between: (i) the amount
of the proceeds of the Sale, which the
Company Distributes in the nine months
following completion of the Sale; and (ii)
€1,700 million.
The payment will only
be made following the
successful completion of
the Sale
Existing Long
Term Incentive
Plan (LTIP)
Aligned to key strategic
objective of delivering
strong returns to
shareholders and earnings
performance
Grant of performance shares,
restricted shares or options.
Two-year holding period will be
applied to vested shares (from
2019 awards), subject to any sales
required to satisfy tax obligations
on vesting.
Clawback and malus provisions
apply whereby awards may be
required to be repaid for instances
of financial misstatement,
misconduct, error, serious
reputational damage and
corporate failure.
No PTP and LTIP awards will be
made to the same participants in
any one financial year.
Awards will only continue to be
made under this scheme in the
event that the Sale does not
complete.
Maximum opportunity of 250% of salary
with normal grants of 200% of salary in
performance shares for the CEO and other
Executive Directors.
Performance measured
over three years
Performance targets
aligned with the Groups
strategy of delivering
strong returns to
shareholders and
earnings performance
25% of the awards
vest for threshold
performance
Playtech plc Annual Report
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Strategic report Governance Financials Company information
Element of
remuneration
Short-term and
long-term strategic
objectives
Operation Opportunity Framework to assess
performance
Dividend
equivalent
payment in
respect of the
existing LTIP
To make LTIP holders
whole for any dividends
in respect of awards
previously granted under
the LTIP
Cash payments made on the
relevant dividend payment date,
or in the case of unvested awards
on the vesting date, in respect
of any distributions to Playtech
Shareholders prior to the exercise
of these awards.
Value equal to the dividend per share
multiplied by the number of shares under
unexercised LTIP options.
In the case of vested awards, the value will
be reduced by 10%.
In the case of unvested awards, the value
will be determined by reference to the
amount of the awards that ultimately vest
including any reductions to the extent
that LTIP performance conditions are not
ultimately satisfied in full.
The payment will only
be made in the event
of the successful
completion of the Sale
and the payment of the
Distribution and any
further distributions to
Playtech Shareholders.
Playtech plc
Transformation
Plan (“PTP”)
To attract, retain and
incentivise participants
by better aligning their
interests with Playtech
Shareholders with
metrics to drive earnings
growth and improve cash
generation designed to
deliver further returns to
Playtech Shareholders.
One-off awards will be made in
2025 following completion of
the Sale.
The PTP will provide participants
with a share in a pool of units. Units
will be convertible to a nil cost
option over Playtech Shares at the
end of the Measurement Period.
Subject to the achievement of
performance conditions and
continued employment (or “Good
Leaver” status) until each of the
vesting dates, awards will vest
50% immediately and, if the
performance conditions have
been achieved as at the end of the
Measurement Period, 50% after a
further two years (or on the event of
a Change of Control if sooner than
two years), subject to continued
employment (or “Good Leaver”
status) over this further two year
period.
The units will also entitle holders
to receive a dividend equivalent
during the vesting period to the
extent any distributions are made.
Such dividend equivalents will be
payable simultaneously with (or as
soon as practicable following) the
relevant distribution being made to
shareholders.
The award will ordinarily be settled
in Playtech Shares; however, the
Committee will have the discretion
to settle the award in cash.
The CEO’s and CFO’s allocations in the
pool will be 30% and 10%, respectively.
The PTP pool will have a value equal to 10%
of the market capitalisation of the Company
(on a diluted basis including to take account
of the awards under the PTP and based
on a 30-day averaging period ending on
the final day of the Measurement Period).
Awards will vest subject to the application
of stretching performance conditions being
achieved as follows:
1. Adjusted EBITDA: Nil vesting for
Adjusted EBITDA, equal to €250m,
increasing on a straight line basis to
maximum vesting for the achievement
of €300m (37.5% weighting).
2. Cash generation (Adjusted EBITDA
less IFRS 16 leases, capex and capital
development, financing costs and
taxes): Nil vesting for improvement
in cash generation equal to €70m,
increasing on a straight line basis to
maximum vesting for the achievement
of €100m. (37.5% weighting).
3. Continued employment only (25%
weighting).
If the full Adjusted EBITDA and/or cash
generation targets are achieved in a
financial year earlier than 2029, then
the target for the relevant element will
be deemed to have been achieved,
regardless of actual performance in
2029, but entitlements resulting from the
achievement of that element will remain
subject to continued employment (or
“Good Leaver” status) until the five-
year anniversary of completion of the
Sale and will vest in line with the normal
timescales (i.e. 50% following the end of
the Measurement Period and 50% after a
further two years (or on an earlier Change
of Control).
Awards will only be
made under this scheme
in the event that the Sale
completes
Performance will
be measured on
reaching the end of the
Measurement Period
A
Directors’ Remuneration Policy continued
Playtech plc Annual Report
and Financial Statements 2024 134
Remuneration Report continued
Element of
remuneration
Short-term and
long-term strategic
objectives
Operation Opportunity Framework to assess
performance
Playtech plc
Transformation
Plan (“PTP”)
continued
In the event that either of the financial
performance targets have not been met in
full at any point during the Measurement
Period, the relevant element will not lapse for
a further two years. If, during the two-year
period following the end of the Measurement
Period, enhanced Adjusted EBITDA and
cash generation targets calibrated at a
5% increase to the five year performance
conditions set out are achieved, then, subject
to continued employment (or “Good Leaver”
status) awards will vest 50% immediately
and 50% on the seven year anniversary of
the completion of the Sale.
Any unvested awards on the seven-year
anniversary of the completion of the Sale
will lapse.
The Adjusted EBITDA and the cash
generation targets will be adjusted
to take account of disposals during
the Measurement Period where such
disposals result in a distribution of value to
shareholders (including, for avoidance of
doubt, a distribution in specie).
The sale of any shares resulting from
reaching the end of the Measurement
Period and the satisfaction of the applicable
performance conditions will be limited in
any rolling 12-month period to the lower of:
a. The sum of one-third of the number of
shares vesting on each vesting date
and the balance of any prior years sale
limit not utilised; and
b. £30.0m in the case of the CEO
and £10.0m in the case of the CFO
(valued based on a 30-day averaging
period ending on the final day of the
Measurement Period).
Pension
Provide retirement
benefits
Provision of cash allowance. Pension for Executive Directors will be in
line with the pension plan operated for the
majority of the workforce in the jurisdiction
where the Director is based.
N/A
Share
ownership
guidelines
The Company has a policy
of encouraging Directors
to build a shareholding in
the Company
Executive Directors are expected
to accumulate a shareholding in the
Company’s shares to the value of at
least 200% of their base salary.
Executive Directors are required to
retain at least 50% of the net of tax
out-turn from the vesting of awards
under the deferred bonus plan,
LTIP and PTP until the minimum
shareholding guideline has been
achieved.
Shares must be held for two years
after cessation of employment
(at lower of the 200% of salary
guideline level, or the actual
shareholding on departure).
N/A N/A
Playtech plc Annual Report
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Strategic report Governance Financials Company information
Element of
remuneration
Short-term and
long-term strategic
objectives
Operation Opportunity Framework to assess
performance
Non-executive
Directors
To provide a competitive
fee for the performance
of NED duties, sufficient
to attract high-calibre
individuals to the role
Fees are set in conjunction with the
duties undertaken.
Additional fees may be paid if
there is a material increase in
time commitment and the Board
wishes to recognise this additional
workload. In particular, subject to
Playtech Shareholder approval of
a temporary increase to the cap on
directors’ fees in the Company’s
Articles of Association for 2024
and 2025, additional fees are
expected to be paid in respect
of these financial years taking
account of the additional time
spent.
Any reasonable business-related
expenses (including tax thereon)
which are determined to be a
taxable benefit can be reimbursed.
Other than when an individual changes
roles or where benchmarking indicates
fees require realignment, annual increases
will not exceed the general level of
increases for the Group’s employees.
N/A
Explanation of chosen performance measures and
target setting
The annual bonus performance targets are reviewed each year to ensure
that they are sufficiently challenging.
The PTP has been designed to drive the creation of shareholder value
and delivery of returns to Playtech Shareholders beyond the Sale. The
Remuneration Committee will measure performance against the Adjusted
EBITDA and cash-generation targets in order to determine the level of
vesting in order to ensure that the vesting outcome is reflective of the
underlying business performance over the Measurement Period. In the
event of a Change of Control or a winding up of the Company during the
Measurement Period, awards will vest immediately and the pool of value will
be calculated based on the amount (if any) by which the equity value of the
Company implied by such transaction exceeds a benchmark value of up to
£777.4m (as more fully described in the table on page 138). The benchmark
value has been derived using a seven-day volume-weighted average price
per Playtech Share from 16 September 2024 to calculate a fully diluted equity
value for Playtech, and then deducting the maximum anticipated Distribution
of €1,800 million, which is anticipated to be made following completion of the
Sale. To the extent that the Distribution is not €1,800 million, the benchmark
value will be adjusted accordingly.
The metrics used for the annual bonus are selected to reflect the key
performance indicators, which are critical to the realisation of our business
strategy. When setting these targets, the Remuneration Committee has to,
and will continue to, take into account a number of different reference points
including, for financial targets, the Company’s business plan and consensus
analyst forecasts of the Company’s performance. Full payout of the annual
bonus will only occur for what the Remuneration Committee considers to be
excellent performance.
Alignment of Executive Director’ Remuneration Policy
and all-employee Remuneration Policy
Our Remuneration Policy is designed to reward the contributions of
Executive Directors and the wider workforce as well as incentivise them to
drive shareholder returns, and to maintain and enhance Playtechs position as
the software and services provider of choice to the gambling sector. Playtech
provides a competitive fixed pay package for all employees through the use
of market benchmarking. A group of the senior team are eligible, subject
to completion of the Sale, to participate in the Playtech Transformation
Plan, with a wider group of employees being eligible to participate in the
Company’s Restricted Share Plan.
A
Directors’ Remuneration Policy continued
Playtech plc Annual Report
and Financial Statements 2024 136
Remuneration Report continued
Remuneration scenarios for Executive Directors at different levels of performance
The Company’s policy results in a significant proportion of remuneration received by Executive Directors being dependent on Company performance.
The graph below illustrates how the total pay opportunities for the Executive Directors for 2025 vary under three performance scenarios: minimum,
on-target and maximum.
1
All figures are stated in thousands.
2
The value of benefits are in line with the values paid during 2023 as stated in the single figure table in the 2023 Directors’ Remuneration Report.
3
Threshold = fixed pay only (base salary, benefits and pension).
4
The value of the annual bonus shown under the target and maximum scenarios is 50% and 100% of maximum, respectively.
5
The dividend equivalent payment is included in the target and maximum scenarios based on a distribution of £4.83 per Playtech Share and the number of unvested and vested but unexercised
awards under the LTIP held by the CEO and CFO as at the date of this circular, with the number of such unvested awards held by the CEO being reduced by 700,000 to reflect the anticipated
lapse of Tranche D of the one-off award granted to him in 2019 for which the performance period ends in December 2024.
6
The full amount of the cash payment under the PSIPD is included in the target and maximum scenarios.
7
The PTP is included in the target and maximum scenarios based on an assumption that the market capitalisation of the Company is equal to the Benchmark Value of £777.4m as at the
date of grant, with no share price appreciation or depreciation and a vesting of 60% for the target scenario and 100% for the maximum scenario. Amounts have been annualised over a
seven-year period in respect of the performance-related elements and a five-year period in respect of the time-based element. The illustrations do not include any potential future distributions
to shareholders that may be made over the performance period.
8
Share price appreciation has been taken into account for the maximum column on the basis of a 50% increase in the share price across the performance period.
Where payments are made in euros, these have been converted to GBP at a rate of £1: €1.20.
Policy on recruitment or promotion of Executive
Directors
Base salary levels will be set to reflect the experience of the individual,
appropriate market data and internal relativities. The Remuneration
Committee may feel it is appropriate to appoint a new Director on a below
market salary with a view to making above market and workforce annual
increases on a phased basis to reach the desired salary positioning, subject
to individual and Company performance.
Normal policy will be for the new Director to participate in the remuneration
structure detailed above, including the maximum incentive levels for the
Chief Executive Officer and Chief Financial Officer. The pension contribution
will be aligned to the contribution received by the majority of the workforce
in the jurisdiction in which the Director is based. Depending on the timing of
the appointment, the Remuneration Committee may decide to set different
annual bonus performance conditions for the first performance year of
appointment from those stated in the policy above. New joiners will be eligible
to participate in the Playtech Transformation Plan at the Remuneration
Committees discretion. The Committee may also provide relocation
expenses/arrangements, legal fees and costs.
The variable pay elements that may be offered will be subject to the
maximum limits stated in the policy table. The Remuneration Committee
may consider it necessary and in the best interests of the Company and
Playtech Shareholders to offer additional cash and/or make a grant of shares
in order to compensate the individual for remuneration that would be forfeited
from the current employer. Such awards would be structured to mirror the
value, form and structure of the forfeited awards or to provide alignment with
existing Playtech Shareholders.
In the case of an internal promotion, any commitments entered into
prior to the promotion shall continue to apply. Any variable pay elements
shall be entitled to pay out according to their original terms on grant. For
the appointment of a new Chairman or Non-executive Director, the fee
arrangement would be set in accordance with the approved Remuneration
Policy in force at that time.
Service contracts and exit payments
Executive Directors
Set out in the table below are the key terms of the Executive Directors’ terms
and conditions of employment. A bonus is not ordinarily payable unless the
individual is employed and not under notice on the payment date. However,
the Remuneration Committee may exercise its discretion to award a bonus
payment pro rata for the notice period served in active employment (and not
on garden leave).
The LTIP and PTP rules provide that, other than in certain ‘good leaver’
circumstances, awards ordinarily lapse on cessation of employment. Where
an individual is a ‘good leaver’, awards would vest on the normal vesting date
(or cessation of employment in the event of death) following, where relevant,
the application of performance targets and, in the case of the PTP, the
determination of the value of the pool as set out below. LTIP and PTP awards
will ordinarily be pro-rated for the proportion of, for the LTIP the vesting
period, and for the PTP the Measurement Period, which has elapsed to the
date of cessation of employment. The Committee has discretion to partly, or
completely, disapply pro-rating or to permit awards to vest on cessation of
employment.
£55,038
Threshold On-target Maximum
Maximum
with 50% SP
appreciation
79% 79% 77%
18%
19%18%
1%1%
2%100%
3%
£57,131
£58,772
£944
£12,234
Threshold On-target Maximum
Maximum
with 50% SP
appreciation
88% 87% 83%
10%10%8%
3%3%
4%
100%
4%
£12,950
£13,497
£433
Fixed Pay | Annual Bonus/Dividend Equivalent payment | PTP/PSIPD | PTP/PSIPD with 50% share price appreciation
Chief Executive Officer Chief Financial Officer
Playtech plc Annual Report
and Financial Statements 2024 137
Strategic report Governance Financials Company information
In respect of the PSIP, any outstanding payments would ordinarily be forfeited on cessation of employment, save for in circumstances where the individual’s
employment has been terminated without cause or due to death or ill health, where outstanding payments would be accelerated and paid on termination.
Provision Detail
Remuneration Salary, bonus, LTIP, benefits and pension entitlements in line with the above Directors’ Remuneration Policy Table.
Change of control Any unvested awards under the LTIP on a Change of Control will vest immediately on the date of the Change of Control,
ordinarily pro-rated for time and performance.
Any unvested payments under the PSIP on a Change of Control will be accelerated to the date of Change of Control.
For the PTP, in the event of a Change of Control during the Measurement Period, the PTP pool will have a value calculated as
follows:
1. A benchmark value of £777.4m (the “Benchmark Value”) will apply, such that if the equity value of the Company (including
the part of such value attributed to the PTP) implied by the Change of Control (the “Equity Value”) is less than, or equal to,
the Benchmark Value, then the value of the pool will be Nil..
2. The Benchmark Value has been derived using a seven-day volume-weighted average price per Playtech Share from
16 September 2024 to calculate a fully diluted equity value for Playtech, and then deducting the maximum anticipated
Distribution of €1,800 million, which is anticipated to be made following completion of the Sale. To the extent that the
Distribution is not €1,800 million, the Benchmark Value will be adjusted accordingly.
3. If the Equity Value is between the Benchmark Value and a “lower hurdle” of £1.5bn, then the pool will have a value equal to
10% of the amount by which the Equity Value exceeds the Benchmark Value.
4. If the Equity Value is between the “lower hurdle” of £1.5bn and an “upper hurdle” of £2.0bn, then the pool will have a
value equal to 10% of the amount by which the Equity Value exceeds a variable benchmark value, where the variable
benchmark value reduces linearly such that a full deduction of the Benchmark Value from the Equity Value is made at the
“lower hurdle” and no deduction of any benchmark value from the Equity Value is made at the “upper hurdle”.
5. If the Equity Value is equal to or more than £2.0bn, the pool will have a value equal to 10% of the whole Equity Value.
If, during the Measurement Period, and prior to a Change of Control, there is a disposal of a part of the business and any
proceeds of such disposal are distributed, the lower hurdle and upper hurdle will be adjusted downwards to take account of
the distribution.
PTP awards will vest immediately on a Change of Control during the Measurement Period.
No other special contractual provisions apply in the event of a Change of Control in relation to other elements of the
Remuneration Policy.
Notice period 12 months’ notice from Company or employee for the CEO and 12 months’ notice for the CFO.
CEO contract signed on 1 January 2013
CFO contract signed on 28 November 2022
Termination payment The Company may make a payment in lieu of notice equal to basic salary plus benefits for the period of notice served subject
to mitigation and phase payments where appropriate.
Restrictive covenants During employment and for 12 months thereafter.
Payments for loss of office
When assessing whether payments will be made in respect of loss of office, the Committee will take into account individual circumstances including the reason
for the loss of office, group and individual performance up to the loss of office and any contractual obligations of both parties.
Non-executive Directors
The Non-executive Directors each have specific letters of appointment, rather than service contracts. Their remuneration is determined by the Board within
limits set by the articles of association and is set taking into account market data as obtained from Independent Non-executive Director fee surveys and their
responsibilities. Subject to Playtech Shareholders’ approval of a temporary increase to the cap on Directors’ fees in the Company’s Articles of Association for
2024 and 2025, it is expected that additional fees will be paid to the remaining Non-executive Directors (excluding the Chairman) in respect of these financial
years taking account of the additional time spent by each such Non-executive Director and in aggregate within this temporarily increased limit.
Non-executive Directors are appointed for an initial term of three years and, under normal circumstances, would be expected to serve for additional three-year
terms, up to a maximum of nine years, subject to satisfactory performance and re-election at the Annual General Meeting as required.
A
Directors’ Remuneration Policy continued
Playtech plc Annual Report
and Financial Statements 2024 138
Remuneration Report continued
The table below is a summary of the key terms of the letters of appointment for the Non-executive Directors.
Director’s name Date Term Termination
Brian Mattingley 1 June 2021 Until third AGM after appointment
unless not re-elected
Six months’ notice on either side
or if not re-elected, disqualified or
commits gross misconduct
Ian Penrose 1 September 2018 Three months’ notice on either side
or if not re-elected, disqualified or
commits gross misconduct
Anna Massion* 2 April 2019
Linda Marston-Weston 1 October 2021
Samy Reeb 4 January 2023
Doreen Tan 9 July 2024
*Anna Massion resigned from the Board on 28 February 2025.
Consideration of employment conditions elsewhere in
the Company when setting Directors’ pay
The Remuneration Committee, when setting the Policy for Executive
Directors, takes into consideration the pay and employment conditions
through the Company as a whole. In determining salary increases for
Executive Directors, the Committee considers the general level of salary
increase across the Company. Typically, salary increases will be aligned
with those received elsewhere in the Company unless the Remuneration
Committee considers that specific circumstances exist (as mentioned in the
Policy table), which require a different level of salary increase for Executive
Directors.
As part of the Committee’s wider remit under the Code, the Committee will
continue to monitor pay policies and practices within the wider Group and
provide input and challenge in respect of current policies and practices as
well as any proposed future review and changes to ensure that they are
appropriate, fair and aligned to the Company’s remuneration principles and
support the culture and growth of the business.
With respect to employee engagement, the Chairman of the Remuneration
Committee (and the wider Board) engages with the COO of our B2B
activities and the Global Head of Human Resources on strategic and
operational issues affecting, and of interest to, the workforce, including
remuneration, talent pipeline, and diversity and inclusion.
The Committees policy is that annual salary increases for Executive
Directors will not generally exceed the average annual salary increase for
the wider employee population determined with reference to the country in
which the Executive ordinarily works, unless there is a particular reason for
any increase, such as a change in the Executives roles and responsibilities
or a change in the size and complexity of the business. The Committee
also considers external market benchmarking to inform the Executives
remuneration. External market benchmarking is also considered in relation to
remuneration decisions of the wider workforce.
Consideration of shareholders’ views
The Company is committed to engagement with shareholders and has
engaged extensively on remuneration and other issues with several of the
Company’s largest shareholders since the 2024 AGM, particularly as a
consequence of the proposed Sale of the Snaitech business. The proposed
Policy includes new long-term incentive plans, which have been the direct
result of the wishes expressed to the Company by these shareholders
through this engagement.
Legacy arrangements
In approving the Remuneration Policy, authority is given to the Company
to honour any commitments previously entered into with current or former
Directors that have been disclosed previously to shareholders.
Discretion vested in the Remuneration Committee
The Remuneration Committee will operate the annual bonus, LTIP, PTP
and PSIP according to their respective rules (or relevant documents) and
in accordance with the Listing Rules where relevant. The Remuneration
Committee retains discretion, consistent with market practice, in a number of
regards to the operation and administration of these plans. These include, but
are not limited to:
the participants;
the timing of a payment;
the size of an award, within the overall limits disclosed in the policy table;
the selection of performance measures and weightings, and targets for
the LTIP, PTP and annual bonus plan;
the assessment of performance against applicable targets and
determination of vesting;
ability to override formulaic outcomes;
treatment of awards in the case of a Change of Control or restructuring of
the Group;
determination of the treatment of leavers within the rules of the plan and
the termination policy; and
adjustments required in certain circumstances (e.g. rights issues,
corporate restructuring events and special dividends).
The Committee retains the ability to adjust the targets and/or set different
measures if events occur (e.g. material acquisition and/or divestment of a
Group business) that cause it to determine that the conditions are no longer
appropriate and the amendment is required so that the conditions achieve
their original purpose and are not materially less difficult to satisfy. Given
the unique, fast-changing and challenging environment in which the Group
operates, the Remuneration Committee considers that it needs some
discretion if, acting fairly and reasonably, it feels that the payout is inconsistent
with the Company’s overall performance, taking account of any factors it
considers relevant. Any use of the above discretions would, where relevant,
be explained in the Annual Report on Remuneration and may, as appropriate,
be the subject of consultation with the Company’s major shareholders.
External directorships
The Group allows Executive Directors to hold a non-executive position with
one other company, for which they can retain the fees earned.
Playtech plc Annual Report
and Financial Statements 2024 139
Strategic report Governance Financials Company information
A
Annual report on remuneration
The sections of this report subject to audit have been highlighted. The figures are shown both in pounds and euros, for ease of reference.
Directors’ emoluments (in £) (audited)
Mor Weizer Chris McGinnis
Executive Director 2024 2023 2024 2023
Salary
1
844,000
844,000
400,000
375,000
Bonus
2
1,688,000
1,603,600
600,000
600,000
Annual long-term incentive
3
1,797,253
242,929
Benefits
4
37,469
36,698
3,177
3,125
Pension
62,950
63,300
30,000
28,625
Total emoluments 4,429,671
2,547,598
1,276,106
1,006,750
Total fixed pay 944,419
943,998
433,177
406,750
Total variable pay 3,485,253
1,603,600
842,929
600,000
Directors’ emoluments (restated in €) (audited)
Mor Weizer Chris McGinnis
Executive Director 2024 2023 2024 2023
Salary
1
1,018,471
965,300
482,688
432,626
Bonus
2
2,036,942
1,850,024
724,031
692,201
Annual long-term incentive
3, 4
2,168,779
293,147
Benefits
5
45,214
42,195
3,834
3,606
Pension
75,693
72,796
36,201
33,024
Total emoluments 5,345,369
2,930,314
1,539,901
1,161,457
Total fixed pay 1,139.648
1,080,290
522,723
469,255
Total variable pay 4,205,721
1,850,024
1,017,178
692,201
1
Basic salary of the Executive Directors is determined in pounds sterling and then converted into euros at the average exchange rate applicable during the relevant financial year for the purpose
of this report.
2
The figures for bonuses represent payments as determined by the Remuneration Committee for the Executive Directors based on the Company’s performance during each financial year and
by reference to their actual salary earned during the respective period. As disclosed in the 2023 annual report, the deferral of the settlement of 50% of the Executive Directors’ annual bonus
in respect of the 2023 year was pending resolution of the ongoing litigation with Caliplay. The Company reached an agreement with Caliplay in September 2024 and thus the relevant annual
bonus amounts have now been settled and are reflected in the 2023 figures above. The bonuses were determined in Pounds Sterling and then converted into Euros at the exchange rates
applicable as at 31 December 2023 and 31 December 2024, respectively. Details of (a) how the annual performance bonus for the Executive Directors was determined; and (b) the timing of
bonus payments are set out below.
3
No LTIP award was granted in 2021 due to the Company being in a closed period for most of 2021 so there was no vesting in respect of any LTIP awards this year.
4
The LTIP awards granted in August 2022 vest after three years subject to an EPS performance condition (measured over a three-year period from 1 January 2022 to 31 December 2024) and
relative TSR performance conditions (measured over a three-year period from 18 August 2022 to 17 August 2025). Based on performance to 31 December 2024, the final vesting outcome
under the CEOs EPS condition is 100%. However, as we are still partway through the performance period for the relative TSR performance conditions, we have used an estimate of the
vesting as at 31 December 2024 (equal to 62.0% of the relative TSR element, 46.5% of the overall award). Considering both the EPS and estimated relative TSR outcomes, 71.47% of the
award is estimated to vest for the CEO. This performance outcome corresponds to a total of 251,364 nil cost options for the CEO. The value included in the table for Mor is therefore £1,797,253
(€2,168,779), based on the share price on 31 December 2024 of £7.15 (€8.65), of which £630,924 (€791,797) relates to share price appreciation. The CFO’s award was granted to him prior to his
appointment to the Board and was awarded wholly in cash with no link to share price movements over the vesting period and is estimated to vest at 80.98% of maximum which corresponds to a
cash value of £242,929. Further details on the estimated LTIP outcomes for the 2022 awards are set out on page 142.
5
Benefits include private medical insurance, permanent health insurance, car and life assurance.
6
The “Total fixed pay” and “Total variable pay” rows set out in the table may not appear to add up to the “Total emoluments” row due to rounding.
Playtech plc Annual Report
and Financial Statements 2024 140
Remuneration Report continued
Non-executive Directors’ emoluments (in £) (audited)
2,3
Fees Total emoluments
Director 2024 2023 2024 2023
Brian Mattingley
350,000
350,000
350,000
350,000
Ian Penrose
525,000
175,000
525,000
175,000
Anna Massion
155,000
155,000
155,000
155,000
Linda Marston-Weston
310,000
155,000
310,000
155,000
Samy Reeb
310,000
143,750
310,000
143,750
Doreen Tan
1
127,487
127,487
Non-executive Directors’ emoluments (in €) (audited)
2,3
Fees are paid in sterling and are translated into euros in the table below:
Fees Total emoluments
Director 2024 2023 2024 2023
Brian Mattingley
422,352
402,603
422,352
402,603
Ian Penrose
633,527
201,275
633,527
201,275
Anna Massion
187,041
178,288
187,041
178,288
Linda Marston-Weston
374,083
178,276
374,083
178,276
Samy Reeb
374,083
165,482
374,083
165,482
Doreen Tan
1
153,841
153,841
1
Doreen Tan joined the Board on 9 July 2024.
2
Non-executive Directors are not eligible to receive any variable pay under the Remuneration Policy, nor do they receive any remuneration in respect of benefits or pension.
3
The Chairman and Non-executive Directors received additional fees in respect of the significant additional work performed in the year 2024, arising from the Sale of the Snaitech business. In
order to enable the Non-executive Directors to be compensated for the additional time committed to the Company, a temporary increase for the 2024 and 2025 financial years to the cap on
Directors’ fees set out in the Company’s articles of association was approved by shareholders at the December 2024 General Meeting. In 2024, the Non-executive Directors (excluding the
Chairman and Anna Massion) each received additional fees equivalent to 1x their annual total fee, with this amount pro-rated for Doreen Tan who joined the Board part way through the year.
Determination of 2024 bonus
In accordance with the Company’s Remuneration Policy, the CEO and CFO had the opportunity to earn a bonus in respect of 2024 of 200% and 150% of salary,
respectively. 2024 performance was assessed against a mixture of financial and non-financial targets as set out below. The bonus was payable on a sliding
scale of 0% for threshold to 100% for maximum performance.
Performance metric Weighting Threshold Maximum Actual
CEO payout
level
(% of maximum)
ESG CFO
payout level
(% of
maximum)
Financial (70%)
Adjusted EBITDA (€’m) 50% €450m €480m €480m 50% 50%
Cash flow
1
(€’m) 20% €415m €445m €450m 20% 20%
Strategic and non-financial (30%) 30% See below 30% 30%
Tot al 100% 100% 100%
1
Cash flow defined as Adjusted EBITDA less IFRS 16
Playtech plc Annual Report
and Financial Statements 2024 141
Strategic report Governance Financials Company information
A
Annual report on remuneration continued
As set out in the 2023 Directors’ Remuneration Report, the financial
performance targets were divided this year between Adjusted EBITDA and
cash flow, with 50% and 20% weightings, respectively. Adjusted EBITDA
and cash generation are the key financial performance metrics of the
Company most closely representing the underlying trading performance
of the business. When setting the EBITDA targets for 2024, the Committee
and Board took into consideration both consensus estimates and internal
forecasts. The Adjusted EBITDA and cash flow targets were set above City
consensus in line with the business plan.
The non-financial performance targets (representing 30% of the total bonus
potential) were selected to underpin key strategic objectives of the Group
aligned with the business strategy. ESG performance for 2024 performance
was based on progress across the following four areas:
Safer gambling – Increased number of brands integrated with BetBuddy,
and expansion in jurisdictions, with continuous and enhanced research
and nonprofit collaborations and shift to commercial model.
Climate – Introduction and validation of two new science-based targets,
both validated by the Science-Based Target initiative (SBTi) in February
2024. The targets set out our near-term and net zero commitments.
Playtech saw improvement in its CDP rating reflecting on its continued
progress towards its emissions reduction targets.
Diversity, Equity and Inclusion in Leadership – Steady progress towards
increasing female leadership to 35% by 2025, remaining above the
externally recommended target set by FTSE Female Leaders Review of
40% in Executive Committee and direct reports.
Reputation, ethics and compliance – no new material ESG, ethical or
compliance breaches resulting in significant reputational damage for
the Group.
The Group made good progress against many of the key strategic and
operational objectives set at the beginning of the year:
Establishing partnership agreements in the US (CEO: 10%) – Met based
on the progress the Company continued to make in the US including
launches with DraftKings in Michigan, Pennsylvania and New Jersey
and new platform deals in Delaware North and Ocean Casino Resort
Playtech and MGM Resorts International announced a strategic
partnership, which will offer new and unique live casino content from Las
Vegas to operators in regulated markets outside the US.
Positive resolution of the Caliente agreement (CEO: 10%) – Met as the
Caliente dispute was resolved in September 2024 with a new contract
now in place.
ESG (CEO: 10%; CFO: 10%) – Met based on the overall progress on
key material ESG objectives and towards meeting its short-term and
long-term commitments and targets (including progress on net zero),
external recognition as well as improved ESG rater scores (please see
the Responsible Business and Sustainability section in the Annual Report
for further details).
Delivering financial gains from driving efficiencies (CFO: 10%) – Met
based on the significant cost efficiencies delivered as part of the
Company’s multi-year transformation programme which helped drive the
Company’s strong performance in the year.
Expansion of the treasury function and review of forecasting and internal
controls functions (CFO: 10%) – Met on the basis of the strong progress in
the year including further establishment of a Treasury function (reducing
number of bank accounts, introducing cash pooling and optimising funds
held in various jurisdictions including for progressive jackpots).
The financial performance of Playtech was strong in 2024 with performance
exceeding the maximum target for both adjusted EBITDA and cash flow. In
combination with the performance against the strategic and non-financial
metrics, this resulted in a 2024 annual bonus outcome for the CEO and
CFO of 100% of maximum, corresponding to 200% and 150% of salary. The
outcomes result in a total payment of £1,688,000 and £600,000 for the CEO
and CFO, respectively. These payments will be made once the 2024 Annual
Report and Accounts have been signed off, with a third of these amounts
(after tax) being used to purchase shares in the market at this time, which are
subject to recovery for two years.
The Committee is satisfied that the annual bonus payments to Executive
Directors are a fair reflection of corporate and individual performance during
the year.
LTIP vesting in the year
No award was granted in 2021, due to the Company being in a closed period for 2021 and, as such, there was no LTIP vesting in the year.
The LTIP award granted to Mor Weizer in August 2022 will vest subject to an EPS performance condition measured over a three-year period from
1 January 2022 to 31 December 2024, and a relative TSR performance condition measured over a three-year period from 19 August 2022 to 18 August 2025.
Based on performance to 31 December 2024, the outcome for Mor Weizer is expected to be as follows:
Weighting
% of award
vesting for
threshold
performance
Threshold
performance
Maximum
performance
Actual
performance
Outcome
(% of
maximum)²
Relative TSR – FTSE 250 index (excluding investment
trusts) (Estimated as at 31 December 2024)
37.5% 25% -1.05%
(median)
39.79%
(upper quartile)
38.94%
98.43%
Relative TSR – bespoke
1
(Estimated as at
31 December 2024)
37.5% 25% 38.62%
(median)
88.08%
(upper quartile)
25.48%
EPS growth 25% 0% 10% p.a.
compounded
15% p.a.
compounded
20.58% 100%
Tot al 100% 71.47%
1
The bespoke peer group for the 2022 LTIP awards consisted of 888 Holdings plc, Aristocrat Leisure Limited, Betsson AB (B shares), DraftKings A, Entain plc, Evolution AB, Flutter Entertainment
plc, International Game Technology plc, Kindred Group plc, Light & Wonder inc, Greek Organization of Football Prognostics S.A. (OPAP S.A.), and Rank Group plc.
2
Vesting outcome has been determined based on the final EPS outcome and estimated Relative TSR outcomes based on performance to 31 December 2024.
Playtech plc Annual Report
and Financial Statements 2024 142
Remuneration Report continued
Prior to his appointment to the Board, in 2022, Chris McGinnis was granted
a cash-based LTIP award on equivalent terms to other below-Board
employees at that time. Based on performance to 31 December 2024, the
outcome for Chris McGinnis is expected to be 80.98%.
LTIP awards (audited)
As noted previously, no LTIP award was granted in 2024, as a result of being
in a closed period for the majority of the year in relation to the sale of the
Snaitech business.
Implementation of Policy for 2025
This section sets out the proposed implementation of the Directors
Remuneration Policy in 2025. The proposed implementation does not
contain any deviations from the Directors’ Remuneration Policy approved by
shareholders at the December 2024 General Meeting.
Salary and fee review
As stated last year, salary reviews for the Executive Directors take place at
the beginning of the calendar year as this will result in the alignment of salary
reviews with the Company’s financial year.
The average salary increase for 2025 awarded to those employees across
the UK workforce who were eligible to receive a salary increase was c.4%.
The Committee reviewed the CEO’s and CFO’s salaries and determined that
there would be no increase effective 1 January 2025.
The Committee reviewed the fees paid to the Chairman and the Non-
executive Directors, and it was decided that these remain appropriate
following the increase awarded on 1 January 2023. There will, therefore, be no
increases to the fees for this population effective from 1 January 2025.
As such, the current basic salary levels of the Executive and Non-executive
Directors from 1 January 2025 (together with the Euro equivalent at
31 December 2024 based on the exchange rate between sterling and euro
used in the accounts) are:
CEO: £844,000 (€1,018,471);
CFO: £400,000 (€482,688).
Chairman: £350,000 (€422,352);
Non-executive Director base fee: £140,000 (€168,941);
Additional Committee Chair fee: £15,000 (€18,101); and
Senior Independent Director fee: £160,000 (€193,075).
Benefits
Benefits will continue to be provided in line with the approved Policy.
Pension
The pension contributions to Executive Directors will be 7.5% of salary, which
is in line with the wider workforce.
Annual bonus
The annual bonus opportunity will remain unchanged at 200% of salary for the CEO and 150% of salary for the CFO.
For 2025, bonuses for the Executive Directors will be based on the following:
Weighting Performance target
Adjusted EBITDA 40% Commercially confidential
Cash flow 40% Commercially confidential
Non-financial and strategic objectives 20% Commercially confidential
The Adjusted EBITDA and cash flow targets have been set in line with the Company’s internal business plan. The Committee considers the precise targets to
be commercially confidential at this time, but these will be disclosed retrospectively in next year’s Annual Report on Remuneration.
The non-financial and strategic objectives will include ESG measures, consistent with the approach taken in 2024.
The level of bonus payable by reference to the financial performance of the Company will be determined on a sliding scale. There will be retrospective
disclosure of the targets and performance in next year’s report.
The annual bonus will be subject to recovery and withholding provisions in relation to material misstatement, gross misconduct, or material error in calculation,
for a serious reputational event and in the event of corporate failure. These provisions will apply for a period of three years after payment.
In line with the proposed Policy, 33.3% of any bonus earned will be payable in deferred shares.
Long Term Incentive – Playtech Transformation Plan
Following completion of the Sale, one-off awards will be made under the Playtech Transformation Plan (“PTP”), approved by shareholders at the December
2024 General Meeting.
Executive Directors are entitled to participate in a pool (the “PTP pool”) of value, which shares 10% of any future distributions or other returns (excluding the
Distribution from the net Sale proceeds) of value (including the part of such value attributed to the PTP) to Playtech Shareholders, and up to 10% of the market
capitalisation of the Company (on a diluted basis including to take account of the awards under the PTP) at the end of a five-year measurement period, subject
to the achievement of stretching performance conditions over the same measurement period.
The CEO and CFO have a share in the PTP pool of 30% and 10%, respectively. Awards will be subject to the below performance measures, which are
measured on an annual basis. The financial targets will be measured over the annual financial year at the end of the measurement period. To the extent that
these performance targets are met in a financial year earlier than 2029 (the end of the measurement period), then the target for the relevant element will be
deemed to have been achieved, regardless of actual performance in 2029, but entitlements resulting from the achievement of that element will remain subject
to continued employment (or “Good Leaver” status) until the five-year anniversary of completion of the Sale and will vest in line with the normal timescales.
In the event that either of the financial performance targets have not been met in full at any point during the measurement period, the relevant element will not
lapse for a further two years. If, during the two-year period following the end of the measurement period, enhanced Adjusted EBITDA and cash-generation
targets calibrated at a 5% increase to the five-year performance conditions set out below are achieved, then, subject to continued employment (or “Good
Leaver” status), awards will vest 50% immediately and 50% on the seven-year anniversary of the completion of the Sale.
Playtech plc Annual Report
and Financial Statements 2024 143
Strategic report Governance Financials Company information
A
Annual report on remuneration continued
Remuneration Report continued
Weighting Threshold (0% vesting) Maximum (100% vesting)
Adjusted EBITDA 37.5% €250m €300m
Cash generation¹ 37.5% €70m €100m
Continued employment 25% - -
1
Cash generation is defined as Adjusted EBITDA less IFRS 16 leases, capex and capital development, financing costs and taxes.
2
Vesting between threshold and maximum occurs on a straight-line basis.
PTP awards will be subject to recovery and withholding provisions in relation to material misstatement, gross misconduct, fraud, error, serious reputational
damage, material failure of risk management and corporate failure. These provisions will apply for a period of two years post vesting.
Although not anticipated, in the event that the Sale does not complete in 2025, an award will be made under the historic LTIP plan of up to 200% of salary for the
CEO and CFO, respectively. The performance metrics and targets that would apply to these awards would be disclosed in the 2025 Directors’ Remuneration
Report.
Dilution limits
All of the Company’s equity-based incentive plans incorporate the current Investment Association Guidelines on headroom, which provide that overall
dilution under all plans should not exceed 10% over a ten-year period in relation to the Company’s issued share capital (or reissue of treasury shares). The
Committee monitors the position, and prior to the making of any award considers the effect of potential vesting of options or share awards to ensure that the
Company remains within these limits. Any awards that are required to be satisfied by market purchased shares, are excluded from such calculations. As at
31 December 2024, we hold Nil Treasury Shares. As at 1 January 2024, we held Nil shares in Treasury.
Review of performance
The following graph shows the Company’s total shareholder return (TSR) performance over the past ten years; the Company’s TSR is compared with a broad
equity market index. The index chosen here is the FTSE 250, which is considered the most appropriate published index.
The Remuneration Committee believes that the Remuneration Policy and the supporting reward structure provide a clear alignment with the strategic
objectives and performance of the Company. To maintain this relationship, the Remuneration Committee constantly reviews the business priorities and the
environment in which the Company operates. The table below shows the total remuneration of the CEO over the last ten years and annual variable and
long-term incentive pay awards as a percentage of the plan maxima.
Remuneration of the CEO
(Mor Weizer) 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
Total remuneration
(€’000)
2,449 2,346 4,192 2,055 2,931 1,905 10,802 4,789 2,930
5,345
Annual bonus
(% of maximum)
87.5% 100% 93% 25% 65% 24% 100% 100% 95%
100%
LTIP vesting
(% of maximum)
1
70% 22% 46.16% 74.21% N/A
71.47%
1
As disclosed above, the LTIP award granted in 2022 is based on relative TSR performance until 18 August 2025, and, therefore, this figure represents the known EPS vesting and an estimate of
the relative TSR vesting as at 31 December 2024.
Dec 14
200
180
160
140
120
100
80
60
40
20
0
Dec 15
Playtech FTSE 250
Dec 16 Dec 17 Dec 18 Dec 19 Dec 20 Dec 21 Dec 22 Dec 23 Dec 24
Playtech plc Annual Report
and Financial Statements 2024 144
Percentage change in remuneration of Directors compared with employees
1
The following table sets out the percentage change in the salary/fees, benefits and bonus for each Director from 2021 to 2024 compared with the average
percentage change for employees. All percentages are calculated based on the GBP value of pay, as this reflects how pay is set, ignoring the impact of
exchange rate fluctuations. The increases, as detailed in this Report, reflect the additional time spent on the business during the intense period of activity during
the last two years.
Salary/fees Benefits Bonus
2020 to
2021
2021 to
2022
2022 to
2023
2023 to
2024
2020 to
2021
2021 to
2022
2022 to
2023
2023 to
2024
2020 to
2021
2021 to
2022
2022 to
2023
2023 to
2024
Executive
Directors
Mor Weizer -20.0% +2.0% +3.4% 0% -1.6% +10.5% -4.1% +2 .1% +233.3% +2.0% -1.7% +5.3%
Chris McGinnis N/A N/A +1,029.3%
4
+6.7% N/A N /A +1,101.7%
4
+1.6% N/A N/A N/A
4
0%
Non-executive
Directors
2,5
Brian Mattingley N/A +69.6%
-25.5% 0% N/A N /A N/A N/A N/A N/A N/A N/A
Ian Penrose +116.7% +12.3% -33.2% +200.0% N/A N /A N/A N/A N/A N/A N /A N/A
Anna Massion +114.4% +9.2% -38.5% 0% N/A N/A N/A N/A N/A N/A N/A N/A
Linda
Marston-Weston
N/A +260.0%
6
-38.5% +100..0% N/A N/A N /A N/A N/A N/A N/A N/A
Samy Reeb N/A N/A N/A +115.7% N/A N/A N/A N/A N/A N /A N/A N/A
Doreen Tan
7
N/A N/A N/A N/A N/A N /A N/A N/A N/A N/A N /A N/A
Wider
workforce
Average
employee –
UK based
+4.5% +11% +8% +3.1% +0.8% +9.4% +6.8% +8% -15.6% +83% -10% +24%
1
Playtech plc has no employees. The UK workforce was chosen as a comparator group as the Remuneration Committee looks to benchmark the remuneration of the Chief Executive Officer
with reference mainly to the UK market (albeit that he has a global role and responsibilities, and remuneration packages across the Group vary widely depending on local market practices and
conditions).
2
The percentage change figures shown above between 2020 and 2021 for the Non-executive Directors were updated to reflect additional fees paid during 2022 in respect of additional time
commitment during 2021.
3
The increase in the value of Mor Weizer’s benefits in 2022 was due to the provision of a fully expensed company car.
4
The increase in the value of Chris McGinnis’ salary and benefits in 2023 was due to his appointment to the Board part way through 2022. No change in the bonus amount can be provided for
2023 as he did not receive a bonus in respect of service as an Executive Director in 2022.
5
The increase for the Non-executive Directors in 2022 reflects additional fees paid in respect of the significant additional work performed in the year.
6
The increase in the value of Brian Mattingley and Linda Marston-Weston’s fees in 2022 was due to their appointment to the Board part way through 2021.
7
Doreen Tan joined the Board in the year; therefore, we are unable to compare changes in remuneration from prior years.
Playtech plc Annual Report
and Financial Statements 2024 145
Strategic report Governance Financials Company information
A
Annual report on remuneration continued
Remuneration Report continued
Pay ratio information in relation to the total remuneration of the Director undertaking the role of
Chief Executive Officer
The table below compares the single total figure of remuneration for the Chief Executive Officer with that of the Group employees who are paid at the 25th
percentile (lower quartile), 50th percentile (median) and 75th percentile (upper quartile) of its UK employee population between 2019 and 2024:
Year Methodology 25th percentile pay ratio Median pay ratio 75th percentile pay ratio
2024 Method A 99:1 68:1 46:1
2023 Method A 59:1 41:1 28:1
2022 Method A 114:1 75:1 51:1
2021 Method A 229:1 160:1 107:1
2020 Method A 43:1 31:1 21:1
2019 Method A 73:1 52:1 35:1
The employees included are those employed on 31 December 2024 and remuneration figures are determined with reference to the financial year to
31 December 2024. The CEO is paid in GBP sterling and the ratios have been calculated using the CEOs 2024 total single figure of remuneration expressed in
GBP sterling (£4.43 million).
Option A, as set out under the reporting regulations, was used to calculate remuneration for 2024, in line with the approach taken in 2023, as we believe that is
the most robust methodology for calculating these figures.
The value of each employee’s total pay and benefits was calculated using the single figure methodology consistent with the CEO, with the exception of annual
bonuses, where the amount paid during the year was used (i.e. in respect of the 2023 financial year) as 2024 employee annual bonuses had not yet been
determined at the time this report was produced. No elements of pay have been omitted. Where required, remuneration was approximately adjusted to be on a
full-time and full-year equivalent basis based on the employee’s contracted hours and the proportion of the year they were employed.
The table below sets out the salary and total pay and benefits for the three quartile point employees:
25th percentile 50th percentile 75th percentile
Salary
Total pay and
benefits Salary
Total pay and
benefits Salary
Total pay and
benefits
2024 £44,755 £44,755 £66,270 £65,270 £77,909 £95,273
The Committee considers that the median CEO pay ratio is consistent with the relative roles and responsibilities of the CEO and the identified employee. Base
salaries of all employees, including our Executive Directors, are set with reference to a range of factors, including market practice, experience and performance
in role. The CEOs remuneration package is weighted towards variable pay (including the annual bonus and LTIP) due to the nature of the role, and this means
the ratio is likely to fluctuate depending on the outcomes of incentive plans in each year. The higher ratio this year reflects the fact that there was an LTIP award
for the CEO in respect of the performance period ending 31 December 2024.
The Committee also recognises that, due to the flexibility permitted within the regulations for identifying and calculating the total pay and benefits for
employees, as well as differences in employment and remuneration models between companies, the ratios reported above may not be comparable to those
reported by other companies.
Relative importance of spend on pay
The following table sets out the amounts paid in share buybacks and dividends, and total remuneration paid to all employees:
Payouts
2024
€’ m
2023
€’ m
Change
%
Dividends
0%
Share buybacks
0%
Total employee remuneration
1
559.0
444.7 25.7%
1
Total employee remuneration for continuing and discontinued operations includes wages and salaries, social security costs, share-based payments and pension costs for all employees,
including the Directors.
Playtech plc Annual Report
and Financial Statements 2024 146
Directors’ interests in ordinary shares (audited)
Ordinary shares
Share awards and share options
31 December
Total interests at
December 2024Director 2024 2023 2024 2023
Executive Directors
2,3,4
Mor Weizer
1
412,475
376,475
2,061,662
2,761,662
2,474,137
Chris McGinnis
1
19,284
5,000
151,766
151,766
171,050
Non-executive Directors
4
Brian Mattingley
Ian Penrose
20,000
20,000
20,000
Anna Massion
32,000
32,000
32,000
Linda Marston-Weston
Samy Reeb
Doreen Tan
1
The CEO’s and CFO’s share ownership is 349% and 34% of salary, respectively, based on the closing share price of 715 pence on 31 December 2024.
2
Share options are granted for Nil consideration.
3
These options were granted in accordance with the rules of the Playtech Long Term Incentive Plan 2012 or the Playtech Long Term Incentive Plan 2022 (the “Option Plans”). Options under
the Option Plans are granted as Nil cost options and, in the case of Executive Directors exclusively, the options vest and become exercisable on the third anniversary of the notional grant date.
Unexercised options expire ten years after the date of grant, unless the relevant employee leaves the Group’s employment, in which case the unvested options lapse and any vested options
lapse three months after the date that the employment ends.
4
There was no change in share interests between 31 December 2024 and the date of publication.
Role and membership
The Remuneration Committee is currently comprised entirely of three
independent Non-executive Directors as defined in the Code. Samy Reeb
chairs the Committee, and the other members are Ian Penrose and Linda
Marston-Weston.
Details of attendance at the Remuneration Committee meetings are set out
on page 116 and their biographies and experience on pages 110 to 111.
The Committee operates within agreed terms of reference detailing its
authority and responsibilities. The Committee’s terms of reference are
available for inspection on the Company’s website, www.playtech.com, and
include:
determining and agreeing the Policy for the remuneration of the CEO, the
CFO, the Chairman and other members of the senior management team;
reviewing the broad Policy framework for remuneration to ensure it
remains appropriate and relevant;
reviewing the design of, and determining targets for, any performance-
related pay and the annual level of payments under such plans;
reviewing the design of and approving any changes to long-term
incentive or option plans; and
ensuring that contractual terms on termination and payments made are
fair to the individual and the Company and that failure is not rewarded.
The Remuneration Committee also considers the terms and conditions of
employment and overall remuneration of Executive Directors, the Company
Secretary and members of the senior management team and has regard to
the Company’s overall approach to the remuneration of all employees.
Within this context the Committee determines the overall level of salaries,
incentive payments and performance-related pay due to Executive
Directors and senior management. The Committee also determines the
performance targets and the extent of their achievement for both annual
and long-term incentive awards operated by the Company and affecting the
senior management. In order to manage any potential conflicts of interest, no
Director is involved in any decisions as to his/her own remuneration.
The Remuneration Committee takes advice from both inside and outside
the Group on a range of matters, including the scale and composition of the
total remuneration package payable to people with similar responsibilities,
skills and experience in comparable companies, sectors and geographies
that have extensive operations inside and outside the UK. A benchmarking
exercise of the highest paid 20 individuals has recently been undertaken,
to provide assurance that the remuneration levels and structures remain
appropriate.
During the year, the Remuneration Committee received assistance and
advice from the Company Secretary, Brian Moore (who is also secretary to
the Committee).
Playtech plc Annual Report
and Financial Statements 2024 147
Strategic report Governance Financials Company information
A
Annual report on remuneration continued
Remuneration Report continued
The Remuneration Committee has a planned schedule of at least three meetings throughout the year, with additional meetings and zoom calls held when
necessary. During 2024, the Committee met six times formally, and the Remuneration Committee or a quorum of the Remuneration Committee met, either in
person, or virtually, and regularly with the Remuneration Committee Adviser, on at least a further 15 occasions. A wide variety of issues were addressed during
these meetings:
Month Principal activity
January
Review of pay increases for 2024
March
Determine 2023 Executive Director bonus payouts
Setting performance criteria for 2024 Executive Director bonus awards
Consideration of fees for Non-executive Directors
Consideration of benchmarking proposals
Consideration of incentives for below-Board participants
June
Consideration of incentivisation arrangements in relation to members of Senior Management at Snaitech (following
completion of the Sale)
August/September/
November
Consideration of incentivisation arrangements in relation to members of Senior Management and the wider workforce
due to remain at Playtech (following completion of the Sale)
September
Determine final 2023 Executive Director bonus payouts following resolution of Caliente dispute
November
New Remuneration Policy for 2025 AGM
External advisers
PwC served as the independent adviser to the Committee during 2024. PwC is a member of the Remuneration Consultants Group and, as such, voluntarily
operates under the code of conduct in relation to Executive remuneration consulting in the UK. Total fees for advice provided to the Committee were £218,350
on a time and materials basis.
Engagement with shareholders and shareholder voting
The Directors’ Annual Report on Remuneration and the Directors’ Remuneration Policy were each subject to a shareholder vote at the AGM and General
Meeting held on 22 May 2024 and 19 December 2024, respectively, the results of which were as follows:
Payouts For Against Withheld
Approval of Remuneration Report (22 May 2024) 230,784,686 (96.04%) 9,519,223 (3.96%) 297,153
Approval of Remuneration Policy (19 December 2024) 148,939,100 (59.04%) 103,317,987 (40.96%) 1,309,976
Prior to the December General Meeting, there was extensive consultation
with a broad spectrum of the Company’s shareholders on the Resolutions
and, in particular, the revised Directors’ Remuneration Policy and two new
long-term incentive plans.
The Board of Playtech is grateful for the engagement of its shareholders in
advance of the General Meeting and is pleased that all Resolutions were
passed. The Board notes, however, the level of votes against the Resolutions.
Playtech will continue to engage with its shareholders regarding the
implementation of the Resolutions and, in accordance with the UK Corporate
Governance Code, the Company will publish an update on its continued
engagement within six months of the General Meeting.
Engagement with the wider workforce
With respect to employee engagement, the Board and Chairman of the
Remuneration Committee engages regularly with the COO of B2B, the
CEO of Snaitech, and the Global Head of Human Resources on strategic
and operational issues affecting, and of interest, to the workforce, including
remuneration, talent pipeline, and diversity and inclusion. The COO and
CEO are standing attendees at the Board meetings, including those of the
Remuneration Committee. In addition, the Company has established a
Speak Up hotline, which enables employees to raise concerns confidentially
and independently of management. Any concerns raised are reported into
the Head of Legal and Head of Compliance for discussion and consideration
by the Risk Committee.
The Board considers the current mechanisms appropriate for understanding
and factoring in stakeholder concerns into plc-level decision making.
However, the Board will assess whether additional mechanisms can
strengthen its understanding and engagement of stakeholder concerns in
the future.
Specifically, wide-ranging discussions were held during 2024 around
remuneration, reviewing the approach to reward for below-board participants
including the structure and cascade of long-term incentives to ensure the
most effective allocation of budget, both in respect of the ongoing annual
awards and those in connection with the Sale of Snaitech. Bonus targets and
quanta were reviewed to continue to improve the alignment of individual and
Group operating and strategic performance, including working in conjunction
with the ESG Committee.
By order of the Board
Samy Reeb
Chair of the Remuneration Committee
27 March 2025
Playtech plc Annual Report
and Financial Statements 2024 148
The Directors are pleased to present to shareholders their report and the
audited financial statements for the year ended 31 December 2024.
The Directors’ Report should be read in conjunction with the other sections of
this Annual Report: the Strategic Report, including the Responsible Business
and Sustainability Report and the Remuneration Report, all of which are
incorporated into this Directors’ Report by reference.
The following also form part of this report:
The reports on corporate governance set out on pages 106 to 153
Information relating to financial instruments, as provided in the notes to
the financial statements
Related party transactions as set out in Note 33 to the financial
statements
Annual Report and Accounts
The Directors are aware of their responsibilities in respect of the Annual
Report. The Directors consider that the Annual Report, taken as a whole, is
fair, balanced and understandable and provides the information necessary
for shareholders to assess the Groups performance, business model and
strategy. The Statement of Directors’ Responsibilities appears on page 153.
Principal activities and business review
The Group is the gambling industrys leading technology company, delivering
business intelligence-driven gambling software, services, content and
platform technology across the industry’s most popular product verticals,
including casino, live casino, sports betting, virtual sports, bingo and poker. It
is the pioneer of omni-channel gambling technology through its integrated
platform technology. During the year, we announced the proposed sale of
Snaitech, a directly owned Group subsidiary that operates a leading sports
betting and gaming brand in online and retail in Italy. This sale is on track to
complete in Q2 2025.
Playtech plc is a public listed company, with a premium listing on the Main
Market of the London Stock Exchange. It is incorporated in the Isle of Man
and domiciled in the UK.
The information that fulfils the requirement for a management report as
required by Rule 4.1.5 of the Disclosure Guidance and Transparency Rules
applicable to the Group can be found in the Strategic Report on pages
1 to 103, which also includes an analysis of the development, performance
and position of the Group’s business. A statement of the key risks and
uncertainties facing the business of the Group at the end of the year is found
on pages 94 to 101 of this Annual Report and details of the policies and the
use of financial instruments are set out in Note 6 to the financial statements.
Directors and Directors’ indemnity
The Directors of the Company who held office during 2024 and to date are:
Appointed Resigned
Brian Mattingley 01.06.2021
Mor Weizer 02.05.2007
Ian Penrose 01.09.2018
Anna Massion 02.04.2019 28.02.2025
Linda Marston-Weston 01.10.2021
Chris McGinnis 28.11.2022
Samy Reeb 04.01.2023
Doreen Tan 09.07.2024
Note: Brian Mattingley will stand down as Chairman and Director in the coming months.
With the exception of Brian Mattingley, all of the current Directors will stand
for election and/or re-election at the forthcoming Annual General Meeting to
be held on 21 May 2025.
Save as set out in Note 33 to the financial statements, no Director had a
material interest in any significant contract, other than a service contract or
contract for services, with the Company, or any of its operating companies, at
any time during the year.
The Company also purchased and maintained throughout 2024 Directors
and Officers’ liability insurance in respect of itself and its Directors.
Corporate governance statement
The Disclosure Guidance and Transparency Rules require certain
information to be included in a corporate governance statement in the
Directors’ Report. Information that fulfils the requirements of the corporate
governance statement can be found in the Governance Report on pages 106
to 153 and is incorporated into this report by reference.
Disclaimer
The purpose of these financial statements (including this report) is to provide
information to the members of the Company. The financial statements have
been prepared for, and only for, the members of the Company, as a body, and
no other persons. The Company, its Directors and employees, agents and
advisers do not accept or assume responsibility to any other person to whom
this document is shown or into whose hands it may come and any such
responsibility or liability is expressly disclaimed.
The financial statements contain certain forward-looking statements with
respect to the operations, performance and financial condition of the Group.
By their nature, these statements involve uncertainty since future events and
circumstances can cause results and developments to differ materially from
those anticipated. The forward-looking statements reflect knowledge and
information available at the date of preparation of these financial statements
and the Company undertakes no obligation to update these forward-looking
statements. Nothing in this document should be construed as a profit
forecast.
Results and dividend
The results of the Group for the year ended 31 December 2024 are set out
on pages 164 to 243. The Company is not recommending the payment of
a final dividend for the year ended 31 December 2024. This situation will be
reviewed throughout 2025.
Looking ahead to completion of the Snaitech Sale, the Board agreed that
this transaction represented a compelling opportunity to maximise value for
shareholders and, following completion of the disposal, the Company intends
to return between €1.7 billion and €1.8 billion by way of a special dividend.
Going concern, viability, responsibilities and disclosure
The current activities of the Group and those factors likely to affect its
future development, together with a description of its financial position, are
described in the Strategic Report. Critical accounting estimates affecting the
carrying values of assets and liabilities of the Group are discussed in Note 6
to the financial statements.
The principal and emerging risks are set out in detail in the Strategic Report
on pages 94 to 101 together with a description of the ongoing mitigating
actions being taken across the Group. The Board carries out a robust
assessment of these risks on an annual basis, with regular updates being
presented at Board and Board Committee meetings. These meetings
receive updates from Finance, Legal, Tax, Operations, Internal Audit,
Regulatory and Compliance, Data Protection, Human Resources, IT
Security and Group Secretariat. The Group maintains a risk register, which is
monitored and reviewed on a continuous basis.
A
Directors’ report
Playtech plc Annual Report
and Financial Statements 2024 149
Strategic report Governance Financials Company information
During 2024, the Board carried out an assessment of these principal risks
facing the Group, including those factors that would threaten its future
performance, solvency or liquidity. This ongoing assessment forms part of
the Group’s strategic plan.
After making appropriate enquiries and having regard to the Groups cash
balances and normal business planning and control procedures, to include
a detailed analysis of various scenarios, the Directors have a reasonable
expectation that the Company and the Group have adequate resources
to continue in operational existence and meet their liabilities for a period
of at least 15 months from the date of approval of the financial statements.
In respect of the viability assessment, the Directors reviewed a three-year
forecast considering the viability status for the period to December 2027
in accordance with the Groups three-year plan, which is considered to
be an appropriate period over which the Group can predict its revenue,
cost base and cash flows with a higher degree of certainty, as opposed to
more arbitrary forms of forecasts based solely on percentage increases.
Notwithstanding projected profitability over the forecast period, the Directors
have no reason to believe that the Groups viability will be threatened over
a period longer than that covered by the positive confirmation of long-term
viability as per the Viability Statement on pages 102 to 103. Given the above,
the Directors continue to adopt the going concern basis in preparing the
accounts.
Significant shareholdings
As of 24 March 2025, the Company had been advised of the following
significant shareholders each holding more than 3% of the Companys
issued share capital, based on 309,294,243 ordinary shares in issue.
%
No. of ordinary
shares
Interactive Brokers (EO) 7.82 24,349,859
Albula Investment Fund 5.37 16,594,432
Vanguard Group 4.96 15,366,289
TT Bond Partners 4.93 15,237,921
Future Capital Group 4.85 15,000,000
Blackrock 4.67 14,436,383
Mr Paul Suen Cho Hung 4.56 14,115,010
UBS Stocklending Collateral 3.82 11,814,975
Dimensional Fund Advisors 3.52 10,914,040
Newtyn Partners 3.26 10,083,656
The persons set out in the table above have notified the Company pursuant
to Rule 5 of the Disclosure Guidance and Transparency Rules of their
interests in the ordinary share capital of the Company.
The Company has not been notified of any changes to the above
shareholders between 24 March 2025 and the date of this report.
Capital structure
As at 28 February 2025, the Company had 309,294,243 issued shares
of no-par value. The Company has one class of ordinary share and each
share carries the right to one vote at general meetings of the Company and
to participate in any dividends declared in accordance with the articles of
association. No person has any special rights of control over the Company’s
share capital.
The resolution covering the authorities under the Company’s articles of
association for the Directors to issue new shares for cash was not passed at
the Company’s Annual General Meeting held in May 2024. Consideration is
being given as to whether a resolution will be put forward to shareholders at
this year’s Annual General Meeting to consider and approve the authority for
the Company to issue shares for cash.
Articles of association
The articles of association contain provisions similar to those which are
contained within the articles of association of other companies in the
gambling industry, namely to permit the Company to: (i) restrict the voting
or distribution rights attaching to ordinary shares; or (ii) compel the sale
of ordinary shares if a “Shareholder Regulatory Event” (as defined in the
articles of association) occurs. A Shareholder Regulatory Event would occur
if a holder of legal and/or beneficial interests in ordinary shares does not
satisfactorily comply with a regulator’s request(s) and/or the Company’s
request(s) in response to regulatory action and/or the regulator considers
that such shareholder may not be suitable (a determination which in all
practical effects is at the sole discretion of such regulator) to be the holder of
legal and/or beneficial interests in ordinary shares. Accordingly, to the extent
a relevant threshold of ownership is passed, or to the extent any shareholder
may be found by any such regulator to be able to exercise significant and/or
relevant financial influence over the Company and is indicated by a regulator
to be unsuitable, a holder of an interest in ordinary shares may be subject
to such restrictions or compelled to sell its ordinary shares (or have such
ordinary shares sold on its behalf).
Voting rights
Subject to any special rights or restrictions as to voting attached to any
shares by, or in accordance with, with the articles of association, on a show of
hands every member who is present in person, or by proxy, and is entitled to
vote, has one vote and, on a poll, every member who is present in person or
by proxy and entitled to vote has one vote for every share of which he is the
holder.
Restrictions on voting
No member shall, unless the Board otherwise determines, be entitled to vote
at a general meeting or at any separate meeting of the holders of any class
of shares, either in person or by proxy, in respect of any share held by him or
to exercise any right as a member unless all calls or other sums presently
payable by him in respect of that share have been paid to the Company.
In addition, any member who, having been served with a notice by the
Company requiring such member to disclose to the Board in writing, within
such reasonable period as may be specified in such notice, details of any
past or present beneficial interest of any third party in the shares or any other
interest of any kind whatsoever which a third party may have in the shares,
and the identity of the third party having or having had any such interest, fails
to do so may be disenfranchised by service of a notice by the Board.
Transfer
Subject to the articles of association, any member may transfer all, or any,
of his or her certificated shares by an instrument of transfer in any usual
form, or in any other form, which the Board may approve. The Board may,
in its absolute discretion, decline to register any instrument of transfer of
a certificated share that is not a fully paid share or on which the Company
has a lien. The Board may also decline to register a transfer of a certificated
share unless the instrument of transfer is: (i) delivered for registration to the
registered agent, or at such other place as the Board may decide; and (ii)
accompanied by the certificate for the shares to be transferred, except in the
case of a transfer where a certificate has not been required to be issued by
the certificate for the shares to which it relates and/or such other evidence
as the Board may reasonably require to prove the title of the transferor and
the due execution by him of the transferor, if the transfer is executed by some
other person on his behalf, the authority of that person to do so, provided that
where any such shares are admitted to AIM, the Official List maintained by
the UK Listing Authority or another recognised investment exchange.
A
Directors’ report continued
Playtech plc Annual Report
and Financial Statements 2024 150
Amendment of the Company’s articles of association
Any amendments to the Company’s articles of association may be made in
accordance with the provisions of the Isle of Man Companies Act 2006 by
way of special resolution.
Appointment and removal of Directors
Unless and until otherwise determined by the Company by ordinary
resolution, the number of Directors (other than any alternate Directors) shall
not be less than two and there shall be no maximum number of Directors.
Powers of Directors
Subject to the provisions of the Isle of Man Companies Act 2006, the
memorandum and the articles of association of the Company and to any
directions given by special resolution, the business of the Company shall be
managed by the Board, which may exercise all the powers of the Company.
Appointment of Directors
Subject to the articles of association, the Company may, by ordinary
resolution, appoint a person who is willing to act to be a Director, either to fill a
vacancy, or as an addition to the existing Board, and may also determine the
rotation in which any Directors are to retire. Without prejudice to the power of
the Company to appoint any person to be a Director pursuant to the articles
of association, the Board shall have power at any time to appoint any person
who is willing to act as a Director, either to fill a vacancy or as an addition to
the existing Board, but the total number of Directors shall not exceed any
maximum number fixed in accordance with the articles of association. Any
Director so appointed shall hold office only until the next Annual General
Meeting of the Company following such appointment and shall then be
eligible for re-election but shall not be taken into account in determining the
number of Directors who are to retire by rotation at that meeting.
Retirement of Directors
At each Annual General Meeting, one-third of the Directors (excluding any
Director who has been appointed by the Board since the previous Annual
General Meeting) or, if their number is not an integral multiple of three, the
number nearest to one-third but not exceeding one-third shall retire from
office (but so that if there are fewer than three Directors who are subject to
retirement by rotation under this article one shall retire).
Removal of Directors
The Company may by ordinary resolution passed at a meeting called for
such purpose, or by written resolution consented to by members holding
at least 75% of the voting rights in relation thereto, remove any Director
before the expiration of his period of office notwithstanding anything in the
articles of association or in any agreement between the Company and such
Director and, without prejudice to any claim for damages, which he may have
for breach of any contract of service between him and the Company, may
(subject to the articles) by ordinary resolution, appoint another person who is
willing to act as a Director in his place. A Director may also be removed from
office by the service on him of a notice to that effect signed by all the other
Directors.
Significant agreements
There are no agreements or arrangements to which the Company is a party
that are affected by a change in control of the Company following a takeover
bid, and which are considered individually significant in terms of their impact
on the business of the Group as a whole.
The rules of certain of the Company’s incentive plans include provisions that
apply in the event of a takeover or reconstruction.
Related party transactions
Details of all related party transactions are set out in Note 33 to the financial
statements. Internal controls are in place to ensure that any related party
transactions involving Directors, or their connected persons are carried out
on an arm’s length basis and are disclosed in the financial statements.
Political and charitable donations
During the year ended 31 December 2024, the Group not only made
charitable donations of €3.0 million (2023: €2.5 million), primarily to charities
that fund research into, and for the treatment of, problem gambling, but
also to a variety of charities operating in countries in which the Company’s
subsidiaries are based.
The Group made no political donations during this period (2023: Nil).
Sustainability and employees
Information with respect to the Groups impact on the environment and other
matters concerning sustainability can be found on pages 48 to 93.
Employee engagement continues to be a top priority across the Group
and, in accordance with principle D of the Code, we are looking at ways
to increase engagement with our workforce and a further update will
be included in next year’s Annual Report. Various initiatives involving our
employees are set out in the Strategic Report on pages 48 to 93 and in the
statement dealing with our relationship with stakeholders on pages 44 to 47.
Applications for employment by disabled persons are always fully and
fairly considered, bearing in mind the aptitude and ability of the applicant
concerned. The Group places considerable value on the involvement of its
employees and has continued to keep them informed of matters affecting
them as employees and on the performance of the Group and has run
information days for employees in different locations across the Group
during the year. Details of our engagement with stakeholders are set out on
pages 44 to 47. Some employees are stakeholders in the Company through
participation in share option plans. Information provided by the Company
pursuant to the Disclosure Guidance and Transparency Rules is publicly
available via the regulatory information services and the Company’s website,
www.playtech.com.
Branches
Playtech plc has established a branch in England and Wales.
The Company’s subsidiary, Playtech Holdings Limited, has established
branches in Argentina, England and Wales. Playtech Software Limited (UK)
has established a branch in Gibraltar. Intelligent Gaming Systems Limited has
established a branch in Argentina. Quickspin AB has established a branch
in Malta. V.B. Video (Cyprus) Limited has established a branch in Italy. VF
2011 Limited has established a branch in Gibraltar and Playtech Software
Bulgaria Limited has established a branch in Spain. Trinity Support Limited
has established a branch in Malta. Playtech Retail Limited has established
a branch in The Philippines. S-Tech Limited has established a branch in The
Philippines. Paragon Customer Care Limited has established a branch in The
Philippines. All three branches in The Philippines are in the process of being
closed.
Regulatory disclosures
The information in the following tables is provided in compliance with the
Listing Rules and the Disclosure Guidance and Transparency Rules (DTRs).
The DTRs also require certain information to be included in a corporate
governance statement in the Directors’ Report. Information that fulfils the
requirements of the corporate governance statement can be found in the
Governance Report on page 112 and is incorporated into this Directors’
Report by reference.
Playtech plc Annual Report
and Financial Statements 2024 151
Strategic report Governance Financials Company information
Disclosure table pursuant to Listing Rule 9.8.4C
Listing Rule Information included Disclosure
9.8.4(1) Interest capitalised by the Group None
9.8.4(2) Unaudited financial information None
9.8.4(4) Long-term incentive scheme only involving a Director None
9.8.4(5) Directors’ waivers of emoluments None
9.8.4(6) Directors’ waivers of future emoluments None
9.8.4(7) Non-pro-rata allotments for cash None
9.8.4(8) Non-pro-rata allotments for cash by major subsidiaries None
9.8.4(9) Listed company is a subsidiary of another N/A
9.8.4(10) Contracts of significance None
9.8.4(11) Contracts of significance involving a controlling shareholder None
9.8.4(12) Waivers of dividends None
9.8.4(12) Waivers of future dividends None
9.8.4(14) Agreement with a controlling shareholder None
Additional information provided pursuant to Listing Rule 9.8.6
Listing Rule Information included Disclosure
9.8.6(1) Interests of Directors (and their connected persons) in the shares of the Company at
the year end and not more than one month prior to the date of the notice of AGM
See page 147
9.8.6(2) Interests in Playtech shares disclosed under DTR5 at the year end and not more than
one month prior to the date of the notice of AGM
See page 150
9.8.6(3) The going concern statement See page 37
9.8.6(4)(a) Amount of the authority to purchase own shares available at the year end 30,929,424
9.8.6(4)(b) Off-market purchases of own shares during the year None
9.8.6(4)(c) Off-market purchases of own shares after the year end None
9.8.6(4)(d) Non-pro-rata sales of treasury shares during the year None
9.8.6(5) Compliance with the principles of the UK Corporate Governance Code See the statement on page 112
9.8.6(6) Details of non-compliance with the UK Corporate Governance Code See the statement on page 112
9.8.6(7) Re Directors proposed for re-election, the unexpired term of their service contract
and a statement about Directors without a service contract
The CEO and CFO serve under service contracts
described on page 114. The Chairman and the Non-
executive Directors serve under letters of appointment
described on page 114
9.8.6(8) TCFD Recommendations and Recommended Disclosures See pages 86 to 92
9.8.6(9) Statement on Board diversity See page 115
9.8.6(10) Numerical data on ethnic background See page 115
9.8.6(11) Explanation of approach to collecting data for LR9.8.6 R (9) and (10) See page 115
Statement of Directors’ Responsibilities
The Directors have elected to prepare the consolidated financial statements
for the Group in accordance with UK-adopted International Accounting
Standards and have elected to prepare the Company financial statements in
accordance with FRS 101 Reduced Disclosure Framework.
The Directors are responsible under applicable law and regulation for
keeping proper accounting records, which disclose with reasonable
accuracy at any time the financial position of the Group, for safeguarding the
assets and for taking reasonable steps for the prevention and detection of
fraud and other irregularities.
In preparing each of the Group and Parent Company financial statements,
the Directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and
prudent;
for the Group financial statements, state whether they have been
prepared in accordance with International Accounting Standards as
adopted by the UK subject to any material departures disclosed and
explained in the financial statements;
A
Directors’ report continued
Playtech plc Annual Report
and Financial Statements 2024 152
for the Parent Company financial statements state whether they have
been prepared in accordance with UK accounting standards (FRS 101),
subject to any material departures disclosed and explained in the parent
Company financial statements;
assess the Group and Parent Company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern;
use the going concern basis of accounting unless they either intend to
liquidate the Group or the Parent Company or to cease operations, or
have no realistic alternative but to do so; and
prepare financial statements that give a true and fair view of the state of
affairs of the Group and the Parent Company and of the profit or loss of
the Group and the Parent Company for that period.
The Directors are responsible for keeping adequate accounting records that
are sufficient to show and explain the Parent Company’s transactions and
disclose with reasonable accuracy at any time the financial position of the
Parent Company and enable them to ensure that its financial statements
comply with the Isle of Man Companies Act 2006. They are responsible
for such internal control as they determine is necessary to enable the
preparation of financial statements that are free from material misstatement,
whether due to fraud or error, and have general responsibility for taking such
steps as are reasonably open to them to safeguard the assets of the Group
and to prevent and detect fraud and other irregularities. The Directors are
responsible for the maintenance and integrity of the corporate and financial
information included on the Company’s website. Legislation in the Isle of Man
governing the preparation and dissemination of financial statements may
differ from legislation in other jurisdictions.
The Directors are responsible for keeping adequate accounting records that
are sufficient to show and explain the Groups transactions and disclose with
reasonable accuracy at any time the financial position of the Group. They
are also responsible for safeguarding the assets of the Group and, hence, for
taking reasonable steps for the prevention and detection of fraud and other
irregularities.
In addition, the Directors at the date of this report consider that the financial
statements, taken as a whole, are fair, balanced and understandable and
provide the information necessary for shareholders to assess the Group’s
performance, business model and strategy.
Website publication
Financial statements are published on the Company’s website. The
maintenance and integrity of the Company’s website is the responsibility
of the Directors. The Directors’ responsibility also extends to the ongoing
integrity of the financial statements contained therein.
Directors’ responsibilities pursuant to DTR4
Each of the Directors, whose names and functions are listed within the
Governance section on pages 110 to 111, confirm that, to the best of their
knowledge:
the Group financial statements, which have been prepared in accordance
with International Accounting Standards adopted by the UK, give a true
and fair view of the assets, liabilities, financial position and profit of the
Group; and
the Annual Report includes a fair review of the development and
performance of the business and the financial position of the Group
and the Company, together with a description of the principal risks and
uncertainties that they face.
Annual General Meeting
The Annual General Meeting provides an opportunity for the Directors to
communicate personally the performance and future strategy to non-
institutional shareholders and for those shareholders to meet with and
question the Board. All results of proxy votes are read out, made available
for review at the meeting, recorded in the minutes of the meeting and
communicated to the market and via the Group website.
The Annual General Meeting for 2025 is scheduled for 21 May 2025.
The notice convening the Annual General Meeting for this year, and an
explanation of the items of non-routine business, are set out in the circular
that accompanies the Annual Report.
Auditor
So far as each Director is aware, at the date of the approval of the financial
statements, there is no relevant audit information of which the Company’s
auditor is unaware. Each Director has taken all the steps that they ought
to have taken as a Director in order to make themselves aware of any
information needed by the Groups auditor for the purposes of its audit and to
establish that the auditor is aware of that information.
A resolution to reappoint BDO LLP as the Company’s auditor will be
submitted to the shareholders at this year’s AGM.
Approved by the Board and signed on behalf of the Board.
Chris McGinnis
Chief Financial Officer
27 March 2025
Playtech plc Annual Report
and Financial Statements 2024 153
Strategic report Governance Financials Company information
Notes to the financial statements continued
Financial
Statements
Playtech plc Annual Report
and Financial Statements 2024 154
Financial Statements
Independent Auditor’s report 156
Consolidated statement of
comprehensive income 164
Consolidated statement of changes
in equity 165
Consolidated balance sheet 166
Consolidated statement of cash flows 167
Notes to the financial statements 169
Company statement of
comprehensive income 244
Company balance sheet 245
Company statement of
changes in equity 246
Notes to the Company financial
statements 247
Company Information
Company information 257
Playtech plc Annual Report
and Financial Statements 2024 155
Strategic report Governance Financials Company information
Independent Auditors report
Opinion on the financial statements
In our opinion:
the financial statements give a true and fair view of the state of the Group’s and of the Parent Company’s affairs as at 31 December 2024 and of the Group’s
loss and Parent Company’s loss for the year then ended;
the Group financial statements have been properly prepared in accordance with UK-adopted international accounting standards;
the Parent Company financial statements have been properly prepared in accordance with UK Generally Accepted Accounting Practice; and
the Group and Parent Company financial statements have been prepared in accordance with the requirements of the Isle of Man Companies Act 2006.
We have audited the financial statements of Playtech plc (the “Parent Company”) and its subsidiaries (the “Group”) for the year ended 31 December 2024 which
comprise the Consolidated and Company Statements of Comprehensive Income, the Consolidated and Company Statements of Changes in Equity, the
Consolidated and Company Balance Sheets, the Consolidated Statement of Cash Flows and Notes to the financial statements, including material accounting
policy information.
The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and UK-adopted international
accounting standards. The financial reporting framework that has been applied in the preparation of the Parent Company financial statements is applicable
law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 Reduced Disclosure Framework (United Kingdom Generally
Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK)
(ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial
statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Our audit
opinion is consistent with the additional report to the Audit Committee.
Independence
We remain independent of the Group and the Parent Company in accordance with the ethical requirements that are relevant to our audit of the financial
statements in the UK, including the FRC’s Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with
these requirements. The non-audit services prohibited by that standard were not provided to the Group or the Parent Company.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors’ use of the going concern basis of accounting in the preparation of the financial
statements is appropriate. Our evaluation of the Directors’ assessment of the Group and the Parent Company’s ability to continue to adopt the going concern
basis of accounting included:
Evaluating the Directors’ process in determining the going concern assessment of the period to 30 June 2026 – this period was selected based on being
the first covenant reporting period after the minimum going concern assessment period of 12 months;
Confirming the assessment and underlying projections were approved by the Board as well as being prepared by appropriate individuals with sufficient
knowledge of the Groups industry, strategies and risks;
Considering the impact of the disposal of Snaitech and the Caliplay transaction including the likelihood of completion in both cases;
Understanding and assessing the key assumptions in the cash flow forecasts and challenging these against prior performance and our knowledge of the
business and industry;
Understanding and assessing the availability of additional financing that may be available to the Group throughout the going concern period including the
new revolving credit facility of €225.0m;
Confirming through enquiry with the Directors, review of Board minutes and review of external resources for any key future events that may have been
omitted from cash flow forecasts and assessing the impact these could have on future cash flows;
Assessing the Directors’ stress test scenarios and challenging whether other reasonably possible scenarios could occur;
Assessing the Directors’ reverse stress test to analyse the level of reduction in EBITDA that could be sustained before a covenant breach or liquidity event
would be indicated;
Confirming the financing facilities, repayment terms and financial covenants to supporting documentation and evaluating the Directors’ assessment of
covenant compliance throughout the going concern assessment period;
Considering the impact of inflation, including energy costs, other macroeconomic matters, and climate change;
Reviewing the post year-end cash position to assess any deterioration in cash balances;
Challenging the Directors as to matters outside of the going concern assessment period; and
Considering the adequacy of the disclosures relating to going concern included within the Annual Report against the requirements of the accounting
standards, and consistency of the disclosure against the forecasts and going concern assessment.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may
cast significant doubt on the Group’s and the Parent Company’s ability to continue as a going concern for a period of at least twelve months from when the
financial statements are authorised for issue.
Playtech plc Annual Report
and Financial Statements 2024 156
In relation to the Parent Company’s reporting on how it has applied the UK Corporate Governance Code, we have nothing material to add or draw attention
to in relation to the Directors’ statement in the financial statements about whether the Directors considered it appropriate to adopt the going concern basis of
accounting.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.
Overview
Key audit matters 2024 2023
Revenue recognition:
B2B Gaming revenue
Snaitech B2C revenue streams
Valuation and disclosure of the M&A Call option relating to Caliplay
Caliplay legal dispute
The Snaitech B2C revenue is no longer considered to be a key audit matter as it did not constitute an area of most
significance in the audit of the financial statements and did not require significant allocation of resources. Further, the
Snaitech component meets the definition of a discontinued operation. As such its revenues are no longer presented
within the Group’s continuing revenue and continuing Adjusted EBITDA as set out in the consolidated statement of
comprehensive income.
The Caliplay legal dispute is no longer considered to be a key audit matter following the agreement that was reached
between Caliplay and the Group. As a result of the agreement, the Group received the unpaid software and services fees
due from Caliplay, and the risk over the recoverability of receivables due from Caliplay at the reporting date has therefore
reduced
Group materiality
Group materiality reduced in the year following the Snaitech business being classified as discontinued. Final Group
materiality was €6.5m (2023: €13m) based on 3% of Adjusted Group EBITDA from continuing operations (2023: 3% of
Adjusted Group EBITDA).
An overview of the scope of our audit
Our Group audit was scoped by obtaining an understanding of the Group and its environment, the applicable financial reporting framework and the Groups
system of internal control. On the basis of this, we identified and assessed the risks of material misstatement of the Group financial statements including with
respect to the consolidation process.
We then applied professional judgement to focus our audit procedures on the areas that posed the greatest risks to the Group financial statements. We
continually assessed risks throughout our audit, revising the risks where necessary, with the aim of reducing the Group risk of material misstatement to an
acceptable level, in order to provide a basis for our opinion.
From the above risk assessment and planning procedures, we determined which of the Group’s components were likely to include risks of material
misstatement relevant to the Groups financial statements. We then determined the type of procedures to be performed at these components, and the extent to
which component auditors were required to be involved.
Components in scope
For components in scope, we used a combination of risk assessment procedures and further audit procedures to obtain sufficient appropriate evidence. These
further audit procedures included:
Procedures on the entire financial information (including Snaitech) of the components where we identified aggregation risk, including performing
substantive procedures – 11 components;
Procedures on one or more classes of transactions, account balances or disclosures for components where we identified low or no aggregation of risks – 15
components; and
Specified audit procedures – 7 components.
Procedures performed at the component level
We performed procedures to respond to Group risks of material misstatement at the component level. In determining components, we have considered
how components are organised within the Group, and the commonality of control environments, legal and regulatory framework, and level of aggregation
associated with individual entities. There is limited commonality of controls across the Group, with differences in jurisdictional risk, and the legal and regulatory
frameworks under which the entities operate, which prevent the further amalgamation of components.
Disaggregation
The financial information relating to Group risks is disaggregated across the Group. We performed procedures at the component level in relation to these risks
in order to obtain comfort over the residual population of Group balances. We also included an element of unpredictability when selecting components for
testing.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 157
Independent Auditors report continued
Locations
Playtech plc’s operations are spread over several geographical locations. We visited certain locations as part of the audit including the Groups operations in the
United Kingdom, Cyprus and Gibraltar. We also attended an inventory count in Slovenia. In addition, we visited component auditors in Italy, Austria and Sweden
as part of a planned rotation.
Working with other auditors
As Group auditor, we determined the components at which audit work was performed, together with the resources needed to perform this work. These
resources included component auditors. As Group auditor we are solely responsible for expressing an opinion on the financial statements.
In working with these component auditors, we held discussions with component audit teams on the significant areas of the Group audit relevant to the
components based on our assessment of the Group risks of material misstatement. We issued our Group audit instructions to component auditors based on
the nature and extent of their participation and role in the Group audit, and on the Group risks of material misstatement.
We directed, supervised and reviewed the component auditors’ work. This included, where considered necessary, holding meetings and calls during various
phases of the audit, working directly within the same electronic workspace, reviewing component auditor documentation in person or remotely, and evaluating
the appropriateness of the audit procedures performed and the results thereof.
Climate change
Our work on the assessment of potential impacts on climate-related risks on the Group’s operations and financial statements included:
Enquiries and challenge of management to understand the actions they have taken to identify climate-related risks and their potential impacts on the
financial statements and adequately disclose climate-related risks within the Annual Report;
Our own qualitative risk assessment taking into consideration the sector in which the Group operates and how climate change affects this particular
sector; and
Review of the minutes of Board and Sustainability Committee meetings and other papers related to climate change and performed a risk assessment as to
how the impact of the Group’s commitment may affect the financial statements and our audit.
We also assessed the consistency of managements’ disclosures included as “Other Information” on page 163 with the financial statements and with our
knowledge obtained from the audit.
Based on our risk assessment procedures, we did not identify there to be any Key Audit Matters materially impacted by climate-related risks and related
commitments.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period
and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified, including those which had the greatest
effect on: the overall audit strategy, the allocation of resources in the audit, and directing the efforts of the engagement team. These matters were addressed in
the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Playtech plc Annual Report
and Financial Statements 2024 158
Key audit matter (KAM) How the scope of our audit addressed the key audit matter
B2B Revenue
The Group’s revenue streams
and the related accounting
policies applied during the
period are detailed in Note 9 to
the financial statements
The KAM is in respect of the B2B revenue stream
(specifically licensee fee and fixed-fee income)
with a specific focus on revenue recognised in the
last two months of the year.
B2B revenue was considered a KAM due to the
level of audit focus required in this area, volume of
data and complexity of IT systems.
We tested B2B revenue recognised with the support of IT
specialists by completing the following:
Carried out end-to-end walkthroughs to understand the IT
system, processes and controls in place;
Performed a reconciliation of gaming data from IMS and
other associated databases to the billing database (used by
management to calculate revenue for invoicing);
For a sample of invoices, we independently recalculated
revenue based on the underlying source data to the
contractual terms in place and agreed a sample to cash
receipt;
Tested a sample of credit notes in the last two months of the
year and post year-end to ensure no material adjustments to
revenue were required;
For a sample of customers, analysed revenue for the year on
a monthly basis to identify exceptions and where considered
necessary, undertook further testing including assessing the
underlying source data; and
Performed test bets and traced these through to
source data.
Key observation
Based on the work performed we did not identify any evidence
of material misstatement and consider that revenue has been
appropriately recognised.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 159
Independent Auditors report continued
Key audit matter (KAM) How the scope of our audit addressed the key audit matter
Valuation and
disclosure of the
Playtech M&A Equity
Call Option over
Caliplay
Disclosure of the judgements
and estimates surrounding the
risks and further details are
within Notes 6 and 19 to the
financial statements.
This was considered a KAM due to the level of
audit team effort, and the degree of complexity,
judgement and estimation required in the valuation
as well as associated disclosures.
The valuation requires judgement in terms of the
inputs and the methodology applied to calculate
the fair value of €801.9 million (2023:
€730.2 million).
With the support of a management expert, the
Group determined the fair value based on a
discounted cash flow (DCF) approach with the
application of an exit multiple. This approach is
consistent with the approach used as of
31 December 2023.
The DCF approach includes risk due to the
estimates and judgements required. Management
have prepared a three-year forecast model as
part of the valuation. Due to the estimates and
judgements required there is a risk that the fair
value of the option is not appropriate, and the
valuation is materially misstated.
In 2024 the dispute with Caliplay resulted in an
agreement on a revised deal, which is expected
to complete on 31 March 2025. This revised
agreement, once completed, would see the
previous M&A Call Option and Change of Control
Option be amended so that on exercise Playtech
will receive a 30.8% equity interest in
Caliente Interactive Inc, Caliplay’s newly
incorporated US holding Company. With the
completion of this revised agreement the litigation
matters (which are currently on hold) will be fully
withdrawn by both the Group and Caliplay.
There is also a risk that the disclosures, sensitivities
given and disclosure of key judgements and
estimates are not complete and accurate.
With the support of our in-house valuation experts, we
challenged the key assumptions used by the Group in the
discounted cash flow model. Our audit work:
Challenged the cash flows used and key assumptions
underlying the cash flows, assessing them by reference to
historic performance and where possible by reference to
future growth rates compared to third party market data;
Recalculated the discount rates and challenged as to
whether appropriate risk premiums had been applied in the
context of market risk and the growth levels forecast;
Challenged the likelihood of the transaction completing in H1
2025 and hence the basis of the valuation being linked to the
expected 30.8% equity holding post completion;
Assessed the discounts applied to the valuation for potential
restrictions on the sale of the shares post exercise as well
as the fact Group does not control Caliplay given the 30.8%
equity holding;
Assessed the sensitivity analysis performed to changes in
key assumptions (such as discount rate, EBITDA margin, exit
multiple and revenue growth);
Considered any additional sensitivities required based
on the audit team’s assessment of the key inputs and
judgements;
Confirmed to contractual terms the expected share holdings
of the Group on exercise of the options; and
Checked the underlying models for mathematical accuracy.
We reviewed the disclosures in the Annual Report to ensure they
were materially complete and accurate, and that an appropriate
level of sensitivities have been provided on the impact of key
estimates and judgements on the valuation.
In respect of the valuation of the options, management was
supported by a third-party expert. We assessed the objectivity,
expertise and qualifications of the expert.
Key observations
Based on the work performed we consider that the fair value is
reasonable, the sensitivities demonstrate the susceptibility of
the fair value to change in assumptions and that the disclosures
meet with the requirements of the accounting framework.
Playtech plc Annual Report
and Financial Statements 2024 160
Our application of materiality
We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. We consider materiality to be the
magnitude by which misstatements, including omissions, could influence the economic decisions of reasonable users that are taken on the basis of the financial
statements.
In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality level, performance
materiality, to determine the extent of testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as immaterial as we
also take account of the nature of identified misstatements, and the particular circumstances of their occurrence, when evaluating their effect on the financial
statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole and performance materiality as follows:
Group financial statements Parent Company financial statements
2024
€’m
2023
€’m
2024
€’m
2023
€’m
Materiality €6.5m
€13.0m
€2.7m
€6.5m
Basis for determining
materiality
3% of adjusted EBITDA
from continuing
operations
3% of adjusted EBITDA
1.5% of total assets
(capped based on
Group materiality
requirements)
2% of total assets
(capped based on Group
materiality requirements)
Rationale for the benchmark
applied
Adjusted EBITDA from
continuing operations
is the key metric used
by analysts and the
Directors in assessing
the performance of
the business and in
banking covenants
and is the metric
expected to influence
economic decisions of
users of the financial
statements. The impact
on adjusted EBITDA
from discontinued
operations has been
excluded as we have
concluded that the
continuing operations
are the primary focus of
the users of the financial
statements.
Adjusted EBITDA is
the key metric used
by analysts and the
Directors in assessing
the performance of
the business and in
banking covenants and
is the metric expected
to influence economic
decisions of users of the
financial statements.
The Company is not
revenue or profit
generating, and
primarily consists of
intercompany and
investment balances.
As such, gross assets
are the primary metric
used by the users of the
financial statements.
2% of total assets
capped at 50% of Group
materiality. This was
calculated as a percentage
of Group materiality for
Group reporting purposes
given the assessment of
aggregation risk.
Performance materiality €4.2m
€8.5m
€1.8m
€4.2m
Basis for determining
performance materiality
65% of Group
materiality
65% of Group materiality
65% of parent Company
materiality
65% of parent Company
materiality
Rationale for the percentage
applied for performance
materiality
This was set by the audit
team in reference to the
level of adjustments
identified in the prior
year, level of sampling
work required and the
number of components.
This was set by the audit
team in reference to
the level of adjustments
identified in the prior year,
level of sampling work
required and the number
of components.
This was set by the audit
team in reference to the
level of adjustments
identified in the
prior year.
This was set by the audit
team in reference to
the level of adjustments
identified in the prior year.
Component performance materiality
For the purposes of our Group audit opinion, we set performance materiality for each component of the Group, based on a percentage of between 20% and
60% (2023: between 19% and 51%) of Group performance materiality dependent on the size and our assessment of the risk of material misstatement of that
component. Component performance materiality ranged from €0.8m (2023: €1.6m) to €3.8m (2023: €4.3m). In respect of Snaitech, which was classified as
discontinued operations, component performance materiality was based on 90% of Group performance materiality.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 161
Independent Auditors report continued
Reporting threshold
We agreed with the Audit Committee that we would report to them all individual audit differences in excess of €130k (2023: €260k). We also agreed to report
differences below this threshold that, in our view, warranted reporting on qualitative grounds.
Other information
The Directors are responsible for the other information. The other information comprises the information included in the Annual Report other than the financial
statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise
explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or
otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine
whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a
material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Directors’ Remuneration Report
The parent Company voluntarily prepares a Directors’ Remuneration Report in accordance with the provisions of the UK Companies Act 2006. The Directors
have requested that we audit the part of the Directors’ Remuneration Report specified by the Companies Act 2006 to be audited as if the Company were a
UK-registered listed Company. In our opinion, the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the
UK Companies Act 2006.
Corporate governance statement
The UK Listing Rules require us to review the Directors’ statement in relation to going concern, longer-term viability and that part of the Corporate Governance
Statement relating to the parent Company’s compliance with the provisions of the UK Corporate Governance Code specified for our review.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is
materially consistent with the financial statements or our knowledge obtained during the audit.
Going concern and
longer-term viability
The Directors’ statement with regards to the appropriateness of adopting the going concern basis of accounting and any
material uncertainties identified set out on page 149; and
The Directors’ explanation as to their assessment of the Group’s prospects, the period this assessment covers and why the
period is appropriate set out on page 102.
Other Code
provisions
Directors’ statement on fair, balanced and understandable set out on page 149;
Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 102;
The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems
set out on pages 94 to 101; and
The section describing the work of the Audit Committee set out on page 126 to 129
Responsibilities of Directors
As explained more fully in the Directors’ Governance report, the Directors are responsible for the preparation of the financial statements and for being satisfied
that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are
free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Groups and the parent Company’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the
Group or the parent Company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due
to fraud or error, and to issue an Auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
Playtech plc Annual Report
and Financial Statements 2024 162
Other matter
The comparative figures in the Company statement of Comprehensive
Income are unaudited.
Extent to which the audit was capable of detecting
irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws
and regulations. We design procedures in line with our responsibilities,
outlined above, to detect material misstatements in respect of irregularities,
including fraud. The extent to which our procedures are capable of detecting
irregularities, including fraud is detailed below:
Non-compliance with laws and regulations
We design procedures in line with our responsibilities, outlined above,
to detect non-compliance with laws and regulations. We gained an
understanding of the legal and regulatory framework applicable to the Group
and the industry in which it operates, through discussion with management
and our knowledge of the industry.
We focused on significant laws and regulations that could give rise to a
material misstatement in the financial statements, including, but not limited
to, the Isle of Man Companies Act 2006, the UK Listing Rules, certain gaming
license requirements, UK-adopted international accounting standards and
tax legislation.
Our procedures in respect of the above included:
Enquiries with the finance team, in-house legal counsel, head of
compliance and the Group Tax Director;
Review of minutes of meeting of those charged with governance for any
instances of non-compliance with laws and regulations;
Review of Internal Audit reports;
Review of correspondence with regulatory and tax authorities for any
instances of non-compliance with laws and regulations;
Review of financial statement disclosures;
Use of own knowledge in respect of regulatory changes in the industry;
Involvement of tax and financial crime specialists in the audit; and
Review of legal expenditure accounts to understand the nature of
expenditure incurred.
Fraud
We assessed the susceptibility of the financial statements to material
misstatement, including fraud. Our risk assessment procedures included:
Enquiry with management, the Audit Committee and those charged with
governance regarding any known or suspected instances of fraud;
Obtaining an understanding of the Groups policies and procedures
relating to detecting and responding to the risks of fraud, and internal
controls established to mitigate risks related to fraud.
Review of minutes of meeting of those charged with governance for any
known or suspected instances of fraud;
Discussion amongst the engagement team including involvement of our
forensic specialists as to how and where fraud might occur in the financial
statements;
Review of internal audit and whistleblowing reports;
Performing analytical procedures to identify any unusual or unexpected
relationships that may indicate risks of material misstatement due to
fraud; and
Considering remuneration incentive schemes and performance targets
and the related financial statement areas impacted by these.
Based on our risk assessment, we considered the areas most susceptible to
fraud to be management override of controls and revenue recognition. Our
procedures in respect of the assessing fraud risk included:
Testing a sample of journal entries throughout the year split between a
random sample of journals and those meeting a defined fraud risk criteria,
by agreeing to supporting documentation;
Testing a sample of journal entries posted to revenue, including those with
unusual account combinations;
Reviewing any unusual or related party transactions that do not appear to
be within the ordinary course of business;
Detailed substantive testing on revenue (including the tests in key audit
matters above); and
Challenging assumptions and judgements made by management in their
significant accounting estimates and judgements.
We also communicated relevant identified laws and regulations and
potential fraud risks to all engagement team members, including component
engagement teams, who were all deemed to have appropriate competence
and capabilities and remained alert to any indications of fraud or non-
compliance with laws and regulations throughout the audit.
Our audit procedures were designed to respond to risks of material
misstatement in the financial statements, recognising that the risk of not
detecting a material misstatement due to fraud is higher than the risk of
not detecting one resulting from error, as fraud may involve deliberate
concealment by, for example, forgery, misrepresentations or through
collusion. There are inherent limitations in the audit procedures performed
and the further removed non-compliance with laws and regulations is from
the events and transactions reflected in the financial statements, the less
likely we are to become aware of it.
A further description of our responsibilities is available on the Financial
Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This
description forms part of our auditor’s report.
Use of our report
This report is made solely to the parent Company’s members, as a body,
in accordance with our engagement letter dated 1 November 2024 and
section 80C of the Isle of Man Companies Act 2006. Our audit work has
been undertaken so that we might state to the parent Company’s members
those matters we are required to state to them in an Auditor’s report and for
no other purpose. To the fullest extent permitted by law, we do not accept
or assume responsibility to anyone other than the parent Company and the
parent Companys members as a body, for our audit work, for this report, or
for the opinions we have formed.
Oliver Chinneck (Recognised Auditor)
For and on behalf of BDO LLP, Statutory Auditor
London, UK
27 March 2025
BDO LLP is a limited liability partnership registered in England and Wales
(with registered number OC305127).
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 163
Consolidated statement of
comprehensive income
For the year ended 31 December 2024
2024
2023
ActualAdjustedActualAdjusted
Note €’m
€’m
1
€’m
2
€’m
1,2
Continuing operations
Revenue
9
848.0
848.0
771.9
771.9
Distribution costs before depreciation and amortisation
(553.0)
(527 .2)
(500 .7)
(49 9.4)
Administrative expenses before depreciation and amortisation
(156.7)
(95.5)
(112.9)
(91.4)
Impairment of financial assets
(10 .6)
(1 0.6)
(6 .3)
(4. 9)
EBITDA
10
127 .7
214.7
152.0
176. 2
Depreciation and amortisation
(104.2)
(98.0)
(1 0 7. 7)
(95. 7)
Impairment of property, plant and equipment, intangible assets
and right of use assets
16, 17, 18
(120.2)
(89.8)
Provision against asset held for sale
24
(4.3)
(Loss)/Profit on disposal of property, plant and equipment and
intangible assets
(0.9)
(0.9)
1. 6
1.6
Finance income
12A
30.2
30.2
10.2
10.2
Finance costs
12B
(46 .5)
(42. 7)
(41. 8)
(38.3)
Share of loss from associates
19A
(3.8)
(3.8)
(0. 9)
(0.9)
Unrealised fair value changes of equity investments
19B
5 1 .1
(6. 6)
Unrealised fair value changes of derivative financial assets
19C
61.5
153.4
Profit/(Loss) before taxation from continuing operations
10
(9.4)
99.5
7 0.4
53. 1
Income tax expense
10, 13
(127 . 1)
(41.0)
(82.5)
(38.9)
Profit/(Loss) after taxation from continuing operations
10
(136.5)
58.5
(1 2 .1)
14.2
Profit from discontinued operations, net of tax
8
112.3
164. 7
117.2
142.6
Profit/(Loss) for the year – total
(24.2)
223.2
105. 1
156.8
Other comprehensive loss:
Items that are or may be classified subsequently to profit or loss:
Exchange gain/(loss) arising on translation of foreign operations
12. 7
12.7
(7 .7)
(7 .7)
Other comprehensive income/(loss) for the year
12.7
12. 7
(7 .7)
(7 .7)
Total comprehensive income/(loss) for the year
(11.5)
235.9
9 7. 4
149. 1
Profit/(Loss) for the year attributable to the owners of the Company
Owners of the Company
(23.9)
2 23.5
105. 1
156.8
Non-controlling interests
25F
(0.3)
(0.3)
(24.2)
2 23.2
105. 1
156.8
Total comprehensive income/(loss) attributable to the
owners of the Company
Owners of the Company
(11.2)
236.2
9 7. 4
149. 1
Non-controlling interests
25F
(0.3)
(0.3)
(11.5)
235.9
9 7. 4
149. 1
Earnings per share attributable to the ordinary equity
holders of the Company
Profit or loss – total
Basic (cents)
14
(7 .8)
73.2
34.7
51.7
Diluted (cents)
14
(7 .8)
71.7
34.7
50.2
Profit or loss from continuing operations
Basic (cents)
14
(44.6)
19.2
(3.9)
4.7
Diluted (cents)
14
(44.6)
18.8
(3.9)
4.6
1
Adjusted numbers relate to certain non-cash and one-off items. The Board of Directors believes that the adjusted results more closely represent the consistent trading performance of the
business. A full reconciliation between the actual and adjusted results is provided in Note 10.
2
Comparative information has been represented as the Group now has discontinued operations, as further disclosed in Note 8.
Playtech plc Annual Report
and Financial Statements 2024 164
Consolidated statement of
changes in equity
For the year ended 31 December 2024
Total
attributable
Additional Employee EmployeeForeign to equityNon-
paid in termination Retained Benefit exchange holders of controllingTotal
capitalindemnities earningsTrustreserveCompanyinterestsequity
€’m€’m€’m€’m€’m€’m€’m€’m
Balance at 1 January 2023,
as previously reported
606. 0
0.4
1, 113.0
(17 .2)
0. 3
1,702.5
1,702.5
Prior year adjustment (Note 37)
15.3
15.3
15.3
Restated as at 1 January 2023
606.0
0.4
1, 128.3
(17 .2)
0. 3
1, 717 .8
1,717 .8
Total comprehensive income
for the year
Profit for the year
105. 1
105. 1
105. 1
Other comprehensive loss for the year
(7 .7)
(7 .7)
(7 .7)
Total comprehensive income/(loss)
for the year
105. 1
(7 .7)
97 .4
97 .4
Transactions with the owners
of the Company
Contributions and distributions
Exercise of options
(11 .9)
11.9
Equity-settled share-based payment
charge
6.3
6.3
6. 3
Transfer from treasury shares to
Employee Benefit Trust
5.8
6.7
(12.5)
Total contributions and distributions
5.8
1 .1
(0.6)
6.3
6.3
Total transactions with owners
of the Company
5.8
1 .1
(0.6)
6.3
6.3
Balance at 31 December 2023/
1 January 2024
611.8
0.4
1,234.5
(17 .8)
(7 .4)
1,821.5
1,821.5
Total comprehensive income
for the year
Loss for the year
(23.9)
(23.9)
(0.3)
(24.2)
Other comprehensive income for the year
12.7
12.7
12. 7
Total comprehensive income/(loss)
for the year
(23.9)
12.7
(11.2)
(0.3)
(11.5)
Transactions with the owners
of the Company
Contributions and distributions
Exercise of options
(9. 1)
9 .1
Equity-settled share-based
payment charge
5.3
5.3
5.3
Total contributions and distributions
(3.8)
9 .1
5.3
5.3
Acquisition of subsidiary with
non-controlling interests
(0.2)
(0.2)
Total changes in ownership interests
(0.2)
(0.2)
Total transactions with owners
of the Company
(3.8)
9 .1
5.3
(0.2)
5 .1
Balance at 31 December 2024
611.8
0.4
1,206.8
(8. 7)
5.3
1,815.6
(0.5)
1,815. 1
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 165
Consolidated balance sheet
As at 31 December 2024
202420232022
Note€’m
€’m
1
€’m
1
ASSETS
Property, plant and equipment
16
93.9
350.2
3 41 .4
Right of use assets
17
34.0
71.0
71.6
Intangible assets
18
314. 1
881.2
98 0.9
Investments in associates
19A
76.4
51.5
36 .6
Other investments
19B
152. 1
92.8
9.2
Derivative financial assets
19C
895.0
827.8
636.4
Trade receivables
21
1.9
1 .1
Deferred tax asset
31
16.6
7 7. 8
129.3
Other non-current assets
20
147 .0
1 3 7. 0
10 9.6
Non-current assets
1 , 7 2 9 .1
2,491.2
2,316. 1
Trade receivables
21
141.6
2 0 7 .1
163.9
Other receivables
22
85.8
100.5
107.6
Inventories
6 .9
6. 8
5.5
Cash and cash equivalents
23
268. 1
516. 2
426.5
502.4
830. 6
703.5
Assets classified as held for sale
24
1,066. 4
19.3
19.6
Current assets
1,568.8
8 49.9
723. 1
TOTAL ASSETS
3,297.9
3,341. 1
3,039 .2
EQUITY
Additional paid in capital
611.8
611.8
606.0
Employee termination indemnities
0. 4
0.4
0.4
Employee Benefit Trust
(8. 7)
(17 .8)
(17 .2)
Foreign exchange reserve
5.3
(7. 4)
0.3
Retained earnings
1,206.8
1,234.5
1, 128.3
Equity attributable to equity holders of the Company
1,815.6
1,821.5
1,717 .8
Non-controlling interests
(0.5)
TOTAL EQUITY
25
1,815. 1
1,821.5
1,717 .8
LIABILITIES
Bonds
27
4 4 7. 7
646. 1
348.0
Lease liability
17
26.5
61.9
54.0
Deferred revenues
1. 1
1.8
1.0
Deferred tax liability
31
19.2
161.6
124.8
Deferred and contingent consideration
29
9.8
5.8
2.3
Provisions for risks and charges
28
8 .9
1 0.0
Other non-current liabilities
32
15. 1
34.8
24 . 9
Non-current liabilities
519. 4
9 20. 9
565.0
Bonds
199.6
Trade payables
30
61.6
66.9
61.2
Lease liability
17
19.8
24. 9
31.8
Progressive operators’ jackpots and security deposits
23
99.8
111.0
114.3
Client funds
23
2.5
41. 9
39.8
Income tax payable
45.0
1 4.0
17 .3
Gaming and other taxes payable
4.8
116.1
112.8
Deferred revenues
5.8
4.4
5 .0
Deferred and contingent consideration
29
8. 1
0.4
0.6
Provisions for risks and charges
28
0 .6
3.9
Other payables
32
210.8
217 .5
1 6 9 .1
458.2
597.7
7 55.4
Liabilities directly associated with assets classified as held for sale
24
505.2
1 .0
1 .0
Current liabilities
963.4
598. 7
756 .4
TOTAL LIABILITIES
1,482.8
1,519. 6
1,321.4
TOTAL EQUITY AND LIABILITIES
3,297.9
3,341. 1
3,039 .2
The consolidated financial statements were approved by the Board and authorised for issue on 27 March 2025.
A
Mor Weizer
A
Chris McGinnis
Chief Executive Officer Chief Financial Officer
1
See Note 37 for details regarding a restatement as a result of a prior year error.
Playtech plc Annual Report
and Financial Statements 2024 166
20242023
Note€’m€’m
CASH FLOWS FROM OPERATING ACTIVITIES
(Loss)/Profit for the year
(24.2)
105. 1
Adjustments to reconcile net income to net cash provided by operating activities (see below)
452.7
2 99 .6
Net taxes paid
(37 .4)
(45.9)
Net cash from operating activities
391. 1
358.8
CASH FLOWS FROM INVESTING ACTIVITIES
Loans granted
20
(28. 1)
(23.8)
Loans repaid
2.8
0.4
Interest received
22 .9
8 .1
Dividend income
3.5
1.5
Acquisition of subsidiaries/assets under business combinations, net of cash acquired
18
(12.0)
(3.6)
Acquisition of property, plant and equipment
16
(62.3)
(57 .6)
Acquisition of intangible assets
(44. 7)
(35.7)
Capitalised development costs
(48.8)
(56. 7)
Acquisition of investment in associates
19A
(18.9)
(9.2)
Acquisition of investments at fair value through profit or loss
19B, 19C
(4. 9)
(94. 1)
Subcontractor option redemption
19C
(4 1.3)
Proceeds from the sale of property, plant and equipment and intangible assets
2 .1
2.5
Net cash used in investing activities
(188.4)
(309.5)
CASH FLOWS FROM FINANCING ACTIVITIES
Interest paid on bonds and loans and borrowings
(35.0)
(31.3)
Repayment of loans and borrowings
(7 7. 4)
Proceeds from loans and borrowings
79. 9
Proceeds from the issuance of 2023 Bond, net of issue costs
27
2 9 7. 2
Repayment of 2018 Bonds
27
(200. 0)
Repayment of 2019 Bonds
27
(200.0)
Payment of contingent consideration
(0.5)
(0.2)
Principal paid on lease liability
(25.8)
(23. 1)
Interest paid on lease liability
(4. 7)
(5.2)
Net cash (used in)/from financing activities
(266.0)
3 9.9
(DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS
(63.3)
89. 2
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR
516 .6
426.9
Exchange gain on cash and cash equivalents
1 .1
0. 5
CASH AND CASH EQUIVALENTS AT END OF YEAR
454.4
51 6.6
Cash and cash equivalents consists of:
Cash and cash equivalents – continuing operations
23
268.5
516 .6
Cash and cash equivalents – treated as held for sale
23, 24
185.9
454.4
51 6.6
Consolidated statement of
cash flows
For the year ended 31 December 2024
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 167
Consolidated statement of
cash flows continued
For the year ended 31 December 2024
20242023
Note€’m€’m
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED
FROM OPERATING ACTIVITIES
Income and expenses not affecting operating cash flows:
Depreciation on property, plant and equipment
16
48 .9
46.5
Amortisation of intangible assets
18
1 09 .0
126.7
Amortisation of right of use assets
17
23.3
23.3
Capitalisation of amortisation of right of use assets
(1.2)
(1 .7)
Impact on early termination of lease contracts
17
(0.3)
(0 .4)
Share of loss from associates
19A
3.8
0. 8
Impairment and expected credit losses on loans receivable
20
2 .6
2 .4
Impairment of investment
19B
1.3
Impairment of other receivables
2.2
Impairment of intangible assets, property, plant and equipment and right of use assets
16, 17, 18
120.2
8 9.8
Provision against assets held for sale
24
4.3
Changes in fair value of equity investments
19B
(51. 1)
6 .6
Changes in fair value of derivative financial assets
19C
(61.5)
(153. 4)
Dividend income
(3.3)
Interest on bonds and loans and borrowings
34.0
30. 9
Interest on lease liability
4.7
5.2
Interest income on loans receivable
20
(3.3)
(1.9)
Interest income from banks and other
(24.5)
(8 .1)
Income tax expense
173. 1
130.7
Changes in equity-settled share-based payment
5.3
6.3
Movement in contingent consideration
3.8
3.3
Unrealised exchange gain
(5.7)
(2.9)
Loss/(profit) on disposal of property, plant and equipment and intangible assets
0.6
(1.4)
Changes in operating assets and liabilities:
Change in trade receivables
(15. 1)
(4 7. 9)
Change in other receivables
(24.0)
(0.4)
Change in inventories
(0.7)
(1.3)
Change in trade payables
1 9.4
4.5
Change in progressive operators, jackpots and security deposits
1 .9
(3.3)
Change in client funds
(5.6)
2 .0
Change in other payables
93. 1
44. 1
Change in provisions for risks and charges
(0.7)
(4 .6)
Change in deferred revenues
1 .7
0.3
452.7
2 9 9.6
Playtech plc Annual Report
and Financial Statements 2024 168
Note 1 – General
Playtech plc (the “Company”) is an Isle of Man company. The registered office is located at St Georges Court, Upper Church Street, Douglas, Isle of Man
IM1 1EE. Playtech plc is managed and controlled in the UK and, as a result, is UK tax resident.
These consolidated financial statements comprise the Company and its subsidiaries (together referred to as the “Group”).
Note 2 – Basis of accounting
This financial information does not constitute the Groups or Companys statutory accounts for the years ended 31 December 2024 or 2023 but is derived
from those accounts. The auditor has reported on those accounts; their reports were (i) unqualified and (ii) did not include a reference to any matters to which
the auditor drew attention by way of emphasis without qualifying their report. The financial information has been prepared in accordance with the UK-adopted
International Accounting Standards (IAS).
Details of the Group’s accounting policies are included in Notes 4 and 5.
Going concern basis
In adopting the going concern basis in the preparation of the financial statements, the Directors have considered the current trading performance, financial
position and liquidity of the Group, the principal and emerging risks and uncertainties together with scenario planning and reverse stress tests. The Directors
have assessed going concern over a 15-month period to 30 June 2026 which aligns with the six-monthly covenant measurement period.
31 December 31 December
2024 2023
€’m €’m
Cash and cash equivalents
454.0
516.2
Cash held on behalf of clients, progressive jackpots and security deposits
(149.1)
(152.9)
Adjusted gross cash and cash equivalents
304.9
363.3
The decrease in adjusted gross cash and cash equivalents from €363.3 million at 31 December 2023 to €304.9 million at 31 December 2024 is due to the bond
repayment of €200.0 million in December 2024 offset by cash generation due to the strong Group performance in 2024. The cash position during the year
improved significantly due to the resolution of the Caliplay dispute which meant that all aged outstanding amounts were repaid, with a balance held in escrow
that will be released either on completion of the revised Caliplay arrangements, or in any case by the end of 2025.
The base case cash flows for the going concern period include only the continuing operations post sale of Snaitech, implementation of the revised terms of
the Caliplay arrangements (Note 6), repayment in 2025 of the remaining €150.0 million of the original €350.0 million 2019 Bond and activation of a new RCF on
completion of the sale of Snaitech (see below).
The Directors have reviewed liquidity and covenant forecasts for the Group and have also considered sensitivities in respect of potential downside scenarios,
reverse stress tests and the mitigating actions available to management. The modelling of downside stress test scenarios assessed if there is a significant risk
to the Groups liquidity and covenant compliance position. This includes risks such as not realising budget/forecasts across certain markets and the unlikely
event that no dividend is received from Caliplay, post the completion of the revised arrangements.
The Group’s principal financing arrangements as at 31 December 2024 includes a revolving credit facility (RCF) of up to €277.0 million (which as at
31 December 2024 remains fully undrawn), as well as the remaining outstanding balance of the 2019 Bond of €150.0 million (€200.0 million was repaid in
December 2024) and the 2023 Bond of €300.0 million, which are repayable in March 2026 and June 2028 respectively.
The current RCF of €277.0 million is available until October 2025, with the Group having the option to request a 12-month extension. On 26 March 2025, the
Group signed an agreement for a new amended €225.0 million 5-year RCF facility, which, subject to completion of the sale of Snaitech (expected to occur in Q2
2025), will amend and restate the existing €277.0 million RCF facility and become effective on completion of the Snaitech sale.
If the sale of Snaitech does not proceed to completion, the Group would exercise the option to extend the current RCF to October 2026. In those
circumstances, it is not currently anticipated that the Group would experience any issues in negotiating a new RCF prior to October 2026.
The existing RCF is subject to certain financial covenants which are tested every six months on a rolling 12-month basis, as set out in Notes 26 and 27. Under the
amended RCF, the below covenant ratios have not changed. As at 31 December 2024, the Group comfortably met its covenants, which were as follows:
Leverage: Net Debt/Adjusted EBITDA to be less than 3.5:1 for the 12 months ended 31 December 2024 (2023: less than 3.5:1).
Interest cover: Adjusted EBITDA/Interest to be over 4:1 for the 12 months ended 31 December 2024 (2023: over 4:1).
The Bonds only have one financial covenant, being the Fixed Charge Coverage Ratio (same as the Interest cover ratio for the RCF), which should equal or be
greater than 2:1.
If the Group’s results and cash flows are in line with its base case projections as approved by the Board, it would not be in breach of the financial covenants
(under both the existing but also amended RCF that will become effective following the Snaitech disposal) for a period of no less than 15 months from approval
of these financial statements (the “relevant going concern period”). This period covers the bank reporting requirements for June 2025, December 2025 and
June 2026 and is the main reason why the Directors selected a 15-month period of assessment. Under the base case scenario, the Group would not need to
utilise its RCF facility over the going concern period.
Notes to the financial statements
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 169
Notes to the financial statements continued
Note 2 – Basis of accounting continued
Going concern basis continued
Stress test
The stress test assumes a worst-case scenario for the entire Group which includes additional sensitivities around USA and Latin America but with mitigations
available (including capital expenditure reductions) if needed. It also assumes a scenario whereby Caliplay does not pay any dividends once the revised
arrangements are completed (Playtech will own a 30.8% stake in Caliplay Interactive – see Note 6), although this is considered extremely remote since (subject
to available cash and applicable law) Playtech and all other Caliplay Interactive stockholders will receive dividends, at least quarterly, pursuant to an agreed
dividend policy.
Under this scenario, the Group would still comfortably meet its covenants. From a liquidity perspective the Group would still not need to utilise the RCF.
Reverse stress test
The reverse stress test was used to identify the reduction in Adjusted EBITDA required that could result in either a liquidity event or breach of the RCF and bond
covenants.
As a result of completing this assessment, without considering further mitigating actions, management considered the likelihood of the reverse stress test
scenario arising to be remote. In reaching this conclusion, management considered the following:
current trading is performing above the base case;
Adjusted EBITDA would have to fall by 67% in the year ending 31 December 2025 and 78% in the 12 months to June 2026, compared to the base case, to
cause a breach of covenants; and
in the event that revenues decline to this point to drive the decrease in Adjusted EBITDA, additional mitigating actions are available to management which
have not been factored into the reverse stress test scenario.
As such, the Directors have a reasonable expectation that the Group will have adequate financial resources to continue in operational existence over the
relevant going concern period and have therefore considered it appropriate to adopt the going concern basis in preparing these financial statements.
Note 3 – Functional and presentation currency
These consolidated financial statements are presented in Euro, which is the Company’s functional currency. The main functional currencies for subsidiaries
includes Euro, United States Dollar and British Pound. All amounts have been rounded to the nearest million, unless otherwise indicated.
Note 4 – Accounting standards issued but not yet effective
A number of new standards are effective for annual periods beginning after 1 January 2024 and earlier application is permitted. However, the Group has not
early adopted the following new or amended accounting standards in preparing these consolidated financial statements.
New standards, interpretations and amendments not yet effective
There are a number of standards, amendments to standards, and interpretations which have been issued by the IASB that are effective in future accounting
periods that the Group has decided not to adopt early.
The following amendments are effective for the annual reporting period beginning 1 January 2026:
Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 Financial Instruments and IFRS 7).
The Group is currently assessing the effect of these new amendment.
IFRS 18 Presentation and Disclosure in Financial Statements
IFRS 18 will replace IAS 1 Presentation of Financial Statements and applies for annual reporting periods beginning on or after 1 January 2027. The new standard
introduces the following key new requirements:
Entities are required to classify all income and expenses into five categories in the statement of profit or loss, namely the operating, investing, financing,
discontinued operations and income tax categories. Entities are also required to present a newly defined operating profit subtotal. Entities’ net profit will
not change.
Management-defined performance measures (MPMs) are disclosed in a single note in the financial statements.
Enhanced guidance is provided on how to group information in the financial statements.
In addition, all entities are required to use the operating profit subtotal as the starting point for the statement of cash flows when presenting operating cash flows
under the indirect method. The Group is currently assessing the effect of this new standard.
Playtech plc Annual Report
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Note 5 – Material accounting policies
The Group has consistently applied the following accounting policies to all periods presented in the consolidated financial statements, except if mentioned
otherwise.
A. Basis of consolidation
(i) Business combinations
The Group accounts for business combinations using the acquisition method when the acquired set of activities and assets meets the definition of a business
and control is transferred to the Group. In determining whether a particular set of activities and assets is a business, the Group assesses whether the set of
assets and activities acquired includes, at a minimum, an input and substantive process and whether the acquired set has the ability to produce outputs.
The consideration transferred in the acquisition is generally measured at fair value, as are the identifiable net assets acquired. Any goodwill arising is tested for
impairment at least annually, or more frequently if there are indicators of impairment. Any gain on a bargain purchase is recognised in profit or loss immediately.
Transaction costs are expensed as incurred, except if related to the issue of debt or equity securities.
Any contingent consideration is measured at fair value at the date of acquisition. If an obligation to pay contingent consideration that meets the definition of a
financial instrument is classified as equity, then it is not remeasured, and settlement is accounted for within equity. Otherwise, other contingent consideration
is remeasured at fair value at each reporting date and subsequent changes in the fair value of the contingent consideration are recognised in profit or loss. A
contingent consideration arrangement in which the contingent payments are forfeited if employment is terminated is compensation for the post-combination
services and is not included in the calculation of the consideration and recognised as employee-related costs.
Cash payments arising from settlement of contingent consideration and redemption liability are disclosed in financing activities in the consolidated statement of
cash flows.
When a business combination is achieved in stages, the Group’s previously held interests in the acquired entity are remeasured to its acquisition-date fair
value and the resulting gain or loss, if any, is recognised in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition date that have
previously been recognised in other comprehensive income are reclassified to the profit or loss, where such treatment would be appropriate if that interest were
disposed of.
(ii) Subsidiaries
Subsidiaries are entities controlled by the Group. Control is achieved when the Group:
has the power over the entity;
is exposed, or has rights, to variable return from its involvement with the entity; and
has the ability to use its power over the entity to affect its returns.
The Group reassesses whether or not it controls an entity if facts and circumstances indicate that there are changes to one or more of the three elements of
control listed above.
When the Group has less than a majority of the voting rights of an investee, it considers that it has power over the investee when the voting rights are sufficient
to give it the practical ability to direct the relevant activities of the investee unilaterally. The Group considers all relevant facts and circumstances in assessing
whether or not the Company’s voting rights in an investee are sufficient to give it power, including:
the size of the Groups holding of voting rights relative to the size and dispersion of holdings of the other vote holders;
potential voting rights held by the Company, other vote holders or other parties;
rights arising from other contractual arrangements; and
any additional facts and circumstances that indicate that the Group has, or does not have, the current ability to direct the relevant activities at the time that
decisions need to be made, including voting patterns at previous shareholders’ meetings.
Where the Group holds a currently exercisable call option, the rights arising as a result of the exercise of the call option are included in the assessment above of
whether the Group has control.
The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on
which control ceases.
(iii) Non-controlling interests
NCI are measured initially at their proportionate share of the acquiree’s identifiable net assets at the date of the acquisition.
Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.
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Playtech plc Annual Report
and Financial Statements 2024 171
Notes to the financial statements continued
Note 5 – Material accounting policies continued
(iv) Investments in associates and equity call options
An associate is an entity over which the Group has significant influence and that is neither a subsidiary nor an interest in a joint venture. Significant influence is
the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.
The considerations made in determining significant influence or joint control are similar to those necessary to determine control over subsidiaries. In the
consolidated financial statements, the Groups investments in associates are accounted for using the equity method of accounting.
Under the equity method, the investment in an associate or a joint venture is carried in the consolidated balance sheet at cost plus post-acquisition changes in
the Group’s share of the net assets of the associate. The Groups share of the results of the associate is included in the profit or loss. Losses of the associate or
joint venture in excess of the Group’s cost of the investment are recognised as a liability only when the Group has incurred obligations on behalf of the associate.
On acquisition of the investment, any difference between the cost of the investment and share of the associates identifiable assets and liabilities is accounted
for as follows:
Any premium paid is capitalised and included in the carrying amount of the associate.
Any excess of the share of the net fair value of the associates identifiable assets and liabilities over the cost of the investment is included as income in the
determination of the share of the associates profit or loss in the period in which the investment is acquired.
Any intangibles identified and included as part of the investment are amortised over their assumed useful economic life. Where there is objective evidence that
the investment in an associate may be impaired, the carrying amount of the investment is tested for impairment in the same way as other non-financial assets.
The aggregate of the Group’s share of profit or loss of an associate is shown on the face of profit or loss outside operating profit and represents profit or loss
before tax. The associated tax charge is disclosed in income tax.
The Group recognises its share of any changes in the equity of the associate through the consolidated statement of changes in equity. Profits and losses
resulting from transactions between the Group and the associate are eliminated to the extent of the Groups interest in the associate.
The Group applies equity accounting only up to the date an investment in associate meets the criteria for classification as held for sale. From then onwards, the
investment is measured at the lower of its carrying amount and fair value less costs to sell.
When potential voting rights or other derivatives containing potential voting rights exist, the Groups interest in an associate is determined solely on the basis of
existing ownership interests and does not reflect the possible exercise or conversion of potential voting rights and other derivative instruments unless there is an
existing ownership interest as a result of a transaction that currently gives it access to the returns associated with an ownership interest. In such circumstances,
the proportion allocated to the entity is determined by taking into account the eventual exercise of those potential voting rights and other derivative instruments
that currently give the entity access to the returns. When instruments containing potential voting rights in substance currently give access to the returns
associated with an ownership interest in an associate or a joint venture, the instruments are not subject to IFRS 9 and equity accounting is applied. In all other
cases, instruments containing potential voting rights in an associate or a joint venture are accounted for in accordance with IFRS 9.
A derivative financial asset is measured under fair value per IFRS 9. In the case where there is significant influence over the investment under which Playtech
holds the derivative financial asset, it should be accounted for under IAS 28 Investment in Associate. However, if the option is not currently exercisable and there
is no current access to profits, the option is fair valued without applying equity accounting to the investment in associate.
Derivatives are recorded at fair value and classified as assets when their fair value is positive and as liabilities when their fair value is negative. Subsequently,
derivatives are measured at fair value.
(v) Equity investments held at fair value
All equity investments in scope of IFRS 9 are measured at fair value in the balance sheet. Fair value changes are recognised in profit or loss. Fair value is based
on quoted market prices (Level 1). Where this is not possible, fair value is assessed based on alternative methods (Level 3).
(vi) Transactions eliminated on consolidation
Intra-group balances and transactions are eliminated. Unrealised gains arising from transactions with equity-accounted investees are eliminated against the
investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that
there is no evidence of impairment.
B. Foreign currency
(i) Foreign currency transactions
Transactions in foreign currencies are translated into the respective functional currencies of Group companies at the exchange rates at the dates of the
transactions.
Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate at the reporting date. Non-
monetary assets and liabilities that are measured at fair value in a foreign currency are translated into the functional currency at the exchange rate when fair
value was determined. Non-monetary items that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of
the transaction. Foreign currency differences are generally recognised in profit or loss and presented within finance costs.
Playtech plc Annual Report
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Note 5 – Material accounting policies continued
(ii) Foreign operations
On consolidation, the assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into Euro
using the exchange rates at the reporting date and profit or loss items are translated into Euro at the end of each month at the average exchange rate for the
month which approximates the exchange rates at the date of the transactions.
The exchange differences arising on the translation for consolidation are recognised in other comprehensive income (OCI) and accumulated in the foreign
exchange reserve.
When a foreign operation is disposed of in its entirety, or partially such that control, significant influence or joint control is lost, the cumulative amount in the
foreign exchange reserve relating to the foreign operation is reclassified to the profit or loss as part of the gain or loss on disposal.
C. Discontinued operation
A discontinued operation is a component of the Group’s business, the operations and cash flows of which can be clearly distinguished from the rest of the
Group and which:
represents a separate major line of business or geographical area of operations;
is part of a single co-ordinated plan to dispose of a separate major line of business or geographical area of operations; or
is a subsidiary acquired exclusively with a view to resale.
Classification as a discontinued operation occurs at the earlier of disposal or when the operation meets the criteria to be classified as held for sale (refer to Note 5K).
When an operation is classified as a discontinued operation, the comparative statement of profit or loss and OCI is re-presented as if the operation had been
discontinued from the start of the comparative year.
D. Revenue recognition
The majority of the Group’s revenue is derived from selling services with revenue recognised when services have been delivered to the customer. Revenue
comprises the fair value of the consideration received or receivable for the supply of services in the ordinary course of the Group’s activities. Revenue is
recognised when economic benefits are expected to flow to the Group. Specific criteria and performance obligations are described below for each of the
Group’s material revenue streams.
Type of income
Nature, timing of satisfaction of performance obligations and significant payment terms
B2B licensee fee Licensee fee is the standard operator income of the Group which relates to licensed technology and the provision of certain
services provided via various distribution channels (online, mobile or land-based interfaces).
Licensee fee is based on the underlying gaming revenue earned by our licensees calculated using the contractual terms in place.
Revenue is recognised when performance obligation is met which is when the gaming transaction occurs and is net of refunds,
concessions and discounts provided to certain licensees. The payment terms of the B2B licensee fee are on average 30 days from
the invoice date.
B2B fixed-fee income Fixed-fee income is the standard operator income of the Group which includes revenue derived from the provision of certain
services and licensed technology for which charges are based on a fixed fee and/or stepped according to the monthly usage of the
service/technology. The usage measurement is typically reset on a monthly basis.
The performance obligation is met and revenue is recognised once the obligations under the contracts have been met which is
when the services have been provided.
Services provided and fees for:
a. minimum revenue guarantee: the additional revenue recognised by the Group for the difference in the minimum guarantee per
licensee contract and actual performance; and
b. other: hosting, live, set-up, content delivery network and maintenance fees. The fees charged to licensees for these services are
fixed per month.
The amounts for the above are recognised over the life of the contracts and are typically charged on a fixed percentage and
stepped according to the monthly usage of the service depending on the type of service. Set-up fees are recognised over the
whole period of the contract, with an average period of 36 months. The revenue is recognised monthly over the period of the
contract and the payment terms of the B2B fixed fee income are on average 30 days from the invoice date.
B2B cost-based Cost-based revenue is the standard operator income of the Group which is made up of the total revenue charged to the licensee
revenue based on the development costs needed to satisfy the contract with the licensee.
The largest type of service included in cost-based revenue is the dedicated team costs. Dedicated team employees are charged
back to the client based on time spent on each product.
Cost-based revenues are recognised on a monthly basis based on the contract in place between each licensee and Playtech, and
any additional services needed on development are charged to the licensee upon delivery of the service. The payment terms of the
B2B cost-based revenue are on average 30 days from the invoice date.
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Playtech plc Annual Report
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Notes to the financial statements continued
Type of income
Nature, timing of satisfaction of performance obligations and significant payment terms
B2B revenue received Revenue received from the sale of hardware is the total revenue charged to customers upon the sale of each hardware product.
from the sale of
hardware
The performance obligation is met and revenue is recognised on delivery of the hardware and acceptance by the customer.
Revenue received from future sale of hardware is recognised as deferred revenue. Once the obligation for the future sale is met,
revenue is then recognised in profit or loss. The payment terms of the B2B revenue received from the sale of hardware are on
average 30 days from the invoice date.
Additional B2B This income is calculated based on the profit and/or net revenues generated by the customer in return for the additional services
services fee provided to them by the Group. This is typically charged on a monthly basis and is measured using a predetermined percentage
set in each licensee arrangement. The revenue is only recognised when the customer’s activities go live and the revenue from
the additional B2B services is recognised only once the Group is unconditionally contractually entitled to it. The Directors have
determined that this is when the customer starts generating profits, which is later than when the customer goes live with its B2C
operations. The Directors’ rationale is that there is uncertainty that the Group will collect the consideration to which it is entitled
before the customer starts generating profits and, therefore, the revenue is wholly variable. The payment terms of the additional
B2B services fees are on average 30 days from the invoice date.
B2C revenue In respect of B2C Snaitech revenues, the Group acts as principal with the end customer, with specific revenue policies as follows:
The revenues from land-based gaming machines are recognised net of the winnings, jackpots and certain flat-rate gaming tax;
revenues are recognised at the time of the bet.
The revenues from online gaming (games of skill/casino/bingo) are recognised net of the winnings, jackpots, bonuses and
certain flat-rate gaming tax at the conclusion of the bet.
The revenues related to the acceptance of fixed odds bets are considered financial instruments under IFRS 9 and are
recognised net of certain flat-rate gaming tax, winnings, bonuses and the fair value of open bets at the conclusion of the event.
Poker revenues in the form of commission (i.e. rake) are recognised at the conclusion of each poker hand. The performance
obligation is the provision of the poker games to the players.
All the revenues from gaming machines are recorded net of players’ winnings and certain gaming taxes while the concession
fees payable to the regulator and the compensation of operators, franchisees and platform providers are accounted as
expenses. Revenue is recognised at the time of the bet.
Where the gaming tax incurred is directly measured by reference to the individual customer transaction and related to the stake
(described as “flat-rate tax” above), this is deducted from revenue.
Where the tax incurred is measured by reference to the Groups net result from betting and gaming activity, this is not deducted
from revenue and is recognised as an expense.
In respect of Sun Bingo and B2C Sport revenue, the Group acts as principal with the end customer, with revenue being recognised
at the conclusion of the event, net of winnings, jackpots and bonuses.
E. Share-based payments
Certain employees participate in the Group’s share option plans. Following the 2012 LTIP employees are granted cash-settled options and equity-settled
options. The Remuneration Committee has the option to determine if the option will be settled in cash or equity, a decision that is made at grant date. The fair
value of the equity-settled options granted is charged to profit or loss on a straight-line basis over the vesting period and the credit is taken to equity, based on
the Group’s estimate of shares that will eventually vest. Fair value is determined by the Black-Scholes, Monte Carlo or binomial valuation model, as appropriate.
The cash-settled options are presented as a liability. The liability is remeasured at each reporting date and settlement date so that the ultimate liability equals the
cash payment on settlement date. Remeasurements of the fair value of the liability are recognised in profit or loss.
The Group has also granted awards to be distributed from the Group’s Employee Benefit Trust. The fair value of these awards is based on the market price at
the date of the grant; some of the grants have performance conditions. The performance conditions are for the Executive Management and include targets
based on growth in earnings per share and total shareholder return over a specific period compared to other competitors. The fair value of the awards with
market performance conditions is factored into the overall fair value and determined using a Monte Carlo method. Where these options lapse due to not
meeting market performance conditions the share option charge is not reversed.
Note 5 – Material accounting policies continued
Playtech plc Annual Report
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Note 5 – Material accounting policies continued
F. Income tax
The income tax expense represents the sum of the tax currently payable and deferred tax.
(i) Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in profit or loss because it excludes items of
income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Groups liability for current
tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.
A provision is recognised for those matters for which the tax determination is uncertain, but it is considered probable that there will be a future outflow of funds
to a tax authority. The provisions are measured at the best estimate of the amount expected to become payable. The assessment is based on the judgement of
tax professionals within the Company supported by previous experience in respect of such activities and in certain cases based on specialist tax advice.
(ii) Deferred tax
The Group adopted the amendments to IAS 12 issued in May 2023, which provide a temporary mandatory exception from the requirement to recognise and
disclose deferred taxes arising from enacted tax law that implements the Pillar Two model rules, including tax law that implements qualified domestic minimum
top-up taxes described in those rules. Under these amendments, any Pillar Two taxes incurred by the Group has been accounted for as current taxes from
1 January 2024.
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for
financial reporting purposes at the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
when the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at
the time of the transaction, affects neither the accounting profit nor taxable profit or loss, and does not give rise to equal taxable and deductible temporary
differences; and
in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, when the timing of the
reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax
assets are recognised in the period in which the deductible temporary differences arise when there are sufficient taxable temporary differences relating to the
same taxation authority and the same taxable entity which are expected to reverse, or where it is probable that taxable profit will be available against which a
deductible temporary difference can be utilised.
Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and
the carry forward of unused tax credits and unused tax losses, can be utilised, except:
when the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is
not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss, and does not give rise to equal
taxable and deductible temporary differences; and
in respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred tax assets
are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available
against which the temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable
profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are reassessed at each reporting date and are
recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based
on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognised outside the profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the
underlying transaction either in OCI or directly in equity.
Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate recognition at that date, are recognised subsequently, if new
information about facts and circumstances change. The adjustment is either treated as a reduction in goodwill (as long as it does not exceed goodwill) if it was
recognised during the measurement period or is otherwise recognised in profit or loss. The Group recognises a deferred tax liability for all taxable temporary
differences associated with investments.
The Group offsets deferred tax assets and deferred tax liabilities, if and only if, it has a legally enforceable right to set off current tax assets and current tax
liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable
entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities
simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.
The tax base of assets and liabilities is assessed at each reporting date, and changes in the tax base that result from internal reorganisations, changes in the
expected manner of recovery or changes in tax law are reflected in the calculation of deductible and taxable temporary differences.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 175
Notes to the financial statements continued
Note 5 – Material accounting policies continued
G. Finance expense
Finance expense arising on interest-bearing financial instruments carried at amortised cost is recognised in the profit or loss using the effective interest rate
method. Finance expense includes the amortisation of fees that are an integral part of the effective finance cost of a financial instrument, including issue costs,
and the amortisation of any other differences between the amount initially recognised and the redemption price. All finance expenses are recognised over the
availability period.
Interest expense arising on the above during the period is disclosed under the financing activities in the consolidated statement of cash flows.
H. Inventories
Inventories are initially recognised at cost, and subsequently at the lower of cost and net realisable value. Cost comprises all costs of purchase, costs of
conversion and other costs incurred in bringing the inventories to their present location and condition. The Group’s inventories consist of hardware that has
been purchased but not sold before the year-end.
I. Property, plant and equipment
(i) Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and any accumulated impairment losses.
If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of
property, plant and equipment.
Any gain or loss on disposal of an item of property, plant and equipment is recognised in profit or loss.
(ii) Subsequent expenditure
Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.
(iii) Depreciation
Depreciation is calculated to write off the cost of items of property, plant and equipment less their estimated residual values using the straight-line method over
their estimated useful lives and is generally recognised in profit or loss. Land is not depreciated.
The estimated useful lives of property, plant and equipment for current and comparative periods are as follows:
%
Computers and gaming machines
14–33
Office furniture and equipment
7–33
Freehold and leasehold buildings and improvements 3–20, or over the length of the lease
Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.
J. Intangible assets and goodwill
(i) Recognition and measurement
Goodwill
Goodwill represents the excess of the cost of a business combination over the Group’s interest in the fair value of identifiable assets, liabilities and contingent
liabilities acquired. Cost comprises the fair value of assets given, liabilities assumed and equity instruments issued, plus the amount of any non-controlling
interests in the acquiree plus, if the business combination is achieved in stages, the fair value of the existing equity interest in the acquiree. Direct costs of
acquisition are recognised immediately as an expense. Goodwill is capitalised as an intangible asset with any impairment in carrying value being charged to
profit or loss. Where the fair value of identifiable assets, liabilities and contingent liabilities exceed the fair value of consideration paid, the excess is credited in full
to the profit or loss on the acquisition date as a gain on bargain purchase.
Externally acquired intangible assets
Other intangible assets that are acquired by the Group and have finite useful lives are measured at cost less accumulated amortisation and any accumulated
impairment losses.
Business combinations
Intangible assets are recognised on business combinations if they are separable from the acquired entity or arise from other contractual/legal rights. The
amounts ascribed to such intangibles are arrived at by using appropriate valuation techniques.
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Note 5 – Material accounting policies continued
Internally generated intangible assets (development costs)
Development costs that are directly attributable to the design and testing of identifiable and unique software products controlled by the Group are recognised
as intangible assets where the following criteria are met:
it is technically feasible to complete the software so that it will be available for use;
management intends to complete the software and use or sell it;
there is an ability to use or sell the software;
it can be demonstrated how the software will generate probable future economic benefits;
adequate technical, financial and other resources to complete the development and to use or sell the software are available; and
the expenditure attributable to the software during its development can be reliably measured.
The amount initially recognised for internally generated intangible assets is the sum of the expenditure incurred from the date when the intangible asset first
meets the recognition criteria listed above. Expenditure includes salaries, wages and other employee-related costs directly engaged in generating the assets
and any other expenditure that is directly attributable to generating the assets (i.e. certifications and amortisation of right of use assets). Where no internally
generated intangible asset can be recognised, development expenditure is recognised in profit or loss in the period in which it is incurred.
(ii) Subsequent expenditure
Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other
expenditures, including expenditures on internally generated goodwill and brands, are recognised in the profit or loss as incurred.
(iii) Amortisation
Amortisation is calculated to write off the cost of intangible assets less their estimated residual values using the straight-line method over their estimated useful
lives and is generally recognised in the profit or loss. Goodwill is not amortised.
The estimated useful lives for current and comparative periods are as follows:
%
Domain names
Indefinite
Internally generated capitalised development costs
20–33
Technology IP
13–33
Customer lists
In line with projected cash flows or 7–20
Affiliate contracts
5–12.5
Patents and licences 10–33 or over the period of the licence
Amortisation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.
K. Assets held for sale
Non-current assets, or disposal groups comprising assets and liabilities, are classified as held for sale if it is highly probable that they will be recovered primarily
through sale rather than through continuing use.
The criteria for held for sale classification are regarded as met only when the sale is highly probable, and the asset or disposal group is available for immediate
sale in its present condition. Actions required to complete the sale should indicate that it is unlikely that significant changes to the sale will be made or that the
decision to sell will be withdrawn. Management must be committed to the plan to sell the asset and the sale expected to be completed within one year from the
date of the classification.
Such assets, or disposal groups, are measured at the lower of their carrying amount and fair value less costs to sell. Any impairment loss on a disposal group
is allocated first to goodwill, and then to the remaining assets on a pro rata basis, except that no loss is allocated to inventories, financial assets or deferred tax
assets, which continue to be measured in accordance with the Groups other accounting policies. Impairment losses on initial classification as held for sale or
held for distribution and subsequent gains and losses on remeasurement are recognised in the profit or loss.
Once classified as held for sale, intangible assets and property, plant and equipment are no longer amortised or depreciated.
Strategic report Governance Financials Company information
Playtech plc Annual Report
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Notes to the financial statements continued
Note 5 – Material accounting policies continued
L. Financial instruments
Initial recognition and subsequent measurement
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
(i) Financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through other comprehensive income and fair value
through profit or loss.
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Groups business
model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Group has applied
the practical expedient, the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss,
transaction costs.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in four categories:
financial assets at amortised cost (debt instruments);
financial assets at fair value through other comprehensive income with recycling of cumulative gains and losses (debt instruments);
financial assets designated at fair value through other comprehensive income with no recycling of cumulative gains and losses upon derecognition (equity
instruments); and
financial assets at fair value through profit or loss.
Financial assets at amortised cost (debt instruments)
Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are subject to impairment. Gains and losses are
recognised in profit or loss when the asset is derecognised, modified or impaired. The Groups financial assets at amortised cost include trade receivables,
loans receivable and cash and cash equivalents.
At every reporting date, the Group evaluates whether the debt instrument is considered to have low credit risk using all reasonable and supportable information
that is available without undue cost or effort. In making that evaluation, the Group reassesses the internal credit rating of the debt instrument. In addition, the
Group considers whether there has been a significant increase in credit risk depending on the characteristics of each debt instrument.
Cash and cash equivalents consist of cash at bank and in hand, short-term deposits with an original maturity of less than three months and customer balances.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are carried in the balance sheet at fair value with net changes in fair value recognised in profit or loss. This
category includes listed equity investments which the Group has not irrevocably elected to classify at fair value through OCI.
The Group recognises a debt financial instrument with an embedded conversion option, such as a loan convertible into ordinary shares of an entity,
as a financial asset in the balance sheet. On initial recognition, the convertible loan is measured at fair value with any gain or loss arising on subsequent
measurement until conversion recognised in profit or loss. On conversion of a convertible instrument, the Group derecognises the financial asset component
and recognises it as an investment (equity interest, associate, joint venture or subsidiary) depending on the results of the assessment performed under the
relevant standards.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised (i.e. removed from the
Group’s consolidated balance sheet) when:
the rights to receive cash flows from the asset have expired; or
the Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material
delay to a third party under a “pass-through” arrangement, and either (a) the Group has transferred substantially all the risks and rewards of the asset; or (b)
the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Group has transferred its rights to receive cash flows from an asset, it evaluates if, and to what extent, it has retained the risks and rewards of
ownership. When it has neither: transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Group
continues to recognise the transferred asset to the extent of its continuing involvement. In that case, the Group also recognises an associated liability. The
transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and
the maximum amount of consideration that the Group could be required to repay.
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Note 5 – Material accounting policies continued
Impairment
The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on
the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted
at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit
enhancements that are integral to the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are
provided for credit losses that result from default events that are possible within the next 12 months (a 12-month ECL). For those credit exposures for which
there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the
exposure, irrespective of the timing of the default (a lifetime ECL).
For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track changes in credit risk, but instead
recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit
loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.
(ii) Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or derivatives
designated as hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and
borrowings and payables, net of directly attributable transaction costs. The Groups financial liabilities include trade and other payables, loans and borrowings
including bank overdrafts, and derivative financial instruments.
Subsequent measurement
For purposes of subsequent measurement, financial liabilities are classified in two categories:
financial liabilities at fair value through profit or loss; and
financial liabilities at amortised cost (loans and borrowings and bonds).
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair
value through profit or loss.
Financial liabilities at amortised cost
This is the category most relevant to the Group. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost
using the effective interest rate (EIR) method. Gains and losses are recognised in the profit or loss when the liabilities are derecognised as well as through the
EIR amortisation process. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part
of the EIR. The EIR amortisation is included as finance costs in profit or loss.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by
another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is
treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in profit
or loss.
(iii) Offsetting
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the
recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
M. Share capital
Ordinary shares are classified as equity and are stated at the proceeds received net of direct issue costs.
N. Share buyback
Consideration paid for the share buyback is recognised against the additional paid in capital. Any excess of the consideration paid over the weighted average
price of shares in issue is debited to the retained earnings.
Strategic report Governance Financials Company information
Playtech plc Annual Report
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Notes to the financial statements continued
Note 5 – Material accounting policies continued
O. Employee Benefit Trust
Consideration paid/received for the purchase/sale of shares subsequently put in the Employee Benefit Trust, which is controlled by the Company, is recognised
directly in equity. The cost of shares held is presented as a separate reserve (the “Employee Benefit Trust reserve”). Any excess of the consideration received on
the sale of treasury shares over the weighted average cost of the shares sold is credited to retained earnings.
P. Dividends
Dividends are recognised when they become legally due. In the case of interim dividends to equity shareholders, this is when paid by the Company. In the case
of final dividends, this is when they are declared and approved by the shareholders at the AGM.
Q. Impairment of non-financial assets
At each reporting date, the Group reviews the carrying amounts of its non-financial assets (other than inventories and deferred tax assets) to determine
whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. For goodwill in particular, the Group
is required to test annually and also when impairment indicators arise, whether goodwill and indefinite life assets have suffered any impairment.
For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely
independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs that are expected to benefit from
the synergies of the combination.
The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs of disposal. Value in use is based on the estimated future
cash flows, discounted to their present value using a post-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset or CGU.
An impairment loss is recognised if the carrying amount of an asset or CGU exceeds its recoverable amount.
Impairment losses are recognised in the profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to
reduce the carrying amounts of the other assets in the CGU on a pro rata basis.
An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount
does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.
R. Provisions
Provisions for legal claims are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow
of resources will be required to settle the obligation, and the amount can be reliably estimated. Provisions are not recognised for future operating losses.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations
as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be minimum.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the
reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money
and the risks specific to the liability.
S. Leases
At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to
control the use of an identified asset for a period of time in exchange for consideration.
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Note 5 – Material accounting policies continued
Group as a lessee
The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Group
recognises lease liabilities to make lease payments and right of use assets representing the right to use the underlying assets.
(i) Right of use assets
The Group recognises right of use assets at the commencement date of the lease (i.e. the date the underlying asset is available for use). Right of use assets
are measured at cost, less any accumulated amortisation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right of
use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less
any lease incentives received. Right of use assets are amortised on a straight-line basis over the shorter of the lease term and the estimated useful lives of the
assets.
(ii) Lease liabilities
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease
term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments
that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of
a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating the lease, if the lease term reflects the Group
exercising the option to terminate.
Variable lease payments that do not depend on an index or a rate are recognised as expenses in the period in which the event or condition that triggers the
payment occurs.
In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease commencement date because the interest rate
implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and
reduced for the lease payments made.
In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g.
changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to
purchase the underlying asset. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right of use
asset or is recorded in the profit or loss if the carrying amount of the right of use asset has been reduced to zero.
The cash payments made in relation to long-term leases are split between principal and interest paid on lease liability and disclosed within financing activities in
the consolidated statement of cash flows.
(iii) Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term leases (i.e. those leases that have a lease term of 12 months or less from the
commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases that are considered
to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as an expense on a straight-line basis over the lease term
and included within financing activities in the consolidated statement of cash flows.
T. Fair value measurement
“Fair value” is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the
measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: (a) in
the principal market for the asset or liability; or (b) in the absence of a principal market, in the most advantageous market for the asset or liability.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that
market participants act in their economic best interest.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair value, maximising the
use of relevant observable inputs and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as
follows, based on the lowest level input that is significant to the fair value measurement as a whole:
Level 1 – quoted (unadjusted) market prices in active markets for identical assets or liabilities.
Level 2 – valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.
Level 3 – valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable .
Strategic report Governance Financials Company information
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Notes to the financial statements continued
Note 5 – Material accounting policies continued
U. Adjusted performance measures (APMs)
In the reporting of financial information, the Directors use various APMs. The Directors use the APMs to understand, manage and evaluate the business and
make operating decisions. These APMs are among the primary factors management uses in planning for and forecasting future periods.
As these are non-GAAP measures, they should not be considered as replacements for IFRS measures. The Group’s definition of these non-GAAP measures
may not be comparable to other similarly titled measures reported by other companies.
The following are the definitions and purposes of the APMs used:
Closest equivalent Reconciling items to
APM IFRS measure
statutory measure
Definition and purpose
Adjusted EBITDA Operating profit and
Note 10
Adjusted results exclude the following items:
and Adjusted Profit before tax
Material non-cash items: these items are excluded to better analyse the underlying
Profit cash transactions of the business as management regularly monitors the operating
cash conversion to Adjusted EBITDA.
Material one-off items: these items are excluded to get normalised results that
are not distorted by unusual or infrequent items. Unusual items include highly
abnormal, one-off and only incidentally relating to the ordinary activities of the
Group. Infrequent items are those which are not reasonably expected to recur in the
foreseeable future given the environment in which the Group operates.
Investment/acquisition-related items: these items are excluded as they are not
related to the ordinary activities of the business and therefore are not considered to
be ongoing costs of the operations of the business.
These APMs provide a consistent measure of the performance of the Group from
period to period by removing items that are considered to be either non-cash, one-off
or investment/acquisition related items. This is a key management incentive metric.
Adjusted gross Cash and cash Chief Financial Adjusted gross cash and cash equivalents is defined as the cash and cash equivalents
cash and cash equivalents Officer’s statement after deducting the cash balances held on behalf of operators in respect of operators
equivalents jackpot games and poker and casino operations as well as client funds with respect to
B2C.
Net debt
None
Chief Financial
Net debt is defined as the Adjusted gross cash and cash equivalents after deducting
Officer’s statement loans and borrowings and bonds. Used to show level of net debt in the Group and
movement from period to period.
Adjusted net Net cash provided by Chief Financial Net cash provided by operating activities after adjusting for jackpots and client funds,
cash provided operating activities Officer’s statement professional fees and ADM (Italian regulator) security deposit. Adjusting for the
by operating above cash fluctuations is essential in order to truly reflect the quality of revenue and
activities cash collection. This is because the timing of cash inflows and outflows for jackpots,
security deposits and client funds only impact the reported operating cash flow and
not Adjusted EBITDA, while professional fees are excluded from Adjusted EBITDA but
impact operating cash flow.
Cash conversion
None
Chief Financial
Cash conversion is defined as cash generated from operations as a percentage of
Officer’s statement Adjusted EBITDA.
Adjusted cash
None
Chief Financial
Adjusted cash conversion is defined as Adjusted net cash provided by operating
conversion Officer’s statement activities as a percentage of Adjusted EBITDA.
Adjusted EPS
EPS
Note 14
The calculation of Adjusted EPS is based on the Adjusted Profit and weighted average
number of ordinary shares outstanding.
Adjusted diluted
Diluted EPS
Note 14
The calculation of Adjusted diluted EPS is based on the Adjusted Profit and weighted
EPS average number of ordinary shares outstanding after adjusting for the effects of all
dilutive potential ordinary shares.
Adjusted tax
Tax expense
Note 10
Adjusted tax is defined as the tax charge for the period after deducting tax charges
related to uncertain tax positions relating to prior years, deferred tax on acquisition
and the write down of deferred tax assets in respect of tax losses arising in prior years.
As these items either do not relate to the current year or are adjusted in arriving at the
Adjusted Profit, they distort the effective tax rate for the period.
V. Onerous contracts
Present obligations arising under onerous contracts are recognised and measured as provisions. An onerous contract is considered to exist where the Group has a
contract under which the unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it.
Playtech plc Annual Report
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Note 6 – Significant accounting judgements, estimates and assumptions
In preparing these consolidated financial statements, management has made judgements and estimates that affect the application of the Group’s accounting
policies and the reported amounts of assets, liabilities, income and expenses. Actual events may differ from these estimates.
Judgements
In the process of applying the Group’s accounting policies management has made the following judgements, which have the most significant effect on the
amounts recognised in the consolidated financial statements.
Caliplay – impact of dispute and revised strategic agreement
Background
Following the announcement made on 16 September 2024 on the revised Tecnologia en Entretenimiento Caliplay, S.A.P.I. (“Caliplay”) agreement, the following
legal proceedings were on an agreed standstill as at 31 December 2024 and will be dismissed in full once the revised arrangements come into effect:
As per the public announcement released by Playtech on 6 February 2023, the Group, through its subsidiary, PT Services Malta Limited (“PT Malta”), was
seeking a declaration from the English Courts to obtain clarification on a point of disagreement between Caliplay and PT Malta in relation to the Caliente Call
Option. The Caliente Call Option is an option held by Caliplay whereby, for 45 days after the finalisation of Caliplay’s 2021 accounts, Caliplay could redeem
PT Maltas additional B2B services fee or (if the Playtech Call Option had been exercised at that time) Caliente would have the option to acquire PT Malta’s
49% stake in Caliplay. The Group believes the Caliente Call Option has expired and first referred to its expiry having taken place in its interim report for the
six-month period ended 30 June 2022, which was published on 22 September 2022. The Group has not changed its position with regards to expiry. If the
Caliente Call Option was declared as being exercisable and was exercised, this would extinguish the Playtech Call Option and the Playtech M&A Call Option
(refer to Note 19A for details on these option arrangements).
From H2 2023 the dispute with Caliplay also included litigation in relation to the B2B licensee fees and additional B2B services fees owed by Caliplay to
Playtech under the terms of the Groups licence agreement. The dispute related to amounts that date back to July 2023. The details of this dispute are
further explained in Note 7 of the Groups audited financial statements for the year ended 31 December 2023.
Revised strategic agreement with Caliplay
Under the amended terms, Playtech will:
hold a 30.8% equity interest in Caliente Interactive, Inc. (“Cali Interactive”), which will be the new holding company of Caliplay (the “Caliplay Group”),
incorporated in the United States;
be entitled to receive dividends alongside other shareholders in Cali Interactive. Playtech will also have the right to appoint a Director to the Board of Cali
Interactive;
enter into a revised eight-year B2B software licence and services agreement; and
receive from Cali Interactive an additional US$140.0 million paid in cash, phased over a four-year period
The revised arrangements are conditional upon Mexican antitrust approval. On 21 March 2025, the Group announced that all necessary approvals have been
received, and completion of the revised arrangements is scheduled to take place on 31 March 2025.
Impact on revenue recognition and recovery of receivable
At 31 December 2023, the outstanding amount of the B2B licensee fee was €32.3 million and the outstanding amount of the additional B2B services fee was
€54.2 million. The Group recognised the full outstanding amount of €86.5 million within its total revenue for the year ended 31 December 2023 and in line with its
revenue recognition policies. In recognising the entire amount, the Group assessed that it was highly probable that there will not be a significant reversal of this
revenue in a subsequent period.
Following the entering into of the revised strategic agreement on 15 September 2024, Caliplay resumed paying Playtech its fees, which included a settlement
of the entirety of the amount outstanding at 31 December 2023, a significant portion of the outstanding receivable relating to 2024 performance prior to the
agreement, with a balance due also being paid into an escrow account and to be released to Playtech on completion of the revised arrangements. In 2024, the
Group continued to recognise revenue from Caliplay in line with its current license agreement and revenue recognition polices. As a result of this, the Group
released €0.7 million from expected credit losses related to trade receivables as of 31 December 2024.
Finally, the settlement included late payment fees of €7.1 million which have been recognised within interest income.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 183
Notes to the financial statements continued
Note 6 – Significant accounting judgements, estimates and assumptions continued
Revenue from contracts with customers
The Group applies judgement in determining whether it is acting as a principal or an agent specifically on the revenue earned under the B2B licensee fee
stream. This income falls within the scope of IFRS 15 Revenue from Contracts with Customers. In making these judgements, the Group considers, by examining
each contract with its customers, which party has the primary responsibility for providing the services and is exposed to the majority of the risks and rewards
associated with providing the services, as well as if it has latitude in establishing prices, either directly or indirectly. The business model of this division is
predominantly a revenue share model which is based on software fees earned from B2C business partners’ revenue.
IFRS 15, paragraph B37 describes indicators that an entity controls the specified good or service before it is transferred to a customer and therefore acts as the
principal. Based on this assessment it was concluded that Playtech is acting as an agent under the B2B licensee fee stream due to the three indicators under
B37 which are not satisfied as follows:
Playtech is responsible in fulfilling the contract to the operator, principally in respect of the software solutions, and not to the end customer which is the
responsibility of the operator;
there is no inventory risk as Playtech does not have the ability to direct the use of, and obtain substantially all of the remaining benefits from, the good or
service before it is transferred to the end customer; and
Playtech does not have any discretion in establishing prices set by the operator to third parties.
Based on the above it was determined that the Group was acting as agent and revenue is recognised as the net amount of B2B licensee fees received. The
majority of this B2B revenue is recognised when the gaming or betting activity used as the basis for the revenue share calculation takes place, and furthermore
is only recognised when collection is virtually certain with a legally enforceable right to collect.
The Group applied judgement in determining whether price concessions in respect of ongoing negotiations and contract modifications should be accounted
for as variable consideration in revenue. Once there is a valid expectation that the concession of the variable consideration is highly probable, the Group
accounts for it under IFRS 15 paragraph 52.
IFRS 15, paragraph 52 describes that in addition to the terms of the contract, the promised consideration is variable if either of the following circumstances exists:
The operator has a valid expectation arising from Playtech’s customary business practices, published policies or specific statements that Playtech
will accept an amount of consideration that is less than the price stated in the contract, that is, it is expected that Playtech will offer a price concession.
Depending on the jurisdiction, industry or customer this offer may be referred to as a discount, rebate, refund or credit.
Other facts and circumstances indicate that Playtechs intention, when entering into the contract with the operator, is to offer a price concession to the
operator.
The Group has estimated the variable consideration based on the best estimates of future outcomes to determine the most likely amount of consideration to
be received.
Internally generated intangible assets
The Group capitalises costs for product development projects. Expenditure on internally developed products is capitalised when it meets the following criteria:
adequate resources are available to complete and sell the product;
the Group is able to sell the product;
sale of the product will generate future economic benefits; and
expenditure on the project can be measured reliably.
Initial capitalisation of cost is based on management’s judgement that the technological and economic feasibility is confirmed, usually when product
development has reached a defined milestone and future economic benefits are expected to be realised according to an established project management
model. Following capitalisation, an assessment is performed in regard to project recoverability which is based on the actual return of the project. During the year,
the Group capitalised €48.8 million for continuing and discontinued operation (2023: €56.7 million continuing and discontinued operations) and the carrying
amount of capitalised development costs as at 31 December 2024 was €111.9 million for continuing operations (2023: €133.5 million including held for sale).
Adjusted performance measures
As noted in Note 5, paragraph U, the Group presents adjusted performance measures which differ from statutory measures due to exclusion of certain non-
cash and one-off items from the actual results. The determination of whether these items should form part of the adjusted results is a matter of judgement as
management assess whether these items meet the definition disclosed in Note 5 paragraph U. The items excluded from the adjusted measures are described
in further detail in Note 10.
Playtech plc Annual Report
and Financial Statements 2024 184
Note 6 – Significant accounting judgements, estimates and assumptions continued
Provision for risks and charges and potential liabilities
The Group operates in a number of regulated markets and is subject to lawsuits and potential lawsuits regarding complex legal matters, which are subject to
a different degree of uncertainty in different jurisdictions and under different laws. For all material ongoing and potential legal and regulatory claims against the
Group, an assessment is performed to consider whether an obligation or possible obligation exists and to determine the probability of any potential outflow
to determine whether a claim results in the recognition of a provision or disclosure of a contingent liability. The timing of payment of provisions is subject to
uncertainty and may have an effect on the presentation of the provisions as current and non-current liabilities in the balance sheet. Expected timing of payment
and classification of provision is determined by management based on the latest information available at the reporting date. See Note 28 for further details.
Classification of equity call options
Background
In addition to the provision of software-related solutions as a B2B product, the Group also offers certain customers a form of offering (which includes software
and related services) which is termed a “structured agreement”. Structured agreements are customarily with customers that have a gaming licence and are
retail/land-based operators that are looking to establish their online B2C businesses – these customers require initial support beyond the provision of the
Group’s standard B2B software technology. With this product offering, Playtech offers additional services to support the customer’s B2C activities over and
above the B2B software solution products.
Playtech generates revenues from the structured agreements as follows:
B2B licensee fee income (as per Note 5D); and
revenue based on predefined revenue generated by each customer under each structured agreement which is typically capped at a percentage of the
profit (also defined in each agreement) generated by the customer, which compensates Playtech for the additional services provided (additional B2B
services fee as per Note 5D).
Under these agreements, Playtech typically has a call option to acquire equity in the operating entities. If the call option is exercised by Playtech, the Group
would no longer provide certain services (which generally include technical and general strategic support services) and would no longer receive the related
additional B2B services fee. This mechanism is not designed as a control feature but mainly to protect Playtechs position should the customer be subject to an
exit transaction. Playtech is therefore able to benefit from any value appreciation in the operation and could also potentially cease to provide the additional B2B
services should it choose to do so dependent on the nature of the exit transaction.
Judgement applied
In respect of each of the structured agreements where the Group holds equity call options, management applies judgement to assess whether the Group has
control or significant influence. For each of the Groups structured agreements an assessment was completed in Note 19 using the below guidance.
The existence of control by an entity is evidenced if all of the below are met in accordance with IFRS 10 Consolidated Financial Statements, paragraph 7:
power over the investee;
exposure, or rights, to variable returns from its involvement with the investee; and
the ability to use its power over the investee to affect the amount of the investor’s returns.
In the cases where the Group assessed that it exercises control over these arrangements, then the company is consolidated in the Group’s annual results in
accordance with IFRS 10.
The existence of significant influence by an entity is usually evidenced in one or more of the following ways in accordance with IAS 28 Investment in Associates
and Joint Ventures, paragraph 6:
representation on the board of directors or equivalent governing body of the investee;
participation in policy-making processes, including participation in decisions about dividends or other distributions;
material transactions between the entity and its investee;
interchange of managerial personnel; or
provision of essential technical information.
If the conclusion is that the Group has significant influence, the next consideration made is whether there is current access to net profits and losses of the
underlying associate. This is determined by the exercise conditions of each relevant equity call option and in particular whether the options are exercisable at
the end of each reporting period.
If the option is exercisable then the investment is accounted for using the equity accounting method. However, in the cases where the company over which the
Group has a current exercisable option generates profits, management made a judgement and concluded that Playtech’s share of profits (were the option to be
exercised) should not be recognised as it is unlikely that the profits will be realised as the existing shareholder has the right, and is entitled, to extract distributable
profits. As such, management did not consider it appropriate to recognise any share of these profits. However, in the cases where the associate has generated
losses, the Groups percentage share is recognised and deducted from the carrying value of the investment in associate.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 185
Notes to the financial statements continued
Note 6 – Significant accounting judgements, estimates and assumptions continued
Management has made a further judgement that if the equity call option is not exercisable at the end of the reporting period, then the option is recorded at fair
value as per IAS 28, paragraph 14 and recognised as a derivative financial asset as per IFRS 9 Financial Instruments.
Furthermore, under some of these arrangements the Group has provided loan advances. In such instances a judgement was made as to whether these
amounts form part of the Groups investment in the associate as per IAS 28, paragraph 38, with a key consideration being whether the Group expects
settlement to occur in the foreseeable future. In the case where this is not expected and there is no set repayment term, then it is concluded that in substance
these loans are extensions of the entity’s investment in the associate and therefore would form part of the cost of the investment.
Finally, the Group has certain agreements in relation to the provision of services by service providers in connection with certain of the Group’s obligations
under their various structured agreements. Under these arrangements, the service providers have certain rights to equity. In order for these rights to crystallise,
the Group must first exercise the relevant option. A judgement was therefore made that no current liability exists under IAS 32, until the point when Playtech
exercises the option.
Classification of assets as held for sale and discontinued operations
In applying the principles of asset held for sale and discontinued operations under IFRS 5, a significant degree of judgement is required.
In order for an asset to be classified as held for sale, it must be available for immediate sale in its present condition and its sale must be highly probable at the
reporting date. The meaning of “highly probable” is highly judgemental and therefore IFRS 5 Non-current Assets Held for Sale and Discontinued Operations
sets out criteria for the sale to be considered as a highly probable as follows:
Management must be committed to a plan to sell the asset;
An active programme to find a buyer must be initiated;
The asset must be actively marketed for sale at a price that is reasonable to its current fair value;
The sale must be completed within one year from the date of classification;
Significant changes to be made to the plan must be unlikely.
Similarly, in order for a relevant operation of assets held for sale to also be shown in discontinued operations, judgements will need to be made to assess
whether the operation is a component of the Groups business for which the operations and cash flows can be clearly distinguished from the rest of the Group
and which:
represents a separate major line of business or geographical area of operations;
is part of a single co-ordinated plan to dispose of a separate major line of business or geographical area of operations; or
is a subsidiary acquired exclusively with a view to resale.
Snaitech CGU
An announcement was made on 17 September 2024 that Playtech Services (Cyprus) Limited, a subsidiary of the Group, has entered into a definitive
agreement for the sale of Snaitech B2C segment (through a sale of its immediate parent company) to Flutter Entertainment Holdings Ireland Limited, a
subsidiary of Flutter Entertainment plc (“Flutter”), for a total enterprise value of €2,300 million in cash. Completion of the sale, which is subject to certain
conditions including relevant antitrust, gaming and other regulatory authority approvals, is currently expected by Q2 2025. All the above criteria for held for sale
and discontinued operations were met at the point of the announcement. Therefore, the Snaitech B2C segment has been presented as an asset held for sale
and the results of the Snaitech B2C segment are included in discontinued operations, in a single line in the statement of comprehensive income.
HAPPYBET
During 2024 and following the announcement in relation to the Snaitech sale as outline above, the Group decided to also sell the HAPPYBET business. This
was for various reasons, including the fact that it has been loss-making since initial acquisition, it uses the intellectual property of Snaitech, and the Snaitech
management team overseeing the HAPPYBET operations will no longer be with the Group once the Snaitech sale completes. By the end of 2024, the Austrian
side of the HAPPYBET business was shut down, and the Group commenced the sales process for the rest of the business. Therefore, in applying the above
criteria, it was determined that the assets relating to the HAPPYBET business meet the definition of an asset held for sale at 31 December 2024. In making an
assessment as to the lower of carrying amount and fair value less costs to sell, an impairment of €5.1 million was recorded. With respect to the classification as
discontinued operations, HAPPYBET does not meet the criteria as its operations are not considered a separate line of business of the Group.
Recognition of Playtech incentive arrangements
Part of the proceeds from the expected disposal of the Snaitech CGU have been allocated as bonuses to Playtechs ongoing senior team to be used as a
retention tool. The total amount of €100 million plus social security costs will be paid 60% on completion of the disposal and the payment of dividends, with the
other 20% and 20% paid 12 and 24 months respectively post the completion of the transaction. Since this amount is funded from the Snaitech disposal, and
payable over a definitive three-year period, it is not included in Adjusted EBITDA. The communication sent out to the senior team in relation to this bonus pre
year end created a constructive obligation linked to IAS 19 Employee Benefits, paragraph 19 where a benefit is expected to be settled by virtue of the certainty
the Group had that the transaction will complete. The bonus has therefore been accrued from the point the constructive obligation was created in 2024 to the
point of expected payment post completion.
Playtech plc Annual Report
and Financial Statements 2024 186
Note 6 – Significant accounting judgements, estimates and assumptions continued
Exercise of option in LSports
In September 2024, the Group exercised its option in LSports, acquiring an additional 18%. Following the exercise of the option, the new shareholding is 49%,
making the Group the largest shareholder in LSports. Under IFRS 10, paragraph 7, the Group does not have control over the investee by holding 49% because
the remaining 51% shareholders form a consortium by virtue of being related, a position which has also been supported through a legal confirmation from
LSports.
Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, which have a significant risk of causing
a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Group based its assumptions
and estimates on parameters available when the consolidated financial statements were prepared. Existing circumstances and assumptions about future
developments may change due to market changes or circumstances arising that are beyond the control of the Group. Such changes are reflected in the
assumptions when they occur.
Impairment of non-financial assets
Cash-generating units
Impairment exists when the carrying value of an asset or cash-generating unit (CGU) exceeds its recoverable amount, which is the higher of its fair value less
costs to sell and its value in use. The value in use calculation is based on a discounted cash flow model (DCF). The cash flows are derived from the three-year
budget, with CGU-specific assumptions for the subsequent two years. They do not include restructuring activities that the Group is not yet committed to or
significant future investments that may enhance the performance of the assets of the CGU being tested. The recoverable amount is sensitive to the discount
rate used for the DCF model as well as the expected future cash inflows and the growth rates used in years four and five and for extrapolation purposes. These
estimates are most relevant to goodwill and other intangibles with indefinite useful lives recognised by the Group. The key assumptions used to determine
the recoverable amount of the different CGUs are disclosed and further explained in Note 18, including a sensitivity analysis for the CGUs that have lower
headroom.
Investment in associates
In assessing impairment of investments in associates, management utilises various assumptions and estimates that include projections of future cash
flows generated by the associate, determination of appropriate discount rates reflecting the risks associated with the investment, and consideration of
market conditions relevant to the investee’s industry. The Group exercises judgement in evaluating impairment indicators and determining the amount of
impairment loss, if any. This involves assessing the recoverable amount of the investment based on available information and making decisions regarding the
appropriateness of key assumptions used in impairment testing.
Income taxes
The Group is subject to income tax in several jurisdictions and significant judgement is required in determining the provision for income taxes. During the
ordinary course of business, there are transactions and calculations for which the ultimate tax determination is uncertain. As a result, the Group recognises tax
liabilities based on estimates of whether additional taxes and interest will be due. These tax liabilities are recognised when, despite the Group’s belief that its
tax return positions are supportable, the Group believes it is more likely than not that a taxation authority would not accept its filing position. In these cases, the
Group records its tax balances based on either the most likely amount or the expected value, which weights multiple potential scenarios. The Group believes
that its accruals for tax liabilities are adequate for all open audit years based on its assessment of many factors including past experience and interpretations
of tax law. This assessment relies on estimates and assumptions and may involve a series of complex judgements about future events. To the extent that
the final tax outcome of these matters is different than the amounts recorded, such differences will impact income tax expense in the period in which such
determination is made. Where management conclude that it is not probable that the taxation authority will accept an uncertain tax treatment, they calculate the
effect of uncertainty in determining the related taxable profit (tax loss), tax bases, unused tax losses, unused tax credits or tax rates. The effect of uncertainty for
each uncertain tax treatment is reflected by using the expected value – the sum of the probabilities and the weighted amounts in a range of possible outcomes.
More details are included in Note 13.
Deferred tax asset
In evaluating the Groups ability to recover our deferred tax assets in the jurisdiction from which they arise, management considers all available positive and
negative evidence, projected future taxable income, tax-planning strategies and results of recent operations. Deferred tax asset is recognised to the extent
that it is probable that future taxable profit will be available against which the temporary differences can be utilised. Judgement is required in determining the
initial recognition and the subsequent carrying value of the deferred tax asset. Deferred tax asset is only able to be recognised to the extent that utilisation is
considered probable. It is possible that a change in profit forecasts or risk factors could result in a material change to the income tax expense and deferred tax
asset in future periods.
Deferred tax asset in the UK
As a result of the Groups internal restructuring in January 2021, the Group is entitled to UK tax deductions in respect of certain goodwill and intangible assets.
A deferred tax asset was recognised as the tax base of the goodwill and intangible assets is in excess of the book value base of those assets. At the beginning
of the period, the net recognised deferred tax asset amounted to €36.8 million. During the period, the Group released €36.8 million of this deferred tax asset
as expected utilisation would fall outside the forecasting period and therefore there is not sufficient certainty that the Group would be able to generate taxable
profits. At 31 December 2024 , the deferred tax asset recognised in respect of future tax deductions for goodwill and intangible assets is €Nil. A total of
€57.0 million of deferred tax asset has not been recognised in respect of the benefit of future tax deductions related to the goodwill and intangible assets as
there is not sufficient certainty of utilisation.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 187
Notes to the financial statements continued
Note 6 – Significant accounting judgements, estimates and assumptions continued
Deferred tax asset in the UK continued
Deferred tax assets are reviewed at each reporting date. In considering their recoverability, the Group assesses the likelihood of their being recovered within
a reasonably foreseeable timeframe, which is broadly in line with our viability assessment and the cash flow forecasts period used in our CGU impairment
assessment. The Group updated its forecasts, following changes in assumptions made to the forecasts during 2024, due to certain changes in the current
period to the expected profit profile within its UK business unit that carries significant losses. This included the impact of the revised arrangements with Caliplay
(Note 6) and expected reductions in revenue from other sports licensees, which together also led to the full impairment of the Sports B2B CGU (Note 18) in the
current year. Furthermore, the recognition and settlement of the Playtech incentive arrangements as outlined above is also expected to increase the taxable
losses in the UK. This forms a change in accounting estimate and resulted in a reversal of €33.0 million in the current year of previously recognised deferred tax
assets in respect of UK tax losses brought forward and excess interest expense.
As at 31 December 2024, there is a deferred tax asset of €2.6 million in respect of UK tax losses and excess interest expense (2023: €35.6 million). Based on the
current forecasts, these losses will be fully utilised over the forecast period.
Remaining UK tax losses and excess interest expense have not been provided for representing an unrecognised deferred tax asset of €141.2 million
(2023: €40.3 million) as at 31 December 2024 as expected utilisation would fall outside the forecasting period and therefore there is not sufficient certainty they
will be recovered.
Any future changes in the tax law or the structure of the Group could have a significant effect on the use of the tax deductions, including the period over which
the deductions can be utilised.
Deferred tax assets in Italy
The Group has utilised its tax losses in Italy and therefore has €Nil deferred tax asset as at 31 December 2024 (2023: €2.1 million) in respect of tax losses in Italy.
Impairment of financial assets
The Group undertook a review of trade receivables and other financial assets, as applicable, and their expected credit losses (ECLs). The review considered
the macroeconomic outlook, customer credit quality, exposure at default, and effect of payment deferral options as at the reporting date. The ECL methodology
and definition of default remained consistent with prior periods. The model inputs, including forward-looking information, scenarios and associated weightings,
together with the determination of the staging of exposures, were revised. The Groups financial assets consist of trade and loans receivables and cash and
cash equivalents. ECL on cash balances was considered and calculated by reference to Moody’s credit ratings for each financial institution, while ECL on trade
and loans receivables was based on past default experience and an assessment of the future economic environment. More details are included in Note 35.
The contracts relating to two Asia distributors were terminated in 2024 in conjunction with Playtech entering into an agreement in September 2024 with a new
distributor in Asia for a period of five years. With respect to the two terminated contracts an additional provision was made in the year ended 31 December 2024
against receivables of €12.4 million (2023: €3.4 million). The provision is part of €10.6 million of impairment of financial assets in the statement of comprehensive
income as at 31 December 2024. The total provision at 31 December 2024 is €38.7 million, which represents a 100% provision of all unpaid balances at year end.
Under the termination agreements, a total amount of €24.0 million is payable by the Group, of which €10.2 million was paid in 2024 and the remaining amount
payable by 31 December 2025. Management concluded that since the payments are not in relation to Playtech’s performance under the contract’s pre-
termination, they represented a separate transaction and as such disclosed an expense rather than taking a reduction against revenue. Furthermore, some
of the termination payments to be made in 2025 relate to a non-compete period to 31 December 2025, and therefore would ordinarily be capitalised as an
intangible and amortised over the period. However, a judgement was made that both the length and enforceability of the non-compete clause does not meet
the high threshold of asset recognition and as such expensed the full amount in 2024. As per Note 10, these costs are not considered an ongoing cost of
operations and have therefore been excluded from Adjusted EBITDA.
Sun Bingo agreement
Background
The News UK contract commenced in 2016 and was originally set for a five-year period to June 2021. Both parties have obligations under the contract, which
includes News UK providing access to brand and related materials as well as other services. Playtech has the primary responsibility for the operation of the
arrangement, but both parties have contractual responsibilities.
The related brands are used in Playtech’s B2C service, where the Group acts as the principal, meaning that in the Group’s consolidated statement of
comprehensive income:
revenue from B2C customers is recognised as income; and
the fees paid to News UK for use of the brands are an expense as they are effectively a supplier.
In the original contract, the fees payable were subject to a predetermined annual minimum guarantee (MG) which Playtech had to pay to News UK.
Playtech plc Annual Report
and Financial Statements 2024 188
Note 6 – Significant accounting judgements, estimates and assumptions continued
Sun Bingo agreement continued
During the period from 2016 to 2018, performance was not in line with expectations, and as such, the MG made this operation significantly loss-making for the
Group. This opened the negotiations with News UK for certain amendments to the contract, which were agreed and signed in February 2019 as follows:
the MG was still payable up until the end of the original contract period, being June 2021, with no MG payable after that; and
the contract term was extended to permit Playtech access to News UK’s brands and other related materials and other services, for a longer period, to allow
Playtech to recover its MG payments and to make a commercial return as was always envisaged. The term of the contract was extended to end at the
earlier of: a) five years from the date when Playtech had fully recovered all MG payments made; or b) 15 years from the renegotiation (i.e. June 2036).
Judgements made on recognition and measurement
The annual MG paid to News UK was recognised in Playtechs profit or loss up until February 2019, essentially being expensed over the original term of the
contract. However, from the point at which the amended contract became effective, the timing of the MG paid (being based on the original terms) no longer
reflected the period over which Playtech was consuming the use of the News UK brands and other related services from them. As such, a prepayment was
recorded to reflect the amount that had been paid, as at each period end, which related to the future use of the brands and services. IFRS do not have a specific
standard that deals with accounting for prepayments; however, the asset recognised as a prepayment is in accordance with IAS 1 Presentation of Financial
Statements.
At the commencement of the agreement and on renegotiation of the contract, the Directors considered whether the nature of the arrangement gave rise to
any intangible assets. At contract inception the Directors concluded that there were no such assets to recognise as both parties had contractual obligations
under the agreement to deliver services, as explained above. Post the contract renegotiation, the amounts to be paid in the remainder of the initial period were
considered to be advanced payments in respect of amounts to be earned by News UK over the remainder of the extended contract period. Consequently,
the Directors did not believe that there was a fundamental change in the nature of the arrangements and it was considered most appropriate to categorise the
amounts paid as operating expense prepayments.
As noted above, the term of this renegotiated contract is dependent on the future profitability of the contract, and it was expected that the future profitability
would mean the contract would finish before the end of the fixed term period. For this reason, it was considered appropriate that the prepayment recognised
should be released to the profit or loss in line with this expected profitability, rather than on a straight-line basis.
The amounts held in non-current and current assets of €56.2 million (2023: €58.7 million) and €4.5 million (2023: €4.4 million) in Notes 20 and 22, respectively,
are the differences between the MG actually paid to News UK from February 2019 to June 2021 and the amounts recognised in the Group’s profit or loss from
February 2019 to December 2024.
As with any budgeting process, there is always a risk that the plan may not be realised. This risk increases the longer the period for which the budget covers
and in this instance the period is potentially up to 12 years from 31 December 2024. When producing the budget, management applies reasonable assumptions
based on known factors, but sometimes and outside of management’s control, these factors may vary. However, management also reviews these forecasts at
each reporting period and more regularly internally and adjusts the expense released accordingly. Based on the most recent forecasts and current profitability
and the fact that the Group had been running the operation since 2016 and therefore has significant experience of the level of profitability that can be derived
from the operation, it is confident that the performance of the business will allow the full recovery of this asset, before the contract ends.
Calculation of legal provisions
The Group ascertains a liability in the presence of legal disputes or ongoing lawsuits when it believes it is probable that a financial outlay will take place and when
the amount of the losses can be reasonably estimated. The Group is subject to lawsuits regarding complex legal problems, which are subject to a differing
degree of uncertainty (also due to a complex legislative framework), including the facts and the circumstances inherent to each case, the jurisdiction and the
different laws applicable. Given the uncertainties inherent to these problems, it is difficult to predict with certainty the outlay which will derive from these disputes
and it is therefore possible that the value of the provisions for legal proceedings and disputes may vary depending on future developments in the proceedings
underway. The Group monitors the status of the disputes underway and consults with its legal advisers and experts on legal and tax-related matters. More
details are included in Note 28.
Galera loan recovery
As per Note 19A, the total outstanding loan amount from Ocean 88 at 31 December 2024 was €71.8 million (2023: €48.8 million). Based on the recoverability
assessment performed, it was deemed that these loans will be repaid and are therefore recoverable. However, an additional ECL percentage of 5% was
recorded at 31 December 2024 to reflect the risk that any operator faces at the verge of regulation within a country. This includes risks related to system
integration, user experience and compliance monitoring, which could result in the loss of players due to operational disruptions, penalties, and loss of licenses
for Galera. The total ECL on Galera loans at 31 December 2024 is €4.7 million (31 December 2023: €2.0 million).
Measurement of fair values of equity investments and equity call options
The Group’s equity investments and, where applicable (based on the judgements applied above), equity call options held by the Group, are measured at fair
value for financial reporting purposes. The Group has an established control framework with respect to the measurement of fair value.
In estimating the fair value of an asset and liability, the Group uses market-observable data to the extent it is available. Where Level 1 inputs are not available, the
Group engages third-party qualified valuers to assist in performing the valuation. The Group works closely with the qualified valuers to establish the appropriate
valuation techniques and inputs to the model.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 189
Notes to the financial statements continued
Note 6 – Significant accounting judgements, estimates and assumptions continued
Measurement of fair values of equity investments and equity call options continued
As mentioned in Note 19, the Group has:
investments in listed securities where the fair values of these equity shares are determined by reference to published price quotations in an active market;
equity investments in entities that are not listed, accounted at fair value through profit or loss under IFRS 9; and
derivative financial assets (call options in instruments containing potential voting rights), which are accounted at fair value through profit or loss under IFRS 9.
The fair values of the equity investments that are not listed, and of the derivative financial assets, rely on non-observable inputs that require a higher level of
management judgement to calculate a fair value than those based wholly on observable inputs. Valuation techniques used to calculate fair values include
comparisons with similar financial instruments for which market observable prices exist, DCF analysis and other valuation techniques commonly used by
market participants. Upon the use of DCF method, the Group assumes that the expected cash flows are based on the EBITDA.
The Group only uses models with unobservable inputs for the valuation of certain unquoted equity investments. In these cases, estimates are made to
reflect uncertainties in fair values resulting from a lack of market data inputs; for example, as a result of illiquidity in the market. Inputs into valuations based on
unobservable data are inherently uncertain because there is little or no current market data available from which to determine the level at which an arm’s length
transaction would occur under normal business conditions. Unobservable inputs are determined based on the best information available. Further details on the
fair value of assets are disclosed in Note 19.
The following table shows the carrying amount and fair value of non-current assets, as disclosed in Note 19, including their levels in the fair value hierarchy.
Carrying
amount
Fair value
2024 Level 1 Level 2 Level 3
€’m €’m €’m €’m
Non-current assets
Other investments (Note 19B)
152.1
11.1
141.0
Derivative financial assets (Note 19C)
895.0
895.0
1,047.1
11.1
1,036.0
Carrying
amount
Fair value
2023 Level 1 Level 2 Level 3
€’m €’m €’m €’m
Non-current assets
Other investments (Note 19B)
92.8
15.8
77.0
Derivative financial assets (Note 19C)
827.8
827.8
920.6
15.8
904.8
Playtech plc Annual Report
and Financial Statements 2024 190
Note 7 – Segment information
The Group’s reportable segments are strategic business units that offer different products and services.
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating
decision maker has been identified as the Board including the Chief Executive Officer and the Chief Financial Officer.
The operating segments identified are:
B2B: Providing technology to gambling operators globally through a revenue share model and, in certain agreements, taking a higher share in exchange for
additional services;
B2C – Snaitech (discontinued operations): Acting directly as an operator in Italy and generating revenues from online gambling, gaming machines and retail
betting;
B2C – Sun Bingo and Other B2C: Acting directly as an operator in the UK market and generating revenues from online gambling;
B2C – HAPPYBET: Acting directly as an operator in Germany (previously also Austria but operations were shut down in 2024) and generating revenues
from online gambling and retail betting.
The Group-wide profit measure is Adjusted EBITDA (see Note 10).
Sun Bingo Total Snaitech –
and Other Total B2C – Inter- continuing discontinued Inter- Total
Ye r ended B2B B2C HAPPYBET continuing company operations operations company Group
31 December 2024 €’m €’m €’m €’m €’m €’m €’m €’m €’m
Revenue
754.3
78.9
18.9
97.8
(4.1)
848.0
956.1
(12.6)
1,791.5
Adjusted EBITDA
222.0
4.5
(11.8)
(7.3)
214.7
265.7
480.4
Sun Bingo Total
and Other continuing
Year ended B2B B2C operations Held for sale Total Group
31 December 2024 €’m €’m €’m €’m €’m
Total assets
2,126.4
105.1
2,231.5
1,066.4
3,297.9
Total liabilities
951.5
26.1
977.6
505.2
1,482.8
Sun Bingo Inter- Total Snaitech –
and Other Total B2C – company continuing discontinued Inter-
Year ended B2B B2C HAPPYBET continuing B2C operations operations company Total Group
31 December 2023 €’m €’m €’m €’m €’m €’m €’m €’m €’m
Revenue
684.1
73.4
18.2
91.6
(3.8)
771.9
946.6
(11.8)
1,706.7
Adjusted EBITDA
182.0
6.0
(11.8)
(5.8)
176.2
256.1
432.3
Sun Bingo
and Other Total
Year ended B2B B2C HAPPYBET Snaitech Total B2C Continuing Held for sale Total Group
31 December 2023 €’m €’m €’m €’m €’m €’m €’m €’m
Total assets
2 ,117.7
90.6
17.3
1,096.2
1,204.1
3,321.8
19.3
3,341.1
Total liabilities
1,018.6
26.0
5.6
468.4
500.0
1,518.6
1.0
1,519.6
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 191
Notes to the financial statements continued
Note 7 – Segment information continued
Geographical analysis of non-current assets
The Group’s information about its non-current assets by location is detailed below:
2024 2023
€’m €’m
Italy
18.3
750.3
UK
299.1
332.9
Austria
8.9
54.8
Alderney
61.9
63.9
Sweden
7.8
48.7
Gibraltar
22.3
27.8
Cyprus
15.2
19.4
Latvia
16.3
17.5
Australia
12.4
17.3
Ukraine
2.2
4.0
Estonia
7.5
8.6
British Virgin Islands
6.8
7.5
Rest of World
101.0
76.6
579.7
1,429.3
Note 8 – Discontinued operations
As identified in Note 24, the Group has treated the Snaitech B2C segment as discontinued in these results.
The results of the Snaitech B2C segment for the year are presented below:
2024
2023
Actual Adjusted Actual Adjusted
€’m €’m €’m €’m
Revenue
956.1
956.1
946.6
946.6
Distribution costs before depreciation and amortisation
(655.8)
(655.8)
(658.2)
(657.5)
Administrative expenses before depreciation and amortisation
(69.7)
(35.1)
(33.8)
(32.9)
Reversal/(Impairment) of financial assets
0.5
0.5
(0.1)
(0.1)
EBITDA
231.1
265.7
254.5
256.1
Depreciation and amortization
(75.7)
(52.9)
(86.7)
(56.1)
Loss on disposal of property, plant and equipment and intangible assets
(0.2)
(0.2)
Finance income
8.0
8.0
2.1
1.9
Finance costs
(5.1)
(5.1)
(4.4)
(4.4)
Share of (loss)/profit from associates (Note 19A)
(0.1)
(0.1)
0.1
0.1
Profit before taxation
158.2
215.6
165.4
197.4
Income tax expense
(45.9)
(50.9)
(48.2)
(54.8)
Profit from discontinued operations, net of tax
112.3
164.7
117.2
142.6
Playtech plc Annual Report
and Financial Statements 2024 192
Note 8 – Discontinued operations continued
The following table provides a full reconciliation between adjusted and actual results from discontinued operations:
Profit from
discontinued
operations
attributable to
the owners of
Revenue EBITDA the Company
For the year ended 31 December 2024 €’m €’m €’m
Reported as actual
956.1
231.1
112.3
Employee stock option expenses
0.6
0.6
Professional fees
0.9
0.9
SNAI cash bonus
1
33.1
33.1
Amortisation of intangibles on acquisitions
22.8
Deferred tax on acquisitions
(5.0)
Adjusted measure
956.1
265.7
164.7
1
Cash bonus pool that will be paid to the Snaitech senior management team on completion of the SNAI disposal.
Profit from
discontinued
operations
attributable to
the owners of
Revenue EBITDA the Company
For the year ended 31 December 2023 €’m €’m €’m
Reported as actual
946.6
254.5
117.2
Employee stock option expenses
0.6
0.6
Professional fees
1.0
1.0
Fair value changes and finance cost on contingent consideration
(0.2)
Amortisation of intangibles on acquisitions
30.6
Deferred tax on acquisitions
(6.6)
Adjusted measure
946.6
256.1
142.6
Earnings per share from discontinued operations
2024
2023
Actual
Adjusted
Actual
Adjusted
Basic (cents)
36.8
54.0
38.6
47.0
Diluted (cents)
36.8
52.9
38.6
45.6
The net cash flows incurred by the Snaitech segment in the period are as follows:
2024 2023
€’m €’m
Operating
243.9
239.0
Investing
(76.6)
(57.6)
Financing
(7.5)
(6.3)
Net cash inflow
159.8
175.1
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 193
Notes to the financial statements continued
Note 9 – Revenue from contracts with customers
The Group has disaggregated revenue into various categories in the following tables which is intended to:
depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by recognition date; and
enable users to understand the relationship with revenue segment information provided in the segmental information note.
Revenue analysis by geographical location of licensee, product type and regulated vs unregulated by
geographical major markets
The revenues from B2B (consisting of licensee fee, fixed-fee income, revenue received from the sale of hardware, cost-based revenue and additional B2B
services fee) and B2C are described in Note 5D.
Upon signing a software licence agreement with a new licensee, the Group verifies its gambling licence (jurisdiction) and registers it accordingly to the Group’s
database. The table below shows the revenues generated from the jurisdictions of the licensee.
Playtech has disclosed jurisdictions with revenue greater than 10% of the total Group revenue separately and categorised the remaining revenue by wider
jurisdictions, being Rest of Europe, Latin America (LATAM) and Rest of World.
For the year ended 31 December 2024
Sun Bingo Total Total Snaitech-
Primary and Other B2C Inter- Continuing discontinued Inter- Total
geographic B2B B2C HAPPYBET Continuing company operations operations company Group
markets €’m €’m €’m €’m €’m €’m €’m €’m €’m
Italy
41.6
41.6
954.9
(11.4)
985.1
Mexico
189.9
189.9
189.9
UK
137.3
78.9
78.9
(4.1)
212.1
212.1
Rest of Europe
232.8
18.9
18.9
251.7
1.2
(1.2)
251.7
LATAM
79.2
79.2
79.2
Rest of World
73.5
73.5
73.5
754.3
78.9
18.9
97.8
(4.1)
848.0
956.1
(12.6)
1,791.5
B2B B2C Intercompany Tot al
Product type €’m €’m €’m €’m
B2B licensee fee
511.5
511.5
B2B fixed-fee income
65.6
65.6
B2B cost-based revenue
76.2
76.2
B2B revenue received from the sale of hardware
9.7
9.7
Additional B2B services fee
1
91.3
91.3
Total B2B
754.3
754.3
Sun Bingo and Other B2C
78.9
(4.1)
74.8
HAPPYBET
18.9
18.9
Total B2C
97.8
(4.1)
93.7
Total from continued operations
754.3
97.8
(4.1)
848.0
Snaitech – Snaitech- discontinued operations
956.1
(12.6)
943.5
Total Group
754.3
1,053.9
(16.7)
1,791.5
2024
€’m
Regulated – Americas
– US and Canada
29.8
– Latin America
221.8
Regulated – Europe (excluding UK)
198.7
Regulated – UK
136.2
Regulated – Rest of World
11.9
Total regulated B2B revenue
598.4
Unregulated
155.9
Total B2B revenue 754.3
Playtech plc Annual Report
and Financial Statements 2024 194
Note 9 – Revenue from contracts with customers continued
Revenue analysis by geographical location of licensee, product type and regulated vs unregulated by
geographical major markets continued
For the year ended 31 December 2023
Sun Bingo Total Total Snaitech-
Primary and Other B2C Inter- Continuing discontinued Inter- Total
geographic B2B B2C HAPPYBET Continuing company operations operations company Group
markets €’m €’m €’m €’m €’m €’m €’m €’m €’m
Italy
36.9
36.9
945.4
(10.6)
971.7
Mexico
183.0
183.0
183.0
UK
127.0
73.4
73.4
(3.8)
196.6
196.6
Rest of Europe
232.4
18.2
18.2
250.6
1.2
(1.2)
250.6
LATAM
44.8
44.8
44.8
Rest of World
60.0
60.0
60.0
684.1
73.4
18.2
91.6
(3.8)
771.9
946.6
(11.8)
1,706.7
B2B B2C Intercompany Tot al
Product type €’m €’m €’m €’m
B2B licensee fee
467.2
467.2
B2B fixed-fee income
32.8
32.8
B2B cost-based revenue
57.4
57.4
B2B revenue received from the sale of hardware
13.8
13.8
Additional B2B services fee
1
112.9
112.9
Total B2B
684.1
684.1
Sun Bingo and Other B2C
73.4
(3.8)
69.6
HAPPYBET
18.2
18.2
Total B2C
91.6
(3.8)
87.8
Total from continued operations
684.1
91.6
(3.8)
771.9
Snaitech – discontinued operations
946.6
(11.8)
934.8
Total Group
684.1
1,038.2
(15.6)
1,706.7
2023
€’m
Regulated – Americas
– US and Canada
13.2
– Latin America
198.7
Regulated – Europe (excluding UK)
200.1
Regulated – UK
126.1
Regulated – Rest of World
7.0
Total regulated B2B revenue
545.1
Unregulated
139.0
Total B2B revenue 684.1
1
The additional B2B services fee includes €80.6 million from Caliplay (2023: €111.7 million), which as per Note 19C will cease following completion of the revised arrangements.
There were no changes in the Group’s revenue measurement policies and procedures in 2024 and 2023. The vast majority of the Groups B2B contracts are
for the delivery of services within the next 12 months. For the year ended 31 December 2024, Playtech recognised revenue from a single customer totalling
approximately 20.6% of the Groups total continuing revenue (2023: a single customer totalling approximately 23.1%). The revenue with a single customer
amounting to 20.6% of total revenue of the Group is under B2B operating segment and is attributed from Mexico in both years.
The Group’s contract liabilities, in other words deferred income, primarily include advance payment for hardware and services and also include certain fixed
fees paid by the licensee in the beginning of the contract. Deferred income as at 31 December 2024 was €6.9 million (2023: €6.2 million).
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 195
Notes to the financial statements continued
Note 9 – Revenue from contracts with customers continued
The movement in contract liabilities during the year was as follows:
2024 2023
€’m €’m
Balance at 1 January
6.2
6.0
Recognised during the year
10.9
8.0
Realised in profit or loss
(9.3)
(7.8)
Reclassified to held for sale (Note 24)
(0.9)
Balance at 31 December
6.9
6.2
Note 10 – Adjusted items
Management regularly uses adjusted financial measures internally to understand, manage and evaluate the business and make operating decisions. These
adjusted measures are among the primary factors management uses in planning for and forecasting future periods. The primary adjusted financial measures
are Adjusted EBITDA and Adjusted Profit, which management considers are relevant in understanding the Groups financial performance. The definitions of
adjusted items and underlying adjusted results are disclosed in Note 5 paragraph U.
As these are not a defined performance measure under IFRS, the Groups definition of adjusted items may not be comparable with similarly titled performance
measures or disclosures by other entities.
The following tables provide a full reconciliation between adjusted and actual results from continuing operations:
(Loss)/Profit
before (Loss)/Profit
tax from from
EBITDA – EBITDA – continuing continuing
Revenue B2B B2C EBITDA operations operations
For the year ended 31 December 2024 €’m €’m €’m €’m €’m €’m
Reported as actual
848.0
135.0
(7.3)
127.7
(9.4)
(136.5)
Employee stock option expenses
1
4.7
4.7
4.7
4.7
Professional fees
2
22.3
22.3
22.3
22.3
Contract termination fees
3
24.0
24.0
24.0
24.0
Playtech incentive arrangements
4
36.0
36.0
36.0
36.0
Fair value changes and finance costs on
contingent consideration
5
3.8
3.8
Fair value changes of equity instruments
6
(51.1)
(51.1)
Fair value change of derivative financial assets
6
(61.5)
(61.5)
Amortisation of intangible assets on acquisitions
7
6.2
6.2
Impairment of intangible assets, property plant
and equipment and right of use assets
8
120.2
120.2
Provision against asset held for sale
4.3
4.3
Deferred tax on intangible assets on acquisitions
7
(8.0)
Release of brought forward deferred tax asset
9
30.9
Release of brought forward deferred tax asset on
Group restructuring
10
26.1
Tax on unrealised fair value changes of derivative
financial assets
11
10.9
Deferred tax on unrealised fair value
changes of equity investments
12
12.9
Deferred tax asset recognised in respect of
refundable tax credit relating to prior years
(6.5)
Income tax relating to prior years
13
19.8
Adjusted measure
848.0
222.0
(7.3)
214.7
99.5
58.5
Playtech plc Annual Report
and Financial Statements 2024 196
Note 10 – Adjusted items continued
1
Employee stock option expenses relate to non-cash expenses of the Group and differ from year to year based on share price and the number of options granted.
2
The vast majority of the professional fees relate to the Caliplay disputes (Note 6), disposal of Snaitech CGU, and tax advisory fees in relation to prior year income tax which has now been settled
with the relevant authority (Note 13). These expenses are not considered ongoing costs of operations and therefore are excluded.
3
Following the early termination of certain contracts in Asia as disclosed in Note 6 the Group had to pay termination fees of €24.0 million. These expenses are not considered an ongoing cost of
operations, are one-off in nature and therefore are excluded. Please refer to Note 6 for further information.
4
Part of the proceeds from the expected disposal of the Snaitech CGU have been allocated as bonuses to Playtechs ongoing senior team to be used as a retention tool. These bonuses are in
addition to normal performance bonuses. The total amount of €100 million plus social security costs will be paid 60% on completion of the disposal and the payment of dividends, with the other
20% and 20% paid 12 and 24 months respectively post the completion of the transaction. Since this amount is funded from the Snaitech disposal, and payable over a definitive three-year period,
it is not included in Adjusted EBITDA.
5
Fair value change and finance costs on contingent consideration mostly related to the acquisition of AUS GMTC. These expenses are not considered ongoing costs of operations and therefore
are excluded.
6
Fair value changes of equity instruments and derivative financial assets. These are excluded from the results as they relate to unrealised profit/loss.
7
Amortisation and deferred tax on intangible assets acquired through business combinations of which €6.4 million relates to the release of deferred tax liability of impairment of acquired
intangibles. Costs directly related to acquisitions are not considered ongoing costs of operations and therefore are excluded.
8
Impairment of intangible assets, property, plant and equipment and right of use assets mainly relates to the impairment of IGS CGU of €4.9 million, Sports B2B CGU €96.3 million and Quickspin
€18.2 million. Refer to Note 18.
9
The reported tax expense has been adjusted for the derecognition of a deferred tax asset of €30.9 million relating to UK tax losses. This was adjusted because the losses in relation to the
derecognised amount were generated over a number of years and therefore distorts the effective tax rate for the year. Refer to Notes 6, 13 and 31.
10
The reported tax expense has been adjusted for the derecognition of a deferred tax asset relating to the Group reorganisation in January 2021 of €26.1 million. Refer to Note 5.
11
This current tax charge of €10.9 million relates to unrealised fair value changes of derivative financial assets which is also adjusted. See Note 13.
12
Tax on unrealised fair value changes of equity investments of €12.9 million is adjusted to match the treatment of the equity investment fair value movement which is also adjusted.
13
Income tax in respect of prior years which have now been settled with the relevant tax authority.
(Loss)/Profit
Profitt from continuing
before operations
tax from attributable to the
EBITDA – EBITDA – continuing owners of the
Revenue B2B B2C EBITDA operations Company
For the year ended 31 December 2023 €’m €’m €’m €’m €’m €’m
Reported as actual
771.9
157.9
(5.9)
152.0
70.4
(12.1 )
Employee stock option expenses
1
5.6
0.1
5.7
5.7
5.7
Professional fees
2
13.4
13.4
13.4
13.4
Impairment of investment and receivables
3
5.1
5.1
5.1
5.1
Fair value changes and finance costs on
contingent consideration
4
3.5
3.5
Fair value changes of equity instruments
5
6.6
6.6
Fair value change of derivative financial assets
5
(153.4)
(153.4)
Amortisation of intangible assets on acquisitions
6
12.0
12.0
Impairment of intangible assets
7
89.8
89.8
Deferred tax on acquisitions
6
(1.6)
Derecognition of brought forward deferred
tax asset
8
37.2
Tax related to uncertain positions
9
8.0
Adjusted measure
771.9
182.0
(5.8)
176.2
53.1
14.2
1
Employee stock option expenses relate to non-cash expenses of the Group and differ from year to year based on share price and the number of options granted.
2
The vast majority of the professional fees relate to the acquisition of Hard Rock Digital (Note 19B) and the Caliplay disputes (Note 6). These expenses are not considered ongoing costs of
operations and therefore are excluded.
3
Provision against investments and other receivables that do not relate to the ordinary operations of the Group.
4
Fair value change and finance costs on contingent consideration mostly related to the acquisition of AUS GMTC. These expenses are not considered ongoing costs of operations and therefore
are excluded.
5
Fair value changes of equity instruments and derivative financial assets. These are excluded from the results as they relate to unrealised profit/loss.
6
Amortisation and deferred tax on intangible assets acquired through business combinations. Costs directly related to acquisitions are not considered ongoing costs of operations and therefore
are excluded.
7
Impairment of intangible assets mainly relates to the impairment of Eyecon €7.8 million, Quickspin €9.6 million and Sports B2B €72.2 million. Refer to Note 18.
8
The reported tax expense has been adjusted for the derecognition of a deferred tax asset of €37.2 million relating to UK tax losses. This was adjusted because the losses in relation to the
derecognised amount were generated over a number of years and therefore distorts the effective tax rate for the year. Refer to Notes 6, 13 and 31.
9
Change in estimates related to uncertain overseas tax positions in respect of prior years which have now been settled with the relevant tax authority.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 197
Notes to the financial statements continued
Note 10 – Adjusted items continued
The following table provides a full reconciliation between adjusted and actual tax from continuing operations:
2024 2023
€’m €’m
Tax on profit or loss for the year
127.1
82.5
Adjusted for:
Deferred tax on intangible assets on acquisitions
8.0
1.6
Release of brought forward deferred tax asset
(30.9)
(37.2)
Release of brought forward deferred tax asset on Group restructuring
(26.1)
Tax on unrealised fair value changes of derivative financial assets
(10.9)
Deferred tax on unrealised fair value changes of equity investments
(12.9)
Deferred tax asset recognised in respect of refundable tax credit relating to prior years
6.5
Income tax relating to prior years/tax related to uncertain positions
(19.8)
(8.0)
Adjusted tax
41.0
38.9
Note 11 – Auditors remuneration
2024 2023
€’m €’m
Group audit and Parent Company (BDO)
3.0
3.0
Audit of subsidiaries (BDO)
1.4
1.4
Audit of subsidiaries (non-BDO)
0.2
0.2
Total audit fees
4.6
4.6
Non-audit services provided by Parent Company auditor and its international member firms
Other non-audit services
1.4
0.9
Total non-audit fees
1.4
0.9
Note 12 – Finance income and costs
A. Finance income
2024 2023
€’m €’m
Interest income
1
19.7
8.0
Dividend income
3.3
0.1
Net foreign exchange gain
7.2
2.1
30.2
10.2
1
Interest income of €19.7 million includes €7.5 million interest income from Caliplay, which is part of normal contractual terms.
B. Finance costs
2024 2023
€’m €’m
Interest on bonds
(34.0)
(29.5)
Interest on lease liability
(3.0)
(3.6)
Interest on loans and borrowings and other
(1.5)
Bank facility fees
(2.3)
(2.3)
Bank charges
(0.8)
(0.5)
Movement in contingent consideration
(3.8)
(3.5)
Expected credit loss on loans receivable
(2.6)
(0.9)
(46.5)
(41.8)
Net finance costs
(16.3)
(31.6)
Playtech plc Annual Report
and Financial Statements 2024 198
Note 13 – Tax expense
2024 2023
€’m €’m
Current tax expense
Income tax expense for the current year
33.1
15.6
Income tax relating to prior years
22.5
16.1
Withholding tax
0.3
0.8
Total current tax expense
55.9
32.4
Deferred tax
Origination and reversal of temporary differences
20.7
5.8
Deferred tax movements relating to prior years
50.5
44.3
Total deferred tax expense
71.2
5 0.1
Total tax expense from continuing operations
127.1
82.5
A reconciliation of the reported income tax charge of €127.1 million (2023: €82.5million) applicable to loss before tax of €9.4 million (2023: profit before tax of
€70.4 million) at the UK statutory income tax rate of 25% (2023: 23.5%) is as follows:
2024 2023
€’m €’m
Loss from continuing operations
(136.5)
(12 .1)
Income tax expense
(127.1)
(82.5)
Profit/(loss) before income tax
(9.4)
70.4
Tax using the Company’s domestic tax rate (25% in 2024 and 23.5% in 2023)
(2.4)
16.5
Tax effect of:
Non-taxable fair value movements on call options
(36.1)
Non-deductible expenses
29.5
29.6
Deferred tax asset released in respect of Group restructuring
26.1
(5.2)
Deferred tax asset released in respect of prior years
30.9
3 9.1
Deferred tax in respect of refundable credit relating to prior years
(6.5)
Increase in unrecognised tax losses
40.3
24.5
Difference in tax rates in overseas jurisdictions
(11.4)
(8.8)
Other
(1.9)
7.1
Adjustment in respect of previous years in respect of income tax
22.5
15.8
Total tax expense
127.1
82.5
Reported tax charge
A reported tax charge of €127.1million from continuing operations arises on a loss before tax of €9.4 million (2023: profit before tax of €70.4 million) compared
to an expected credit of €2.4 million (2023: an expected tax charge of €16.5 million). The reported tax expense includes adjustments in respect of prior years
relating to current tax and deferred tax of €72.9 million (2023: €58.0 million). The prior year adjustment in respect of current tax of €19.8 million relates to income
tax which has now been settled with the relevant tax authority. The Groups effective tax rate for the current period is higher than the expected tax credit of 25%.
The key reasons for the differences are:
Profits of subsidiaries located in territories where the tax rate is lower than the UK statutory tax rate.
The release of a deferred tax asset of €70.5 million in respect of UK tax attributes. Further details of this release are included in Note 7.
Current year tax losses and excess interest not recognised for deferred tax purposes which increases the reported tax by €46.2 million. The tax losses and
excess interest mainly relate to the UK Group companies.
Expenses not deductible for tax purposes including professional fees and impairment of intangible assets.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 199
Notes to the financial statements continued
Note 13 – Tax expense continued
Changes in tax rates and factors affecting the future tax charge
The most significant elements of the Groups income arise in the UK where the tax rate for the current period is 25%. The Finance Act 2021 (enacted on
24 May 2021) increased the main rate of UK corporate income tax to 25% with effect from 1 April 2023. Deferred tax balances have been calculated using the
tax rates upon which the balance is expected to unwind.
The Group adopted the amendments to IAS 12 issued in May 2023, which provide a temporary mandatory exception from the requirement to recognise
and disclose deferred taxes arising from enacted tax law that implements the Pillar Two model rules, including tax law that implements qualified domestic
minimum top-up taxes described in those rules. Under these amendments, any Pillar Two taxes incurred by the Group will be accounted for as current taxes
from 1 January 2024. Based on an initial analysis of the current year financial data, most territories in which the Group operates are expected to qualify for one
of the safe harbour exemptions such that top-up taxes should not apply. In territories where this is not the case, the reported tax charge includes income tax of
€12.2 million related to Pillar 2 income tax . The Group continues to refine this assessment and analyse the future consequences of these rules and, in particular,
in relation to the fair value movements as to how future fair value movements, should these arise, may impact the tax charge.
Deferred tax
The deferred tax asset and liability are measured at the enacted or substantively enacted tax rates of the respective territories which are expected to apply
to the year in which the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the
balance sheet date. The deferred tax balances within the financial statements reflect the increase in the UK’s main corporation tax rate from 19% to 25% from
1 April 2023.
Note 14 – Earnings per share
The calculation of basic earnings per share (EPS) has been based on the following profit attributable to ordinary shareholders and weighted average number of
ordinary shares outstanding.
2024
2023
Actual Adjusted Actual Adjusted
€’m €’m €’m €’m
Profit/(Loss) attributable to the owners of the Company
(23.9)
223.5
105.1
156.8
Basic (cents)
(7.8)
73.2
34.7
51.7
Diluted (cents)
(7.8)
71.7
33.7
50.2
2024
2023
Actual Adjusted Actual Adjusted
€’m €’m €’m €’m
Profit/(Loss) attributable to the owners of the Company
from continuing operations
(136.2)
58.8
(12.1)
14.2
Basic (cents)
(44.6)
19.2
(3.9)
4.7
Diluted (cents)
(44.6)
18.8
(3.9)
4.6
2024
2023
Actual Adjusted Actual Adjusted
Number Number Number Number
Denominator – basic
Weighted average number of equity shares
305,355,970
305,355,970
303,279,998
303,279,998
Denominator – diluted
Weighted average number of equity shares
305,355,970
305,355,970
303,279,998
303,279,998
Weighted average number of option shares
6,318,633
6,318,633
8,647,771
8,647,771
Weighted average number of shares
311,674,603
311,674,603
311,927,769
311,927,769
The calculation of diluted EPS has been based on the above profit attributable to ordinary shareholders and weighted average number of ordinary shares
outstanding after adjustment for the effects of all dilutive potential ordinary shares. The effects of the anti-dilutive potential ordinary shares are ignored in
calculating diluted EPS.
EPS for discontinued operations is disclosed in Note 8.
Playtech plc Annual Report
and Financial Statements 2024 200
Note 15 – Employee benefits
Total staff costs (from continuing operations) comprise the following:
2024 2023
€’m €’m
Salaries and personnel-related costs
456.1
379.9
Cash-settled share-based payments
1.7
0.2
Equity-settled share-based payments
4.7
5.6
462.5
385.7
Average number of personnel:
Distribution
6,712
6,130
General and administration
382
372
7, 0 9 4
6,502
The Group has the following employee share option plans (ESOP) for the granting of non-transferable options to certain employees:
the Long Term Incentive Plan 2012 (LTIP). Awards (options, conditional share awards, cash-settled awards, or a forfeitable share award) granted under this
plan vest on the first day on which they become exercisable, which is typically between 18 and 36 months after grant date; and
the Long Term Incentive Plan 2022 (LTIP22). Awards (options, conditional share awards, restricted shares, cash-settled awards) granted under this plan
vest on the first day on which they become exercisable, which is typically after 36 months.
The overall term of the ESOP is ten years. These options are settled in equity or cash once exercised. Option prices are denominated in GBP.
There were no grants during 2024.
During 2023 the Group granted 3,023,945 nil cost options under its LTIP22 which are subject to EPS growth, relative total shareholder return (TSR) against
constituents of the FTSE 250 but excluding the investment trusts index, and relative TSR against a sector comparator group of peer companies. The fair value
per share at the grant date according to the Monte Carlo simulation model is between £3.84 and £5.85. Inputs used were as follows:
Projection
Share price at Dividend period
Expected life (years) grant date
yield
Risk-free rate
(years)
Volatility
3
£5.85
Nil
3.78%
3
36%— 46%
At 31 December 2024 and 2023 the following options were outstanding:
2024 2023
Number Number
Shares vested on 1 March 2018 at nil cost
72,596
72,596
Shares vested between 1 September 2016 and 1 March 2018 at nil cost
9,902
12,411
Shares vested on 1 March 2019 at nil cost
21,820
21,820
Shares vested between 1 September 2017 and 1 March 2019 at nil cost
20,026
23,344
Shares vested on 21 December 2019 at nil cost
7,734
9,779
Shares vested on 1 March 2020 at nil cost
51,939
77,326
Shares vested on 1 March 2021 at nil cost
158,729
612,618
Shares vested between 1 March 2022 and 1 August 2022 at nil cost
561,678
1,260,489
Shares vested by 19 December 2024 at nil cost
700,000
1,400,000
Shares vested between 1 March 2023 and 26 October 2023 at nil cost
1,820,235
3,323,693
Shares will vest by 18 August 2025 at nil cost
351,724
351,724
Shares will vest by 5 May 2026 at nil cost
2,954,767
3,012,659
6,731,150
10,178,459
The total number of shares exercisable as of 31 December 2024 is 3,424,659 (2023: 6,114,076).
The total number of outstanding shares that will be cash settled is 412,517 (2023: 570,545). The total liability outstanding for the cash-settled options is
€2.81 million (2023: €2.2 million).
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 201
Notes to the financial statements continued
Note 15 – Employee benefits continued
The following table illustrates the number and weighted average exercise prices of share options for the ESOP.
2024 2023
2024 2023 Weighted Weighted
Number Number average average
of options of options exercise price exercise price
Outstanding at the beginning of the year
10,178,459
12,172,864
Granted
3,023,945
Forfeited
(761,466)
(1,137,717)
Exercised
(2,685,843)
(3,880,633)
Outstanding at the end of the year
6,731,150
10,178,459
Included in the number of options exercised during the year are 153,890 options (2023: 176,142) which were cash settled.
The weighted average share price at the date of exercise of options was £7.18 (2023: £5.39).
Share options outstanding at the end of the year have the following exercise prices:
2024 2023
Expiry date
Exercise price
Number Number
21 December 2025
Nil
82,498
85,007
Between 21 December 2026 and 31 December 2026
Nil
49,580
54,943
Between 1 March 2027 and 28 June 2027
Nil
51,939
77,326
23 July 2028
Nil
155,718
609,607
Between 27 February 2029 and 19 December 2029
Nil
1,264,689
2,663,500
Between 17 July 2030 and 26 October 2030
Nil
1,820,235
3,323,693
18 August 2032
Nil
351,724
351,724
5 May 2033
Nil
2,954,767
3,012,659
6,731,150
10,178,459
Playtech plc Annual Report
and Financial Statements 2024 202
Note 16 – Property, plant and equipment
Buildings,
Computer leasehold
software Gaming Office furniture buildings and
and hardware machines and equipment improvements Tot al
€’m €’m €’m €’m €’m
Cost
At 1 January 2024
153.4
137.5
51.4
278.7
621.0
Additions
18.6
26.1
6.2
11.4
62.3
Acquisitions through business combinations
0.1
0.3
0.3
0.7
Disposals
(4.6)
(7.2)
(2.3)
(3.0)
(17.1 )
Reclassification to assets classified as held for sale (Note 24)
(1.2)
(104.8)
(22.0)
(233.8)
(361.8)
Foreign exchange movement
0.4
0.2
0.5
1.1
At 31 December 2024
166.7
51.9
33.8
53.8
306.2
Accumulated depreciation and impairment losses
At 1 January 2024
114.1
93.4
31.3
32.0
270.8
Charge
18.7
16.5
5.7
8.0
48.9
Impairment loss
0.2
0.1
0.3
Disposals
(4.2)
(6.5)
(2.2)
(2.4)
(15.3)
Reclassifications
(0.2)
0.2
Reclassification to assets classified as held for sale (Note 24)
(1.2)
(69.3)
(12.3)
(9.9)
(92.7)
Foreign exchange movement
0.2
0.1
0.3
At 31 December 2024
127.6
34.1
22.8
27.8
212.3
Net book value
At 31 December 2024
39.1
17.8
11.0
26.0
93.9
At 1 January 2024
39.3
44.1
20.1
246.7
350.2
Buildings,
Computer leasehold
software Gaming Office furniture buildings and
and hardware machines and equipment improvements Tot al
€’m €’m €’m €’m €’m
Cost
At 1 January 2023
142.5
115.2
49.0
274.4
581.1
Additions
19.5
23.1
6.2
8.8
57.6
Acquisitions through business combinations
0.1
0.1
0.2
Disposals
(6.2)
(2.8)
(1.1)
(3.8)
(13.9)
Reclassifications
1.9
(1.9)
Foreign exchange movement
(2.4)
(0.9)
(0.7)
(4.0)
At 31 December 2023
153.4
137.5
51.4
278.7
621.0
Accumulated depreciation and impairment losses
At 1 January 2023
104.1
78.0
28.2
29.4
239.7
Charge
17.5
16.1
6.1
6.8
46.5
Disposals
(6.1)
(2.6)
(0.7)
(3.6)
(13.0)
Reclassifications
1.9
(1.9)
Foreign exchange movement
(1.4)
(0.4)
(0.6)
(2.4)
At 31 December 2023
114.1
93.4
31.3
32.0
270.8
Net book value
At 31 December 2023
39.3
44.1
20.1
246.7
350.2
At 1 January 2023
38.4
37.2
20.8
245.0
341.4
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 203
Notes to the financial statements continued
Note 17 – Leases
Set out below are the carrying amounts of right of use assets recognised and the movements during the year:
Office Machinery
leases Hosting rentals Tot al
€’m €’m €’m €’m
At 1 January 2024
59.9
10.1
1.0
71.0
Additions/modifications
9.8
7.1
0.1
17.0
On business combinations
2.0
2.0
Reclassification to assets classified as held for sale (Note 24)
(31.1)
(0.5)
(0.8)
(32.4)
Amortisation charge
(14.9)
(8.1)
(0.3)
(23.3)
Impairment loss
(0.2)
(0.2)
Foreign exchange movement
(0.1)
(0.1)
At 31 December 2024
25.4
8.6
34.0
Office Machinery
leases Hosting rentals Tot al
€’m €’m €’m €’m
At 1 January 2023
60.5
11.1
71.6
Additions/modifications
14.2
6.8
1.4
22.4
On business combinations
1.9
1.9
Amortisation charge
(15.1)
(7.8)
(0.4)
(23.3)
Foreign exchange movement
(1.6)
(1.6)
At 31 December 2023
59.9
10.1
1.0
71.0
Set out below are the carrying amounts of lease liabilities and the movements during the year:
2024 2023
€’m €’m
At 1 January
86.8
85.8
Additions/modifications
16.7
22.0
On business combinations
2.0
1.9
Reclassification to assets classified as held for sale (Note 24)
(34.7)
Accretion of interest
4.7
5.2
Payments
(30.5)
(28.3)
Foreign exchange movement
1.3
0.2
At 31 December
46.3
86.8
Current
19.8
24.9
Non-current
26.5
61.9
46.3
86.8
The maturity analysis of lease liabilities is disclosed in Note 35B.
The following are the amounts recognised in profit or loss:
2024 2023
€’m €’m
Amortisation expense of right of use assets
18.7
18.3
Interest expense on lease liabilities
3.0
3.6
Impact of early termination of lease contracts
(0.2)
(0.1 )
21.5
21.8
Playtech plc Annual Report
and Financial Statements 2024 204
Note 18 – Intangible assets
Patents,
domain Customer
names and Development list and
licence Technology IP costs affiliates Goodwill Tot al
€’m €’m €’m €’m €’m €’m
Cost
At 1 January 2024
273.2
79.7
483.4
526.5
680.4
2,043.2
Additions
11.7
50.0
61.7
Assets acquired through business combinations*
15.4
15.4
Reclassification to assets classified as held for
sale (Note 24)
(243.4)
(12.3)
(245.3)
(307.6)
(808.6)
Disposal
(5.1)
(3.4)
(8.5)
Foreign exchange movement
0.1
0.1
At 31 December 2024
41.6
79.7
516.0
281.2
384.8
1,303.3
Accumulated amortisation and
impairment losses
At 1 January 2024
177.3
75.4
349.9
408.0
151.4
1,162.0
Charge
40.8
1.8
45.2
21.2
109.0
Impairment loss
2.1
0.1
20.6
26.5
70.4
119.7
Reclassification to assets classified as held for
sale (Note 24)
(180.4)
(6.5)
(181.6)
(25.3)
(393.8)
Disposals
(5.1)
(2.7)
(7.8)
Foreign exchange movement
0.1
0.1
At 31 December 2024
39.9
77.3
404.1
274.1
193.8
989.2
Net book value
At 31 December 2024
1.7
2.4
111.9
7.1
191.0
314.1
At 1 January 2024
95.9
4.3
133.5
118.5
529.0
881.2
* During 2024 the Group made acquisitions with net cash outflows of €12.0 million. Other than the MixZone acquisition which created goodwill of €1.2 million (Note 25F) all other
assets created on business combinations were transferred to held for sale. See Note 24 for further details.
Patents, domain Customer
names and Development list and
licence Technology IP costs affiliates Goodwill Tot al
€’m €’m €’m €’m €’m €’m
Cost
At 1 January 2023
222.4
79.7
428.4
523.5
676.6
1,930.6
Additions
51.0
58.4
109.4
Assets acquired through business combinations
0.4
3.0
4.2
7.6
Disposal
(0.2)
(3.4)
(0.4)
(4.0)
Foreign exchange movement
(0.4)
(0.4)
At 31 December 2023
273.2
79.7
483.4
526.5
680.4
2,043.2
Accumulated amortisation and
impairment losses
At 1 January 2023
133.8
72.4
300.3
376.4
66.8
949.7
Charge
43.5
3.0
49.4
30.8
126.7
Impairment loss
0.4
3.6
0.8
85.0
89.8
Disposals
(3.4)
(0.4)
(3.8)
Foreign exchange movement
(0.4)
(0.4)
At 31 December 2023
177.3
75.4
349.9
408.0
151.4
1,162.0
Net book value
At 31 December 2023
95.9
4.3
133.5
118.5
529.0
881.2
At 1 January 2023
88.6
7.3
128.1
147.1
609.8
980.9
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 205
Notes to the financial statements continued
Note 18 – Intangible assets continued
During the year, the research and development costs net of capitalised development costs were €116.9 million (2023: €101.2 million). The internal capitalisation
for the year was €48.8 million (2023: €56.7 million).
Out of the total amortisation charge of €109.0 million (2023: €126.7 million), an amount of €29.0 million (2023: €42.6 million including continuing and
discontinued operations) relates to the intangible assets acquired through business combinations.
In accordance with IAS 36, the Group regularly monitors the carrying value of its intangible assets, including goodwill. Goodwill is allocated to 14 cash-
generating units (CGUs) (2023: 13) out of which two CGUs are held for sale.
The allocation of the goodwill to CGUs (excluding CGUs held for sale) is as follows:
2024 2023
€’m €’m
SNAI (Reclassified to assets held for sale)
263.4
AUS GMTC
4.4
4.4
Bingo retail
9.5
9.5
Casino
50.8
50.8
Poker (€5.0 million reclassified to assets held for sale – Note 24)
10.6
15.6
Quickspin
10.2
Sports B2B
60.3
VB retail
4.6
4.6
Services
109.9
109.9
Sports B2C
0.3
MixZone
1.2
191.0
529.0
Management reviews CGUs for impairment bi-annually with a detailed assessment of each CGU carried out annually and whenever there is an indication that
a unit may be impaired. During the annual detailed review, the recoverable amount of each CGU is determined from value in use calculations based on cash
flow projections covering five years (using the Board-approved three-year plan along with a remaining two-year forecasted period) plus a terminal value which
have been adjusted to take into account each CGU’s major events as expected in future periods. A potential risk for future impairment exists should there be a
significant change in the economic outlook versus those trends management anticipates in its forecasts due to the occurrence of these events.
With the exception of CGUs which have been fully impaired to date and CGUs deemed sensitive to impairment from a reasonably possible change in key
assumptions as reviewed in further detail below, management has used the Groups three-year plan, however extended it to five years and calculated the
growth estimates for years one to five by applying an average annual growth rate for revenue based on the underlying economic environment in which the
CGU operates and the expected performance over that period. Beyond this period, management has applied an annual growth rate of 2.0%. Management
has included appropriate capital expenditure requirements to support the forecast growth and assumed the maintenance of the current level of licences.
Management has also applied post-tax discount rates to the cash flow projections as summarised below.
2024 CGUs not sensitive to changes in assumptions:
Average
revenue
growth rate Discount
2025–2029 rate applied
AUS GMTC
10.8%
11.46%
Bingo retail
8.8%
12.12%
Bingo VF
8.1%
13.49%
Casino
6.0%
11.59%
Services
(1.5%)
16.61%
Poker
0.8%
12.75%
Playtech plc Annual Report
and Financial Statements 2024 206
Note 18 – Intangible assets continued
2023 CGUs not sensitive to changes in assumptions:
Average
revenue
growth rate Discount
2024-2028 rate applied
SNAI
3.1%
15.2%
AUS GMTC
15.8%
13.1%
Bingo retail
4.9%
13.8%
Casino
4.7%
13.1%
Poker
4.0%
14.9%
In relation to the IGS, Sports B2B and Quickspin CGUs, following impairment tests completed in 2024, impairments have been recognised as disclosed below.
Certain other CGUs, which are specifically referred to below but not impaired, are considered sensitive to changes in assumptions used for the calculation of
value in use.
IGS CGU (Impaired at 30 June 2024)
The recoverable amount of the IGS CGU, with a carrying value of €4.9 million at 30 June 2024, has been determined using a cash flow forecast that includes
annual revenue growth rates ranging between a decline of 19.9% to an increase of 59.0%, over the one to five-year forecast period (31 December 2023: annual
revenue growth rates between 5.0% and 26.0%), a 2.0% long-term growth rate (31 December 2023: 2.0% long-term growth rate) and a post-tax discount
rate of 14.7% (31 December 2023: post-tax discount rate of 20.9%). Following the termination of two key contracts, the recoverable amount of this CGU is €Nil
and hence the carrying value has been impaired by €4.9 million in the year ended 31 December 2024. Following the impairment posted, all assets have been
impaired to the recoverable amount.
Sports B2B CGU (Impaired at 30 June 2024)
The recoverable amount of the Sports B2B CGU, with a carrying value of €113.0 million at 30 June 2024 (pre-impairment), has been determined using a
cash flow forecast that includes annual revenue growth rates ranging between a decline of 6.5% to an increase 3.0%, over the one to five year forecast
period (31 December 2023: annual revenue growth rates ranging from a decline of 20.0% and an increase of 15.0%), a 2.0% long-term growth rate
(31 December 2023: 2.0% long-term growth rate) and a post-tax discount rate of 13.7% (31 December 2023: post-tax discount rate of 13.7%).
Following the announcement of the revised strategic agreement with Caliplay, which will impact the sports revenue generated from 2025 (when the conditions
were met and the revised arrangements become effective from 31 March 2025 as announced on 21 March 2025), in addition to further expected reductions
in revenue from other sports licensees, the recoverable amount of €16.6 million does not exceed the carrying value as stated above (pre-impairment) and
therefore an impairment loss of €96.3 million was recognised in the year ended 31 December 2024 (31 December 2023: impairment of €72.2 million due to the
termination of two key contracts). Following the impairment posted, all assets have been impaired to the recoverable amount.
The impairment recorded in the interim review to 30 June 2024 contained an error due to the incorrect allocation of CGU assets to the Sports CGU. This has
resulted in a €15.9 million reduction to the impairment previously recorded in the period to 30 June 2024. This matter will also be disclosed as a restatement in
the 6-month period to 30 June 2025.
Quickspin CGU
Given the challenges of operating in an extremely competitive market with stricter regulations being introduced, the recoverable amount of the Quickspin CGU
was impaired by €18.2 million in 2024 (2023: €9.6 million).
The recoverable amount of this CGU of €6.4 million, with a carrying value of €24.6 million (pre-impairment) at 31 December 2024, has been determined using a
cash flow forecast that includes annual revenue growth rates between 2.6% and -4.0% over the one to five-year forecast period (2023: annual revenue growth
rates between 5.0% and 7.2%), 2.0% long-term growth rate (2023: 2.0% long-term growth rate) and a post-tax discount rate of 12.5% (2023: post-tax discount
rate of 12.4%).
If the revenue growth rate per annum is lower by 1%, then an additional impairment of €3.5 million would be recognised. Similarly, if the discount rate increases to
a post-tax discount rate of 13.5% from 12.5%, this would result in a further impairment of €0.2 million.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 207
Notes to the financial statements continued
Note 18 – Intangible assets continued
Eyecon CGU
The Eyecon CGU recognised an impairment of €7.8 million in 2023. The CGU was largely in line with budget in 2024. The recoverable amount of this CGU of
€15.8 million, with a carrying value equal to €10.2 million at 31 December 2024, was determined using a cash flow forecast that includes annual revenue growth
rates of 5.0% over the one to five-year forecast period (2023: annual revenue growth rates between 2.0% and 11.0%), 2.0% long-term growth rate (2023: 2.0%
long-term growth rate) and a post-tax discount rate of 13.6% (2023: post-tax discount rate of 15.1%). The recoverable amount would equal the carrying value of
the CGU if:
the discount rate applied reached a post-tax discount rate of 20.0%.
the revenue growth was lower by 0.4% when compared to the forecasted average five-year growth.
VB Retail CGU
The recoverable amount of the VB Retail CGU showed signs of underperformance during H2 2024, mainly due to delays in securing new revenue streams.
However, given the fact that new opportunities have been secured for 2025, no impairment has been recognised as at 31 December 2024.
The recoverable amount of this CGU of €41.2 million, with a carrying value of €27.9 million at 31 December 2024, has been determined using a cash flow
forecast that includes annual revenue growth rates between 18.0% and 4.5% over the one to five-year forecast period (2023: annual revenue growth rates
between 8.0% and 13.0%), 2.0% long-term growth rate (2023: 2.0% long-term growth rate) and a post-tax discount rate of 11.25% (2023: post-tax discount rate
of 12.7%). The recoverable amount would equal the carrying value of the CGU if:
the discount rate applied was higher by 39.7%, i.e. reaching a post-tax discount rate of 15.7%; or
the revenue growth was lower by 4.5% when compared to the forecasted average five-year growth.
Note 19 – Investments and derivative financial assets
Introduction
Below is a breakdown of the relevant assets at 31 December 2024 and 2023 per the consolidated balance sheet:
2024 2023
€’m €’m
A. Investments in associates
76.4
51.5
B. Other investments
152.1
92.8
C. Derivative financial assets
895.0
827.8
1,123.5
972.1
The following are the amounts recognised in the statement of comprehensive income:
2024 2023
€’m €’m
Profit or loss
A. Share of loss from associates
(3.8)
(0.9)
B. Unrealised fair value changes of equity investments
51.1
(6.6)
C. Unrealised fair value changes of derivative financial assets
61.5
153.4
Other comprehensive income
Foreign exchange movement from the derivative call options and equity investments held in non-Euro functional currency
subsidiaries
12.4
(5.9)
121.2
140.0
Where the underlying derivative call option and equity investments are held in a non-Euro functional currency entity, the foreign exchange movement is
recorded through other comprehensive income. As at 31 December 2024, the foreign exchange movement of the derivative call options held in Caliplay and
NorthStar (Note 19C) is recorded in profit or loss as these options are held in Euro functional currency entities. The foreign exchange movement of the derivative
call options held in Wplay, Onjoc, Tenbet, Tenlot El Salvador S.A. de C.V (“Tenlot El Salvador”) (Note 19C) and the small minority equity investment in Hard Rock
Digital (Note 19B) are recorded through other comprehensive income as these are held in USD functional currency entities.
The recognition and valuation methodologies for each category are explained in each of the relevant sections below, including key judgements made under
each arrangement as described in Note 6.
Playtech plc Annual Report
and Financial Statements 2024 208
Note 19 – Investments and derivative financial assets continued
A. Investments in associates
Balance sheet
2024 2023
€’m €’m
Caliplay
ALFEA SPA
1.6
1.7
Galera
LSports
65.6
35.2
Stats International
NorthStar
5.4
9.0
Sporting News Holdings Limited
5.4
5.6
Total investment in equity accounted associates
78.0
51.5
Transfer to held for sale
(1.6)
Total investment in equity accounted associates (continued operations)
76.4
51.5
Profit and loss impact
2024 2023
€’m €’m
Share of loss in Galera
Share of profit in LSports
2.1
Share of loss in NorthStar
(3.6)
(2.8)
Share of loss in Sporting News Holdings Limited
(0.2)
(0.2)
Total profit and loss impact
(3.8)
(0.9)
Balance sheet movement
Sporting
News
Holdings
LSports NorthStar Limited Tot al
€’m €’m €’m €’m
Balance as at 31 December 2023/1 January 2024
35.2
9.0
5.6
49.8
Transfer of fair value of the option on exercise
4.8
4.8
Total consideration to acquire additional 18% shareholding (pre-dilution)
25.8
25.8
Share of loss
(3.6)
(0.2)
(3.8)
Dividend income
(0.2)
(0.2)
Balance as at 31 December 2024
65.6
5.4
5.4
76.4
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 209
Notes to the financial statements continued
Note 19 – Investments and derivative financial assets continued
Caliplay
Background
During 2014, the Group entered into an agreement with Turística Akalli, S. A. de C.V, which has since changed its name to Corporacion Caliente S.A. de C.V.
(“Caliente”), the majority owner of Tecnologia en Entretenimiento Caliplay, S.A.P.I. de C.V (“Caliplay”), which is a leading online betting and gaming operator in
Mexico which operates the “Caliente” brand in Mexico.
The Group made a €16.8 million loan to September Holdings B.V. (previously the 49% shareholder of Caliplay), a company which is 100% owned by Caliente, in
return for a call option that would grant the Group the right to acquire 49% of the economic interest of Caliplay for a nominal amount (the “Playtech Call Option”).
During 2021, Caliplay redeemed its share at par from September Holdings, which resulted in Caliente owning substantially all of the shares in Caliplay. The terms
of the existing structured agreement were varied, with the following key changes:
A new additional option (in addition to the Playtech Call Option) was granted to the Group which allowed the Group to take up to a 49% equity interest in
a new acquisition vehicle should Caliplay be subject to a corporate transaction – this additional option is only exercisable in connection with a corporate
transaction and therefore was not exercisable at 31 December 2024 or 31 December 2023 (the “Playtech M&A Call Option”).
Caliente received a put option which would require Playtech to acquire September Holding Company B.V. for a nominal amount (the “September Put
Option”). This option has been exercised and the parties are in the process of transferring legal ownership of September Holding Company B.V. to
the Group.
The Group has no equity holding in Caliplay and is currently providing services to Caliplay including technical and general strategic support services for which
it receives income (including an additional B2B services fee as described in Note 9). If either the Playtech Call Option or the Playtech M&A Call Option is
exercised, the Group would no longer be entitled to receive the additional B2B services fee (and will cease to provide certain related services) which for the year
ended 31 December 2024 was €80.6 million (2023: €111.7 million).
In addition to the above, from 1 January 2025, if there is a change of control of Caliplay or any member of the Caliente group which holds a regulatory permit
under which Caliplay operates, each of the Group and Caliente shall be entitled (but not obligated), within 60 days of the time of such change of control, to
require that the Caliente group redeems the Groups additional B2B services fee or (if the Playtech Call Option had been exercised at that time) acquires
Playtechs 49% stake in Caliplay (together the “COC Option”). If such change of control were to take place and the right to redeem/acquire were to occur,
this would extinguish the Playtech Call Option (to the extent not exercised prior thereto) and the Playtech M&A Call Option. The COC option was historically
considered in the valuation of the Playtech M&A Option (refer to Note 19C).
Finally, for 45 days after the finalisation of Caliplay’s 2021 accounts, Caliplay also had an option to redeem the Group’s additional B2B services fee or
(if the Playtech Call Option had been exercised at that time) Caliente would have the option to acquire Playtech’s 49% stake in Caliplay (together the “Caliente
Call Option”). As per the public announcement made by the Group on 6 February 2023, the Group was seeking a declaration from the English Courts to obtain
clarification on a point of disagreement between the parties in relation to the Caliente Call Option. The Group believes the Caliente Call Option has expired and
referred to its expiry having taken place in its interim report for the six-month period ended 30 June 2022, which was published on 22 September 2022. If the
Caliente Call Option was declared as being exercisable and was exercised, this would extinguish the Playtech Call Option and the Playtech M&A Call Option.
As per the public announcement made in September 2024, the Group agreed a revised strategic agreement related to Caliplay. Under these revised terms,
Playtech will hold a 30.8% equity interest in Caliente Interactive, Inc. (“Cali Interactive”), which will be the new holding company of Caliplay, incorporated in the
United States and be entitled to receive dividends alongside other shareholders in Cali Interactive. Playtech will also have the right to appoint a Director to the
Board of Cali Interactive. In the meantime, there is an agreed standstill of all the existing legal proceedings between Caliente, Caliplay and Playtech which were
disclosed in the audited accounts for the year ended 31 December 2023 and in Note 6 of these financial statements (including the point of disagreement on the
Caliente Call Option above), and those proceedings will be dismissed in full once the revised arrangements come into effect.
The revised arrangements are conditional upon Mexican antitrust approval. On 21 March 2025, the Group announced that all necessary approvals have been
received, and completion of the revised arrangements is scheduled to take place on 31 March 2025. On closing of the revised arrangements, the Playtech
Call Option, the Caliente Call Option and the COC Option will cease to exist and the Playtech M&A Call Option will have been exercised. Refer to Note 19C for
further details.
Assessment of control and significant influence
As at 31 December 2024 and 2023 it was assessed that the Group did not have control over Caliplay, because it does not meet the criteria of IFRS 10
Consolidated Financial Statements, paragraph 7 due to the following:
Despite the Group previously having a nominated director on the Caliplay board in 2020 and having consent rights on certain decisions (in each case,
removed in 2021), there was no ability to control the relevant activities.
The Playtech Call Option or the Playtech M&A Call Option, if exercised, would result in Playtech having up to 49% of the voting rights and would not result in
Playtech having control.
Whilst the Group currently does receive variable returns from its strategic agreement, it does not have the power to direct relevant activities so any variation
cannot arise from such a power.
Playtech plc Annual Report
and Financial Statements 2024 210
Note 19 – Investments and derivative financial assets continued
As at 31 December 2024 and 2023, the Group has significant influence over Caliplay because it meets one or more of the criteria under IAS 28, paragraph 6
as follows:
The standard operator revenue by itself is not considered to give rise to significant influence; however, when combined with the additional B2B services fee,
this is an indicator of significant influence.
The material transaction of the historical loan funding is also an indicator of significant influence.
Accounting for each of the options
The Playtech Call Option was exercisable at 31 December 2024 and 31 December 2023, although it was still unexercised as at 31 December 2024. As the
Group has significant influence and the option is exercisable, the investment is recognised as an investment in associate using the equity accounting method
which includes having current access to profits and losses. The cost of the investment was previously deemed to be the loan given through September
Holdings of €16.8 million, which at the time was assessed under IAS 28, paragraph 38 as not recoverable for the foreseeable future and part of the overall
investment in the entity.
In 2021, with the introduction of the September Put Option, the investment in associate relating to the original Playtech Call Option was reduced to zero and the
€16.8 million original loan amount was determined by management to be the cost of the new Playtech M&A Call Option and therefore fully offset the balance of
€16.8 million against the overall fair value movement of the Playtech M&A Call Option (refer to part C of this Note).
The Playtech M&A Call Option is not currently exercisable (although it will be amended, become exercisable and will be exercised in connection with the closing
of the revised strategic agreement) and therefore in accordance with IAS 28, paragraph 14 has been recognised as derivative financial asset, and disclosed
separately under part C of this Note.
As per the judgement in Note 6, the Group did not consider it appropriate to equity account for the share of profits as the current 100% shareholder is entitled to
any undistributed profits.
Below is the financial information of Caliplay:
31 December 31 December
2024
1
2023
2
€’m €’m
Current assets
191.8
215.0
Non-current assets
18.2
23.9
Current liabilities
(204.5)
(123.6)
Non-current liabilities
Equity
5.5
115.3
Revenue
863.7
759.4
Profit from continuing operations
36.3
58.8
Other comprehensive income/(loss), net of tax
(20.5)
10.4
Total comprehensive income
15.8
69.2
1
The 2024 balances above have been extracted from Caliplay’s draft 2024 financial statements.
2
The 2023 balances have been extracted from Caliplay’s 2023 audited financial statements.
Investment in ALFEA SPA
The Group has held 30.7% equity shares in ALFEA SPA since June 2018. At 31 December 2024, the Groups value of the investment in ALFEA SPA was
€1.6 million (31 December 2023: €1.7 million). A share of loss of €0.1 million was recognised in profit or loss within discontinued operations for the year ended
31 December 2024 (2023: a share of profit of €0.1 million was recognised in profit or loss within discontinued operations).The investment was shown as held for
sale as at 31 December 2024.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 211
Notes to the financial statements continued
Note 19 – Investments and derivative financial assets continued
Investment in Galera
In June 2021, the Group entered into an agreement with Ocean 88 Holdings Ltd (Ocean 88) (shareholder of Galera Gaming Group (together “Galera”), a
company registered in Brazil. Galera offers and operates online and mobile sports betting and gaming (poker, casino, etc.) in Brazil. They will continue to do so
under the local regulatory licence, which was obtained and became effective 1 January 2025, when regulation went live in Brazil.
The Group’s total consideration paid for the investment in Galera was $5.0 million (€4.2 million) in the year ended 31 December 2021, which was the
consideration for the option to subscribe and purchase from Galera an amount of shares equal to 40% in Galera at nominal price.
In addition to the investment amount paid, Playtech made available to Galera a line of credit up to $20.0 million. In 2022, an amendment was signed to the
original framework agreement to increase the credit line to $45.0 million. As at 31 December 2024, an amount of €43.0 million, which is included in loans
receivable from related parties (refer to Note 33), has been drawn down (31 December 2023: €39.2 million). An amount of €1.4 million has been loaned in the
year ended 31 December 2024. The loan is required to be repaid to Playtech prior to any dividend distribution to the current shareholders of Galera. Galera
repaid Playtech €1.5 million in the year ended 31 December 2024. The remainder of the year on year movement is additional interest charged, as well as foreign
exchange gain on retranslation of the loan, which is denominated in US Dollars. The Group recognised an allowance for expected credit losses (ECL) for this
loan of €2.8 million at 31 December 2024 (2023: €1.6 million).
In respect of the loan receivable from Galera under this credit line, even though the framework agreement does not state a set repayment term, management
has assessed that this should still be recognised as a loan as opposed to part of the overall investment in associate in line with IAS 28. The Directors have made
a judgement that the loan will be settled from operational cash flows as opposed to being settled as part of an overall transaction. The cost of the investment
was deemed to be the price paid for the option of $5.0 million (€4.2 million), which was reduced to €Nil through the recognition of the Groups share of losses as
at 31 December 2022. The Galera Group continues to be loss-making as at 31 December 2024 and 31 December 2023.
On 6 November 2023, Ocean 88 acquired 60% of F12.bet. Playtech loaned Galera the amount of $10.1 million (€9.5 million) for the acquisition of F12.bet. As at
31 December 2024, this amount was €10.1 million and is included in loans receivable from related parties (31 December 2023: €9.6 million) (refer to Note 33). The
loan is repayable within five years from the disbursement date, in November 2028. The Group recognised an allowance for ECL for this loan of €0.7 million as at
31 December 2024 (2023: €0.4 million).
On 15 May 2024, Playtech loaned an additional $10.0 million (€9.2 million) to Galera to acquire 60% of Luva.bet. Luva.bet is a recently established operator
targeting the Brazilian market which commenced operations in April 2023. As at 31 December 2024, an amount of €9.5 million is included in loans receivable
from related parties (Note 33). The loan is repayable within five years from the disbursement date, in May 2029. The Group recognised an allowance for ECL for
this loan of €0.6 million as at 31 December 2024.
On 6 December 2024, Playtech provided an additional credit facility of 70.0 million BRL (€11.0 million) to Galera to assist them in acquiring the Brazil licenses.
An amount of €9.2 million was withdrawn as at 31 December 2024 and is included in loans receivable from related parties (Note 33). The loan is repayable in
November 2029. The Group recognised an allowance for ECL for this loan of €0.6 million as at 31 December 2024.
An additional ECL percentage of 5% was recorded for all Galera loans at 31 December 2024 to reflect the risk that any operator faces at the verge of regulation
within a country. This includes risks related to system integration, user experience, and compliance monitoring, which could result in the loss of players due
to operational disruptions, penalties and loss of licenses for Galera. The total ECL on Galera loans at 31 December 2024 is €4.7 million (31 December 2023:
€2.0 million).
The total outstanding loans to Ocean88 as at 31 December 2024 is €71.8 million (31 December 2023: €48.8 million), including interest.
Playtech has assessed whether it holds power to control Galera and it was concluded that this is not the case. Even if the option is exercised, it would only result
in a 40% voting right over the operating entity and therefore no control.
Under the agreement in place:
the standard operator income to be generated from services provided to Galera when combined with the additional B2B services fee, the loan and certain
other contractual rights, are all indicators of significant influence; and
the Group provides standard B2B services (similar to services provided to other B2B customers) as well as additional services to Galera that Galera
requires to assist it in successfully running its operations, which could be considered essential technical information.
Considering the above factors, the Group has significant influence under IAS 28, paragraph 6 over Galera.
As the option is currently exercisable and gives Playtech access to the returns associated with the ownership interest, the investment is treated as an
investment in associate. Playtech’s interest in Galera is accounted for using the equity method in the consolidated financial statements. Galera is currently loss-
making. If the call option is exercised by Playtech, the Group will no longer provide certain services and as such will no longer be entitled to the additional B2B
services fee. The additional B2B services fee was €Nil in the year ended 31 December 2024 (2023: €Nil).
The cost of the investment was deemed to be the price paid for the option of $5.0 million (€4.2 million), which was reduced to €Nil through the recognition of the
Group’s share of losses.
Playtech plc Annual Report
and Financial Statements 2024 212
Note 19 – Investments and derivative financial assets continued
Investment in LSports
Background
In November 2022, the Group acquired 15% of Statscore for €1.8 million, making it a 100% subsidiary. Subsequently, the Group disposed of 100% of Statscore
to LSports Data Ltd (‘’LSports’’) for €7.5 million, less a novated inter-company loan of €1.6 million, resulting in a non-cash net consideration of €5.9 million.
Additionally, the Group acquired 31% of LSports for €36.7 million, which included an option to acquire up to 18% more shares. Of the total consideration,
€29.2 million was paid in cash.
The Group exercised its option to acquire up to 49% (an additional 18%) of the equity of LSports in September 2024, increasing their shareholding to 49%. The
Group paid LSports €18.9 million, calculated based on a valuation of LSports at €115.0 million. Upon finalisation of LSports’ annual audited financial statements
for the year ended 31 December 2024, an additional consideration of €6.9 million, based on EBITDA multiplied by a factor of seven, was recorded as deferred
consideration and was paid in March 2025 (Note 38). Under IFRS 10, paragraph 7, the Company does not have control over the investee despite being the
largest shareholder in LSports by holding 49% because the rest of the 51% shareholders form a consortium by virtue of being related (Note 6).
LSports is a company whose principal activity is to empower sportsbooks and media companies with the highest quality sports data on a wide range of events,
so they can build the best product possible for their business. The company is based in Israel. The principal reason of the acquisition is the attractive opportunity
considered by Playtech to increase its footprint in the growing sports data market segment.
Assessment of control and significant influence
As at the date of acquisition, 31 December 2024 and 2023, it was assessed that the Group did not have control over LSports, because it does not meet the
criteria of IFRS 10 Consolidated Financial Statements, paragraph 7 due to the following:
despite the appointment and representation on the board of directors by a Playtech employee as at 31 December 2024, there is still no ability to control the
relevant activities, as the total number of directors including the Playtech appointed director is five;
Playtech has neither the ability to change any members of the board nor of the management of LSports; and
as of 31 December 2024, despite Playtech’s shareholding being 49%, under IFRS 10, paragraph 7, the Group does not have control over LSports because
the other combined shareholding/voting power exceeds 50% and is collectively held by family members.
Per the above assessment, Playtech does not hold power over the investee and as such does not have control.
As at 31 December 2024 and 2023, the Group has significant influence over LSports because it meets one or more of the criteria under IAS 28, paragraph 6, the
main one being the Playtech employee appointed on the board of LSports, enabling it to therefore participate in policy-making processes, including decisions
about dividends and/or other distributions. As a result of this assessment, LSports has been recognised as an investment in associate.
Purchase Price Allocation (PPA)
The Group prepared an initial PPA following the acquisition of the investment in 2022, where any difference between the cost of the investment and Playtechs
share of the net fair value of the LSports identifiable assets and liabilities results in goodwill. Goodwill is not recognised separately but is included as part of the
carrying amount of the investment in associate.
The Group prepared an updated PPA in September 2024 upon acquiring the additional 18% stake in LSports. The difference again resulted in goodwill,
included in the investment’s carrying amount.
Details of Playtechs share of net fair value of the identifiable assets and liabilities acquired are as follows:
Playtechs share of net fair
value of the identifiable assets
and liabilities acquired
2024
€’m
Net book value of assets acquired
3.7
Fair value of customer contracts and relationships
28.4
Fair value of technology – internally developed
23.4
Fair value of brand
4.8
Deferred tax arising on acquisition
(4.3)
Total net assets
56.0
Resulting goodwill 14.0
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 213
Notes to the financial statements continued
Note 19 – Investments and derivative financial assets continued
The total share of profit recognised in profit or loss in the year ended 31 December 2024 from the investment is LSports was €Nil million (2023: €2.1 million).
This includes the amortisation of intangibles and the release of the deferred tax liability, arising from the original acquisition of the investment and subsequent
exercise of the option (2024: €2.9 million, 2023: €2.1 million) and the share of the LSports profits (2024: €2.9 million, 2023: €4.2 million), with a corresponding
entry against the investment in associate on the consolidated balance sheet.
During 2024, the Group received a dividend of €0.2 million from LSports (2023: €1.8 million), which reduced the investment in associate value in the
consolidated balance sheet.
Below is certain financial information of LSports:
31 December 31 December
2024
1
2023
1
€’m €’m
Current assets
9.5
10.9
Non-current assets
43.0
26.8
Current liabilities
(8.7)
(6.6)
Non-current liabilities
(8.3)
(2.3)
Equity
35.5
28.8
1
The 2024 and 2023 balances above have been extracted from LSport’s audited consolidated financial statements.
Investment in Stats International
Background
In January 2022, the Group provided a $2.3 million loan to Stats International Limited (“Stats”), at an interest rate of 3.5% and a repayment date of 30 June 2024.
As at 31 December 2024, the carrying value of the loan was €2.4 million and is included in loans receivable from related parties (Note 33) (2023: €2.2 million).
The Stats group’s business activities are focused on securing rights in connection with sporting competitions and the exploitation of the same, typically in
exchange for the payment of certain fees and provision of analytical and statistical services by the Stats group to the relevant rightsholder. The initial focus of the
Stats group is on Brazilian sports competitions.
In May 2023, the Group and Stats signed an amended loan agreement which, amongst other things, changed the repayment obligations such that the final
repayment date will be 31 December 2026 and the loan agreement will be novated from Stats to Jewelrock (Stats’ sole shareholder) in consideration of $1.
Moreover, a framework agreement was signed between Stats and Playtech whereby Playtech, for a €1 consideration, has been granted the option to acquire
from Jewelrock 36% of the issued share capital of Stats.
Finally, Playtech entered into a service agreement whereby Playtech provides Stats its business development and knowledge-sharing services in connection
with the operational and industry standard procedures of Stats in exchange for additional B2B services fee as per Note 9. As the business is still a start-up, the
additional B2B services fee as at 31 December 2024 was €Nil (2023: €Nil). Once the option is exercised, the Group would no longer provide certain services
and, as such, would no longer be entitled to the additional B2B services fee.
The option may be exercised at any time but prior to the termination of all sporting rights agreements. It shall also lapse on the expiry or termination of the
Playtech service agreement in accordance with its terms or at the written election of Playtech.
Playtech has assessed whether it holds power to control the investee and it was concluded that this is not the case. Even if the option is exercised, it would only
result in a 36% voting right over the operating entity and therefore no control.
However, Playtech has assessed whether the Group has significant influence over Stats and due to the existence of the service agreement whereby Playtech
would be assisting a start-up business by providing knowledge-sharing services, these could be considered essential technical information. Considering this, it
was concluded that the Group has significant influence under IAS 28, paragraph 6, over Stats.
The cost of the option, which was considered to be the inherent value of Playtech allowing the loan repayment date to be extended, is considered negligible. No
share of profits/losses have been recognised as at 31 December 2024 in profit or loss as these were immaterial.
Playtech plc Annual Report
and Financial Statements 2024 214
Note 19 – Investments and derivative financial assets continued
Investment in NorthStar
Background
NorthStar Gaming Inc. is a Canadian gaming brand incorporated in Ontario in Q4 2021. In Q2 2022, NorthStar received its license from the Alcohol and Gaming
Commission of Ontario (AGCO) and launched its online gaming site, www.northstarbets.ca, offering regulated sports betting markets and a curated casino
experience. Playtech saw this as an opportunity to expand its presence in the growing Canadian betting market.
In December 2022, the Group issued NorthStar a convertible loan of CAD 12.25 million, which could be converted into common shares, A warrants, and B
warrants upon the completion of a reverse takeover (RTO) transaction. Baden Resources, listed on the TSX, agreed to acquire NorthStar through an RTO. The
loans fair value as of 31 December 2022 was €8.4 million.
In March 2023, the RTO was completed, and Baden Resources was renamed NorthStar Gaming Holdings (“NorthStar”). This triggered the automatic
conversion of the Groups loan into NorthStar common shares, which were then exchanged for NorthStar common shares. The Group also received NorthStar
Warrants, exercisable at CAD 0.85 and CAD 0.90 per share, expiring on the fifth anniversary of their issue.
In September 2023, the Group entered into a subscription agreement with NorthStar, acquiring additional shares and warrants (exercisable at CAD 0.36 and
CAD 0.40 per share) for CAD 5.0 million. This investment closed in October 2023, and Playtech also loaned NorthStar an 8% senior convertible debenture for
CAD 5.0 million.
As of 31 December 2024, Playtech owns approximately 25.8% of NorthStar’s issued and outstanding common shares (down from 27.5% as of
31 December 2023 following NorthStars issue of new shares in June 2024). If the convertible debenture is converted and all warrants are exercised, Playtech
could potentially increase its stake to over 40%.
The Group’s convertible debenture has been classified at fair value through profit or loss based on IFRS 9 criteria. As at 31 December 2024, an amount of CAD
5.5 million (€3.6 million) is included in loans receivable from related parties (31 December 2023: €3.4 million) (Note 33). The loan is required to be repaid to
Playtech by October 2026 or upon conversion (to the extent not fully converted) once conversion criteria are met.
In April 2024, the Group signed a promissory note with NorthStar for the amount of CAD 3.0 million (€2.1 million), which is included in current assets as loans
receivable from related parties (Note 33). The principal and the outstanding interest under the promissory note are required to be paid the earliest of:
i. 12 months from April 2024;
ii. the date on which Playtech declares the Indebtedness to be immediately due and payable following the occurrence of an event of default (as defined in
agreement between Playtech and NorthStar);
iii. the date on which NorthStar or any of its subsidiaries complete an offering of debt or equity securities to one or more third parties that, when aggregated
with any other financing completed, results in gross proceeds to NorthStar and its subsidiaries of at least CAD 10 million.
In September 2024 and December 2024 further promissory notes to the value of CAD 3.0 million (€2.1 million) and CAD 3.5 million (€2.3 million) respectively
were issued to NorthStar to assist with its growth plans while establishing more medium to long-term financing, which are included in current assets as loans
receivable from related parties (Note 33). All three of these promissory notes were repaid by NorthStar in January 2025 (Note 38).
The fair value of all of Playtechs warrants is €Nil as at 31 December 2024 (2023: €Nil) (refer to Note 19C).
Assessment of control and significant influence
As at 31 December 2024 and 2023, it was assessed that the Group did not have control over NorthStar, because it does not meet the criteria of IFRS 10
Consolidated Financial Statements, paragraph 7 due to the following:
despite representation on the NorthStar board of directors by Playtech’s CFO and one more Playtech employee at 31 December 2023 and
31 December 2024, there is still no ability to control the relevant activities, as the total number of appointed directors is eight; and
Playtech has neither the ability to change any other members of the NorthStar board nor the management of NorthStar.
Per the above assessment, Playtech does not hold power over the investee and as such does not have control.
As at 31 December 2024 and 2023, the Group has significant influence over NorthStar because it meets one or more of the criteria under IAS 28, paragraph
6, the main one being that it has two appointed members sitting on the board of NorthStar, enabling it to therefore participate in policy-making processes,
including decisions about dividends and/or other distributions. As a result of this assessment NorthStar has been recognised as an investment in associate.
The NorthStar warrants are fair valued as per paragraph 14 of IAS 28 and shown as a derivative financial asset in accordance with IFRS 9 (refer to Note 19C).
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 215
Notes to the financial statements continued
Note 19 – Investments and derivative financial assets continued
Purchase Price Allocation (PPA)
The Group prepared a PPA following the acquisition of the investment, where any difference between the cost of the investment and Playtech’s share of the net
fair value of NorthStar’s identifiable assets and liabilities results in goodwill.
Goodwill is not recognised separately but is included as part of the carrying amount of the investment in associate. Up until October 2023, Playtechs
shareholding was diluted to 15% due to NorthStar issuing more shares as part of an acquisition they completed in May 2023. Playtech’s shareholding at
31 December 2024 was 25.8% (31 December 2023: 27.5%). Playtechs shareholding decrease from 2023 to 2024 is due to NorthStar issuing more shares to
new and existing shareholders.
The total share of loss recognised in profit or loss in the year ended 31 December 2024 from the investment in NorthStar was €3.6 million (2023: €2.8 million).
This includes the amortisation of intangibles, arising on acquisition, and the share of NorthStar’s losses, with a corresponding entry against the investment in
associate on the consolidated balance sheet.
Investment in Sporting News Holdings Limited
Background
In August 2023, the Group acquired 12.6% of Sporting News Holdings Limited (“TSN”), for a total consideration of $6.3 million (€5.8 million).
TSN’s principal activities are the sale of digital advertising and the offering of media services, the provision of multimedia sports content across internet-enabled
digital platforms and the distribution directly to customers and business clients around the world. The company is incorporated in the Isle of Man. The principal
reason of the acquisition is the attractive opportunity considered by Playtech to increase its footprint in the growing sports and media market segment.
Assessment of control and significant influence
As at the date of acquisition and at 31 December 2024 it was assessed that the Group did not have control over TSN, because it does not meet the criteria of
IFRS 10 Consolidated Financial Statements, paragraph 7 due to the following:
despite Playtech having the right to appoint a director on the TSN board, as at 31 December 2024 and 31 December 2023, one had not yet been appointed.
Playtech has preferred to only appoint an observer to the board. Moreover, once Playtech appoints a director, there is still no ability to control the relevant
activities, as the total number of directors including potentially one Playtech appointed director will be five; and
Playtech has neither the ability to change any members of the board nor of the management of TSN.
Per the above assessment, Playtech does not hold power over the investee and as such does not have control.
As at 31 December 2024, the Group has significant influence over TSN because it meets one or more of the criteria under IAS 28, paragraph 6, the main one
being Playtech having the ability to appoint a member on the board of TSN, enabling it to therefore participate in policy-making processes, including decisions
about dividends and/or other distributions. As a result of this assessment TSN has been recognised as an investment in associate.
The cost of the investment was deemed to be the consideration paid for the shares of $6.3 million (€5.8 million) in August 2023. The total share of loss
recognised in profit or loss in the year ended 31 December 2024 from the investment in TSN was €0.2 million (2023: €0.2 million).
Other investments in associates that are fair valued under IFRS9 per IAS 28, paragraph 14
The following are also investments in associates where the Group has significant influence but where the option is not currently exercisable. As there is no
current access to profits, the relevant option is fair valued under IFRS 9, and disclosed as derivative financial assets under part C of this Note:
Wplay;
Tenbet (Costa Rica);
Onjoc (Panama); and
Tenlot El Salvador S.A. de C.V
The financial information required for investments in associates, other than Caliplay and LSports, has not been included here as from a Group perspective the
Directors do not consider them to have a material impact jointly or separately.
Playtech plc Annual Report
and Financial Statements 2024 216
Note 19 – Investments and derivative financial assets continued
B. Other investments
Balance sheet
2024 2023
€’m €’m
Listed investments
11.1
15.8
Investment in Tenlot Guatemala
Investment in Tentech Costa Rica
Investment in Gameco
Investment in Hard Rock Digital
141.0
77.0
Total other investments
152.1
92.8
Statement of comprehensive income
2024 2023
€’m €’m
Profit and loss
Change in fair value of equity investments
51.1
(6.6)
Impairment of investment in Gameco (included in the impairment of financial assets)
(1.3)
51 .1
(7.9)
Other comprehensive income
Foreign exchange movement from equity investments held in a non-Euro functional subsidiary
6.4
(2.6)
Listed investments
The Group has shares in listed securities, which includes new shares purchased during the year for €1.8 million (2023: €14.3 million). The fair values of these
equity shares are determined by reference to published price quotations in an active market. For the year ended 31 December 2024, the fair values of these
listed securities have decreased by €6.5 million (2023: increased by €0.1 million).
Investment in Tenlot Guatemala
In 2020, the Group entered into an agreement with Tenlot Guatemala, a member of the Tenlot Group. Tenlot Guatemala, which is in the lottery business in
Guatemala, commenced its activity in 2018.
The Group acquired a 10% equity holding in Tenlot Guatemala for a total consideration of $5.0 million (€4.4 million) in 2020, which has been accounted at fair
value through profit or loss under IFRS 9.
The fair value of the equity holding as at 31 December 2024 and 31 December 2023 was €Nil because of changes to market conditions which led to changes in
its original business plans. The fair value of the equity holding has decreased by €4.4 million to €Nil in the year ended 31 December 2023.
In addition, the Group was granted a 10% equity holding in Super Sports S.A. at no additional cost. The Group also has an option to acquire an additional 80%
equity holding in Super Sports S.A. If the option is exercised, the Group would no longer provide certain services and, as such, would no longer be entitled to the
additional B2B services fee. The additional B2B services fee was €Nil for the year ended 31 December 2024 (2023: €Nil). There are no conditions attached to
the exercise of the option.
The right of exercising the call option at any time and the acquisition of the additional 80% in Super Sports S.A. give Playtech:
power over the investee;
exposure, or rights, to variable returns from its involvement with the investee; and
the ability to use its power over the investee to affect the amount of the investor’s returns.
It therefore satisfies all the criteria of control under IFRS 10, paragraph 7 and, as such, at 31 December 2024 Super Sports S.A. has been consolidated in the
consolidated financial statements of the Group, noting that this is not material from a Group perspective.
Investment in Tentech Costa Rica
In 2020, the Group entered into an agreement in Costa Rica with the Tenlot Group. The Group acquired a 6% equity holding in Tentech CR S.A., a member of the
Tenlot Group, for a total consideration of $2.5 million (€2.1 million). Tentech CR S.A. sells printed bingo cards in accordance with article 29 of the Law of Raffles
and Lotteries of Costa Rica (CRC – Costa Rican Red Cross Association).
The 6% equity holding in Tentech CR S.A. is accounted at fair value through profit or loss under IFRS 9.
The fair value of the equity holding as at 31 December 2024 and 31 December 2023 was €Ni because of changes to market conditions which led to changes in
its original business plans. The fair value of the equity holding has decreased by €2.3 million to €Nil in the year ended 31 December 2023.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 217
Notes to the financial statements continued
Note 19 – Investments and derivative financial assets continued
Investment in Gameco
In 2021, the Group entered into a convertible loan agreement with GameCo LLC (“Gameco”), where it provided $4.0 million (€3.8 million) in the form of a debt
security with 8% interest. In December 2022, Gameco acquired Green Jade Games and, subsequently, the Playtech debt was converted into equity shares,
representing a 7.1% interest in the newly formed group. Immediately prior to the conversion, the loan was impaired by €3.0 million, and this has been recognised
in profit or loss in the prior year.
The 7.1% equity holding in the newly formed group was accounted at fair value through profit or loss under IFRS 9 at 31 December 2022. As at 31 December 2024
and 2023, the fair value of the equity holding has been €Nil.
Investment in Hard Rock Digital
In March 2023, the Group invested $85.0 million (€79.8 million in March 2023, €77.0 million at 31 December 2023) in Hard Rock Digital (HRD) in exchange for
a small minority interest in a combination of equity shares and warrants. HRD is the exclusive Hard Rock International vehicle for interactive gaming and sports
betting on a global basis and the primary vendor to the Seminole Tribe of Florida (the “Seminole Tribe”) for sports betting in the State of Florida. During late 2023
and 2024 positive outcomes were received in respect of claims made in both the Federal and Supreme Courts. Following this, sports betting was re-launched in
Florida by the Seminole Tribe.
The Group assessed whether the warrants met the definition of a separate derivative as per IFRS 9. A financial instrument or other contract should have all
three of the following characteristics:
its value changes in response to the change in a specified interest rate, financial instrument price, commodity price, foreign exchange rate, index of prices or
rates, credit rating or credit index, or other variable, provided, in the case of a non-financial variable, that the variable is not specific to a party to the contract
(sometimes called the “underlying”);
it requires no initial net investment or an initial net investment that is smaller than would be required for other types of contracts that would be expected to
have a similar response to changes in market factors; and
it is settled at a future date.
Management made a judgement that the warrants did not meet the definition of a separate derivative asset as: (i) the value of the warrants is part of the total
investment and cannot be distinguished between the two and therefore the value of the warrants was deemed to be equal to the equity shares value; and (ii) the
consideration was paid at the time of the transaction.
Furthermore, the equity investment did not meet the definition of held for trading, as the investment was acquired for long-term investment purposes and
with no current intention for sale. The investment was therefore classified as an investment held at fair value through profit or loss with initial and subsequent
recognition at fair value, with any subsequent gain/loss recognised in profit or loss.
In the year ended 31 December 2024, the Group received a dividend of €3.1 million (2023: €Nil) from HRD, recognised in finance income.
Valuation
The Group has assessed the fair value of the investment at 31 December 2024 by applying a DCF approach with a market exit multiple assumption to the two
CGUs within the investment. The discount rate and exit multiples used were within the range of 19%-29% and 8.5x-10.0x respectively. Due to the small minority
interest and the limited influence Playtech has over HRD, the Group included a discount for lack of control of 10%, as well as a 15%-20% discount for lack of
marketability due to the shares not being publicly traded.
As at 31 December 2024, the fair value of the equity investment in HRD increased to €141.0 million ($146.5 million). The difference of €64.0 million between the
fair value at 31 December 2023 of €77.0 million and the fair value at 31 December 2024 has been recognised as follows:
a. €57.6 million derived from the fair value increase of the equity investment calculated using the DCF model in profit or loss for the period ended
31 December 2024. The increase was mainly driven by the performance of the business, positive developments in the regulatory environment which
primarily aided the relaunch of the Florida sports operations by the Seminole Tribe in late 2023.
b. €6.4 million derived from the fair value increase due to the exchange rate fluctuation of USD to EUR (as the equity investment is under a foreign subsidiary of
the Group whose functional currency is USD) in other comprehensive income for the year ended 31 December 2024.
The Group will continue to monitor the development of the HRD business including the wider regulatory landscape internationally, as well as in the key
operational states in the US which can impact the value of the equity investment.
Sensitivity analysis
The assumptions and judgements made in the valuation of the equity investment as at 31 December 2024 include the following sensitivities, noting that factors
and circumstances, for example regulatory changes, that may arise that are outside the Group and HRDs control which could impact the option value positively
or negatively:
A plus or minus shift of 5% to the discount rates used will result in a fair value of the equity investment within the range of €127.1 million – €159.8 million.
An increase or decrease of 2.0x on the 2029 exit multiple will result in a fair value change of the equity investment within the range of €124.7 million to
€157.9 million.
A 10% fluctuation in the revenue growth rate will result in a fair value of the equity investment within the range of €105.9 million – €190.6 million.
A 10% fluctuation in the Adjusted EBITDA margin will result in a fair value of the equity investment within the range of €130.0 million – €152.6 million.
Playtech plc Annual Report
and Financial Statements 2024 218
Note 19 – Investments and derivative financial assets continued
C. Derivative financial assets
Balance sheet
2024 2023
€’m €’m
Playtech M&A Call Option (Caliplay)
801.9
730.2
Wplay
84.7
88.0
Onjoc
3.4
3.1
Tenbet
0.4
1.7
Tenlot El Salvador S.A. de C.V
4.6
NorthStar warrants (Note 19A)
LSports (Note19A)
4.8
Total derivative financial assets
895.0
827.8
Statement of comprehensive income impact
2024 2023
€’m €’m
Caliplay
Fair value change of Playtech M&A Call Option
26.1
180.9
Foreign exchange movement to profit or loss
45.6
(16.0)
Wplay
Fair value change in Wplay
(9.0)
(2.7)
Foreign exchange movement recognised in other comprehensive income
5.7
(2.8)
Onjoc
Fair value change in Onjoc
0.1
(5.3)
Foreign exchange movement recognised in other comprehensive income
0.2
(0.2)
Tenbet
Fair value change in Tenbet
(1.3)
(6.9)
Foreign exchange movement recognised in other comprehensive income
(0.3)
Tenlot El Salvador S.A. de C.V
Fair value change in Tenlot El Salvador S.A. de C.V
Foreign exchange movement recognised in other comprehensive income
0.1
LSports
Fair value change of call option (Note 19A)
3.4
Total comprehensive income impact
67.5
150.1
Caliplay
The Playtech M&A Call Option is not currently exercisable and therefore in accordance with IAS 28, paragraph 14 has been recognised as a derivative financial
asset and fair valued under IFRS 9.
As further disclosed in Note 19A, in September 2024 Playtech has signed a revised strategic agreement in relation to Caliplay in which the Playtech M&A Call
Option currently held by Playtech would be amended so that on exercise Playtech will receive a 30.8% equity interest in Caliente Interactive Inc, Caliplay’s newly
incorporated US holding company. Exercise of the amended Playtech M&A Call Option will occur in connection with closing of the revised arrangements,
with the 30.8% shareholding (the “Equity Right”), being achieved after taking account of the rights of its service providers. The completion of these revised
arrangements, which were announced in September 2024, was conditional upon Mexican antitrust approval, which was received in March 2025, with closing
now scheduled for 31 March 2025. Furthermore, there is currently an agreed standstill of all current legal proceedings between Caliente, Caliplay and Playtech,
and those proceedings will be dismissed in full once the revised arrangements come into effect. Under the Equity Right scenario, Playtech will:
no longer be entitled to the additional B2B services fee;
have certain customary shareholder rights, including the right to appoint a Director to the Board of Cali Interactive for so long as Playtech’s equity interest is
at least 15% of Cali Interactive; and
subject to available cash and applicable law, Playtech and all other Cali Interactive stockholders will receive dividends, at least quarterly, pursuant to an
agreed dividend policy.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 219
Notes to the financial statements continued
Note 19 – Investments and derivative financial assets continued
Whilst the resultant 30.8% shareholding on closing of the revised arrangements is less than the 49% interest (before taking account of the rights of the
Playtech Group’s service providers) which the Playtech Group would have held in Caliplay were it to have exercised the existing Playtech M&A Call Option, the
Playtech Group was willing to accept this reduced interest in the context of the terms of these revised arrangements taken as a whole which include:
(i) the resultant settlement and dismissal of all legal proceedings between Caliente, Caliplay and Playtech;
(ii) the receipt (and/or payment into escrow) of the entirety of the outstanding fees owing to the Playtech Group;
(iii) Playtech holding shares in a newly incorporated US holding company of Caliplay; and
(iv) the Caliente Call Option and the COC Option (and the Playtech Call Option) ceasing to exist with the Playtech M&A Call Option having been exercised.
At 31 December 2024, a key judgement was made that the Group is certain that the revised arrangements with Caliplay would complete in H1 2025, and as
such only valued Playtech’s 30.8% Equity Right.
As at 31 December 2023, the Group valued the existing Playtech M&A Option using a DCF approach with a market exit multiple assumption. The Group
also made assumptions on the probability of a possible transaction that may be completed on a number of exit date scenarios over a five-year period, until
December 2028. Management did not model a scenario of no exit as this was considered highly remote. Finally, taking account of matters arising in the
period, Playtech included some probability weighted scenarios to consider the impact of the COC Option as explained in part A of this Note, noting that the
probabilities assigned to this scenario were above zero but low.
Valuation
The Group has assessed the fair value of the Equity Right as at 31 December 2024 using the income approach, which estimates the value of the Equity Right
based on the value of the expected future cash flows generated by Caliplay.
The Group’s view of a reasonable market participant base discount rate for the 31 December 2024 valuation is 1% higher than last year. However, as Playtech
was certain at 31 December 2024 that the revised arrangements will complete in 2025 and that therefore the legal proceedings will subsequently be dismissed,
the Group removed the additional company-specific premium (of 5%) from the discount rate used in the valuation as at 31 December 2023. The discount rate
used for the valuation of the Equity Right was 16% as at 31 December 2024 (2023: 20%).
The Group used a compound annual growth rate of 23.7% (2023: 17.0%) on revenue over the forecasted cash flow period, an average Adjusted EBITDA
margin of 23.5% (2023: 31.3%) and an exit multiple of 8.75x (2023: 7.7x). The change in Adjusted EBITDA margin is due to changes in marketing strategies that
impacted 2024 actuals and going forward into 2025 and beyond. The increase in the exit EBITDA multiple is supported by the observed median EV/EBITDA
multiple of the publicly listed peers as at 31 December 2024 and share price increases.
Given the fact that under the revised arrangements related to Caliplay, the Equity right will be 30.8%, the Group applied a 5% discount for lack of control (DLOC)
on the value of Playtechs indirect stake in Caliplay, reflecting the fact that Playtech will not have control of Caliplay but it will continue to have significant influence
(Note 19A) with the ability to appoint a director on the board and voting rights in proportion to its shareholding. The Group also included an additional discount
for lack of marketability (DLOM) of 15% for the non-marketable equity right (2023: 10.0%). Furthermore, as part of the restructured arrangements, Playtech’s
stake in Caliplay was adjusted to reflect the rights to Caliplay shares that a service provider is entitled (currently also entitled to part of the value of the Playtech
M&A Call Option).
As at 31 December 2024, the fair value of the Playtech M&A Call Option was $833.0 million (2023: $805.8 million) which converted to €801.9 million
(2023: €730.2 million). The year-on-year change in the fair value of the Playtech M&A call option is a combination of an uplift from:
the decrease in the discount rate to remove the 5% litigation risk included in the discount rate as at 31 December 2023;
the increase in the exit multiple as explained above;
favourable movement in the USD to EUR foreign exchange rate;
the roll forward of the valuation due to passage of time.
These were partially offset by:
the change in methodology. In December 2023, the valuation was based on an entitlement to 49% (pre share of service provider) of the equity value on
exercise of a call option (considering the impact of both the Playtech M&A Call Option and the COC Option). Based on the revised arrangements signed in
September 2024, the equity stake to be held in Caliente Interactive Inc. (Caliplay’s newly incorporated US holding company) has decreased to 30.8% (post
share of service provider).
Playtech plc Annual Report
and Financial Statements 2024 220
Note 19 – Investments and derivative financial assets continued
Sensitivity analysis
The assumptions and judgements made in the valuation of the derivative financial asset as at 31 December 2024 include the following sensitivities, noting that
factors and circumstances may arise that are outside the Group’s control which could impact the option value:
A different discount rate within the range of 11% to 21% will result in a fair value of the derivative financial asset in the range of €725.8 million – €889.5 million.
A 5% fluctuation in the Adjusted EBITDA margin will result in a fair value of the derivative financial asset within the range of €763.4 million – €840.4 million.
A 10% fluctuation in the Adjusted EBITDA margin will result in a fair value of the derivative financial asset within the range of €724.9 million – €878.9 million.
A 5% fluctuation in the revenue growth rate will result in a fair value of the derivative financial asset within the range of €715.2 million – €895.3 million.
A 10% fluctuation in the revenue growth rate will result in a fair value of the derivative financial asset within the range of €635.3 million – €997.3 million.
A 1.0 fluctuation on the market exit multiple will result in a fair value of the derivative financial asset within the range of €724.9 million – €878.9 million.
If the incremental DLOM fluctuates by 5% (to 10% and 20% instead of 15%) will result in a fair value of the derivative financial asset within the range of
€754.7 million – €849.1 million.
If the incremental DLOC fluctuates by 5% (to 0% and 10% instead of 5%) will result in a fair value of the derivative financial asset within the range of
€759.5 million – €844.2 million.
Wplay
In August 2019, Playtech entered into a structured agreement with Aquila Global Group SAS (“Wplay”), which has a licence to operate online gaming products
and services in Colombia. Under the agreement, the Group provides Wplay its technology products, where it receives standard operator revenue and additional
B2B services fee as per Note 9. The Group has no shareholding in Wplay.
Playtech has a call option to acquire a 50% equity holding in the Wplay business. As at 31 December 2024, the option exercise date was in February 2025 or
earlier if an M&A event takes place, however management was in active discussions with Wplay to further extend the option exercise date pre-year end. The
extension was signed in February 2025, and the option exercise date was deferred to February 2026. For the call option valuation as at 31 December 2024,
Playtech assumed that the call option cannot be exercised any date before February 2026. If the call option is exercised by Playtech, the Group would no longer
provide certain services and as such will no longer be entitled to the additional B2B services fee. The additional B2B services fee was €10.6 million for the year
ended 31 December 2024 (2023: €1.2 million).
Assessment of control and significant influence
The Group assessed whether it holds power over the investee (in accordance with IFRS 10, paragraph 7) with the following considerations:
Playtech does not have the ability to direct Wplays activities as it has no voting representation on the executive committee or members of the executive
committee.
Whilst they are not members on the executive committee, Playtech has the ability to appoint and change both the COO and CMO who form part of the
management team (albeit this right has never been exercised). The COO and the CMO are part of the wider management team but would not be able to
control the relevant activities of Wplay.
If the option is exercised it would result in Playtech acquiring 50% of the voting rights of the operating entity and therefore would not result in having control.
Furthermore, as at 31 December 2024 and 31 December 2023, the option is not exercisable and therefore can be disregarded in the assessment of power.
Per the above assessment Playtech does not hold power over the investee and as such does not have control.
With regard to the assessment of significant influence, the following facts were considered:
Playtech has the right to appoint and remove the COO and CMO, which is a potential indicator of significant influence given their relative positions and
involvement in the day-to-day operations of Wplay.
The standard operator revenue is not considered to give rise to significant influence. However, when combined with the additional B2B services fee, this is
an indicator of significant influence.
The Group provides additional services to Wplay which Wplay requires to assist it in successfully running its operations, which could be considered
essential technical information.
The Group therefore has significant influence under IAS 28, paragraph 6 over Wplay. However, as the option is not currently exercisable, the Group has an
investment in associate but with no access to profits. As such, the option is fair valued as per paragraph 14 of IAS 28 and shown as a derivative financial asset in
accordance with IFRS 9.
The Group has given two loans to Wplay, with an outstanding balance at 31 December 2023 of €1.3 million, included in loans receivable from related parties
(Note 33). The loans were repaid in 2024.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 221
Notes to the financial statements continued
Note 19 – Investments and derivative financial assets continued
Valuation
The fair value of the option at 31 December 2024 has been estimated using a DCF approach with a market exit multiple assumption. The Group used a
discount rate of 22% (2023: 22%), as well as a discount for illiquidity and control until the expected Playtech exit date of February 2026 (used as an accounting
assumption solely for the purposes of valuing the Wplay option) (2023: expected exit date of February 2025). The Group used a compound annual growth
rate of 7.1% (2023: 8.2%) over the forecasted cash flow period, an average Adjusted EBITDA margin of 23.9% (2023: 28.5%) and an exit multiple of 10.4x
(2023: 10.2x). As part of the agreement, there is a lock-in mechanism that contractually might prevent Playtech from selling the resulting shares, however an
assumption was made that if the exit date assumed in the model is earlier, then both parties would be in agreement to this earlier exit point, therefore no further
discounts were applied post transaction. Furthermore, Playtech’s share in Wplay was adjusted to reflect the rights to shares that a service provider has under its
services agreement with the Group.
As at 31 December 2024, the fair value of the Wplay derivative financial asset is €84.7 million. The difference of €3.3 million between the fair value at
31 December 2023 of €88.0 million and the fair value at 31 December 2024 has been recognised as follows:
a. €9.0 million derived from the fair value decrease of the derivative call option calculated using the DCF model in profit or loss for the year ended
31 December 2024. The decrease was due to downgrading of forecasts because of the depreciation of USD against COP by 14% from 31 December 2023
to 31 December 2024 and offset by the increase in the exit multiple.
b. €5.7 million derived from the fair value increase due to the exchange rate fluctuation of USD to EUR (as the derivative call option is under a foreign subsidiary
of the Group whose functional currency is USD) in other comprehensive income for the year ended 31 December 2024.
In February 2025, the Colombian government implemented a temporary 19% VAT on online gambling deposits starting on 22 February 2025. The temporary
tax will be in place for 90 days, with the option of two extensions, each also 90 days long. The tax reform bill, including the 19% VAT, was still under discussion
and had not been approved by Congress as at 31 December 2024. Playtech, through advice also concluded that it would be unlikely that the bill around the
19% VAT would be passed, especially since it has been on the agenda for several years. As such it was not considered for purposes of valuing the Wplay
option at 31 December 2024, and will be assessed as part of the valuation at 30 June 2025, noting that it could have a material impact on the value disclosed at
31 December 2024.
Sensitivity analysis
The assumptions and judgements made in the valuation of the derivative financial asset as at 31 December 2024 include the following sensitivities, noting that
factors and circumstances may arise that are outside the Group’s control which could impact the option value:
A different discount rate within the range of 17% to 27% will result in a fair value of the derivative financial asset in the range of €72.6 million – €99.8 million.
If the expected Playtech exit date is extended by one year, the fair value of the derivative financial asset will decrease to €75.8 million.
A 5% fluctuation in the Adjusted EBITDA margin will result in a fair value of the derivative financial asset within the range of €80.8 million – €88.6 million.
A 10% fluctuation in the Adjusted EBITDA margin will result in a fair value of the derivative financial asset within the range of €77.0 million – €92.4 million.
A 5% fluctuation in the revenue growth rate will result in a fair value of the derivative financial asset within the range of €80.1 million – €89.3 million.
A 10% fluctuation in the revenue growth rate will result in a fair value of the derivative financial asset within the range of €75.6 million – €94.0 million.
A 1.0 fluctuation on the market exit multiple will result in a fair value of the derivative financial asset within the range of €78.8 million – €90.6 million.
Onjoc
In June 2020, Playtech entered into a framework agreement with ONJOC CORP. (“Onjoc”), which holds a licence to operate online sports betting, gaming and
gambling activities in Panama. The Group has no equity holding in Onjoc but has an option to acquire 50%. Under the agreement the Group provides Onjoc its
technology products, where it receives standard operator revenue and additional B2B services fee as per Note 9. If the option is exercised, the Group would
no longer provide certain services and, as such, would no longer be entitled to the additional B2B services fee. The additional B2B services fee was €Nil in the
year ended 31 December 2024 and 2023. The option can be exercised any time subject to Onjoc having $15.0 million of Gross Gaming Revenue (GGR) over a
consecutive 12-month period.
Assessment of control and significant influence
The Group performed an analysis for Onjoc to assess whether it holds power over Onjoc (in accordance with IFRS 10, paragraph 7) with the following
considerations:
Playtech can propose an independent member to the board of directors, who has to be independent to both Playtech and Onjoc, and as such does not
have the ability to direct Onjoc’s activities as it has no voting representation on the board;
Playtech has the right to propose the COO, CTO and CMO, which although would form part of the wider management team, would not be able to control
the relevant activities of Onjoc by themselves; and
if the option is exercised it would result in Playtech acquiring 50% of the voting rights of the operating entity and therefore would not result in having control.
Furthermore, as at 31 December 2024 and 31 December 2023, the option is not exercisable and therefore can be disregarded in the assessment of power.
Per the above assessment Playtech does not hold power over the investee and as such does not have control.
Playtech plc Annual Report
and Financial Statements 2024 222
Note 19 – Investments and derivative financial assets continued
Onjoc continued
Regarding the assessment of significant influence, the following facts were considered:
Playtech can propose an independent member to the board of directors and has the right to propose the COO, CTO and CMO, which are potential
indicators of significant influence given their relative positions and the involvement in day-to-day operations of Onjoc;
the standard operator revenue is not considered to give rise to significant influence. However, when combined with the additional B2B services fee, this is an
indicator of significant influence; and
the Group provides additional services to Onjoc which Onjoc requires to assist it in successfully running its operations which could be considered essential
technical information.
The Group therefore has significant influence under IAS 28, paragraph 6 over Onjoc. However, as the option is not currently exercisable, the Group has an
investment in associate but with no access to profits. As such, the option is fair valued as per paragraph 14 of IAS 28 and shown as a derivative financial asset
in accordance with IFRS 9. The Group has given an interest-bearing loan to Onjoc of €3.3 million (2023: €2.3 million) which is due for repayment in December
2027 and is included in loans receivable from related parties (refer to Note 33).
Valuation
The fair value of the option at 31 December 2024 has been estimated using a DCF approach with a market exit multiple assumption. The Group used a
discount rate of 34% (2023: 32%) reflecting the cash flow risk given the high growth rates in place and the early stages of the business, as well as a discount
for illiquidity and control until the expected Playtech exit date of December 2028 (2023: expected exit date of December 2027). The Group used a compound
annual growth rate of 29.0% (2023: 49.2%) over the forecasted cash flow period and an average Adjusted EBITDA margin of 21.3% (2023: 24.2%). As part of
the agreement, there is a lock-in mechanism that contractually might prevent Playtech from selling the resulting shares, however an assumption was made
that if the exit date assumed in the model is earlier, then both parties would be in agreement to this earlier exit point, therefore no further discounts applied post
transaction. Furthermore, Playtechs share in Onjoc was adjusted to reflect the rights to shares that a service provider has under its services agreement with the
Group.
As at 31 December 2024, the fair value of the Onjoc derivative financial asset is €3.4 million. The difference of €0.3 million between the fair value at
31 December 2023 of €3.1 million and the fair value at 31 December 2024 has been recognised as follows:
a. €0.1 million derived from the fair value increase of the derivative call option calculated using the DCF model in profit or loss in the year ended
31 December 2024. This increase is mostly due to the assumed exercise date getting closer in 31 December 2024 than 31 December 2023 and the further
12 months roll forward of the valuation period.
b. €0.2 million derived from the fair value increase from the exchange rate fluctuation of USD to EUR (as the derivative call option is under a foreign subsidiary
of the Group whose functional currency is USD) in other comprehensive income in the year ended 31 December 2024.
Sensitivity analysis
The assumptions and judgements made in the valuation of the derivative financial asset as at 31 December 2024 include the following sensitivities, noting that
factors and circumstances may arise that are outside the Group’s control which could impact the option value:
A different discount rate within the range of 29% to 39% will result in a fair value of the derivative financial asset in the range of €2.9 million – €4.0 million.
A 5% fluctuation in the Adjusted EBITDA margin will result in a fair value of the derivative financial asset within the range of €3.2 million – €3.6 million.
A 10% fluctuation in the Adjusted EBITDA margin will result in a fair value of the derivative financial asset within the range of €3.0 million – €3.8 million.
A 5% fluctuation in the revenue growth rate will result in a fair value of the derivative financial asset within the range of €2.7 million – €4.1 million.
A 10% fluctuation in the revenue growth rate will result in a fair value of the derivative financial asset within the range of €2.1 million – €4.8 million.
A 1.0 fluctuation on the market exit multiple will result in a fair value of the derivative financial asset within the range of €2.8 million – €3.9 million.
Tenbet Costa Rica
In addition to the 6% equity holding in Tentech CR S.A as per section B of this Note, the Group has an option to acquire 81% equity holding in Tenbet. Tenbet,
which is another member of the Tenlot Group, operates online bingo games and casino side games. Playtech provides certain services to Tenbet in return for
its additional B2B services fee. The Group has no equity holding in Tenbet but has an option to acquire 81% equity. If the option is exercised, the Group would
no longer provide certain services to Tenbet and, as such, would no longer be entitled to the additional B2B services fee. The additional B2B services fee was
€Nil in the year ended 31 December 2024 and 31 December 2023. In H1 2023, the Group signed an amendment to the Tenbet agreement in which the option
can be exercised at any time from July 2024 (previously 35 months of Tenbet going live). In H2 2023, the Group signed an amendment to the Tenbet agreement
in which the option can be exercised at any time from 1 January 2025 based on the condition that Tenbet has generated at least once, prior to the exercise,
accumulative GGR (as defined in the agreement) of at least $10.0 million, in a consecutive 12-month period. Based on the business plan used for the DCF
valuation, the accumulative GGR is not expected to be met before 31 December 2027.
The Group has given an interest-bearing loan to Tenbet of €6.0 million (2023: €4.2 million) which is due for repayment in December 2029 and is included in
loans receivable from related parties (refer to Note 33).
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 223
Notes to the financial statements continued
Note 19 – Investments and derivative financial assets continued
Assessment of control and significant influence
The Group assessed whether it holds power over Tenbet (in accordance with IFRS 10, paragraph 7) with the following considerations:
Playtech does not have the ability to direct Tenbet’s activities as it has no voting representation on the board of directors (or equivalent) or people in
managerial positions;
Playtech has neither the ability to appoint, nor change, any members of the board of Tenbet; and
as at 31 December 2024 and 31 December 2023, the option is not exercisable and therefore can be disregarded in the assessment of power.
Per the above assessment, Playtech does not hold power over the investee and as such does not have control.
With regard to the assessment of significant influence, the standard operator revenue alone is not considered to give rise to significant influence. However,
when combined with the additional B2B services fee, this is an indicator of significant influence. Furthermore, the Group provides additional services to Tenbet
which Tenbet requires to assist it in successfully running its operations that could be considered essential technical information. Playtech therefore has
significant influence under IAS 28, paragraph 6 over Tenbet. However, as the option is not currently exercisable, the Group has an investment in associate but
with no access to profits. As such, the option is fair valued as per paragraph 14 of IAS 28 and shown as a derivative financial asset in accordance with IFRS 9.
Valuation
The fair value of the option at 31 December 2024 has been estimated using a DCF approach with a market exit multiple assumption. The Group used a discount
rate of 34% (2023: 33%) reflecting the cash flow risk given the high growth rates in place and the early stages of the business, as well as a discount for illiquidity
and control until the expected Playtech exit date of December 2028 (2023: expected exit date of December 2028). The Group used a compound annual
growth rate of 91.4% (2023: 96.2%) over the forecasted cash flow period and an average Adjusted EBITDA margin of 1.1% (2023: average of 0.9%). As part of
the agreement, there is a lock-in mechanism that contractually might prevent Playtech from selling the resulting shares, however an assumption was made that
if the exit date assumed in the model is earlier, then both parties would be in agreement to this earlier exit point. Furthermore, Playtech’s share in Tenbet was
adjusted to reflect the rights to shares that a service provider has under its services agreement with the Group.
As at 31 December 2024, the fair value of the Tenbet derivative financial asset is €0.4 million, with the €1.3 million decrease from the fair value of €1.7 million at
31 December 2023 recognised in profit or loss for the year ended 31 December 2024, primarily due to downgraded cash flow forecasts based on Tenbet’s
current performance, calculated using the DCF.
Tenlot El Salvador S.A. de C.V
During 2024, the Group entered into a new structured agreement with Tenlot El Salvador S.A. de C.V. (Tenlot El Salvador), which has a license to operate online
betting and gaming on behalf the national lottery of El Salvador. Under the agreement the Group will provide Tenlot El Salvador its technological platform, as well
as operational and other related services, where it will receive in return standard operator revenue and additional B2B services fee as per Note 9. The additional
B2B services fee was €Nil in the year ended 31 December 2024.The Group has no shareholding in Tenlot El Salvador.
Under the structured agreement, Playtech has paid Tenlot El Salvador an amount of $3.3 million with an additional $1.3 million to be paid in instalments upon
certain conditions being met, in exchange for an option to acquire 70% of the shares in Tenlot El Salvador. The option can be exercisable at any time after
18 months from February 2024 subject to Tenlot El Salvador generating at least once prior to the exercise, a cumulative gross gaming revenue of at least
$10.0 million in any consecutive period of 12 months.
Playtech also made available to Tenlot El Salvador a $5.5 million line of credit out. As at 31 December 2024, an amount of $0.5 million was withdrawn. The
carrying amount of the loan is €0.5 million as of 31 December 2024 and is included in loans receivable from related parties (refer to Note 33).
Assessment of control and significant influence
The Group assessed whether it holds power over Tenlot El Salvador (in accordance with IFRS 10, paragraph 7) with the following considerations:
Playtech does not have the ability to direct Tenlot El Salvador’s activities as it has no voting representation on the board of directors (or equivalent) or people
in managerial positions;
Playtech has neither the ability to appoint, nor change, any members of the board of Tenlot El Salvador; and
as at 31 December 2024, the option is not exercisable and therefore can be disregarded in the assessment of power.
Per the above assessment, Playtech does not hold power over the investee and as such does not have control.
Regarding the assessment of significant influence, the standard operator revenue alone is not considered to give rise to significant influence. However, when
combined with the additional B2B services fee, this is an indicator of significant influence. Furthermore, the Group will provide additional services to Tenlot El
Salvador which Tenlot El Salvador requires to assist it in successfully running its operations that could be considered essential technical information. Playtech
therefore has significant influence under IAS 28, paragraph 6 over Tenlot El Salvador. However, as the option is not currently exercisable, the Group has an
investment in associate but with no access to profits. As such, the option is fair valued as per paragraph 14 of IAS 28 and shown as a derivative financial asset in
accordance with IFRS 9.
Playtech plc Annual Report
and Financial Statements 2024 224
Note 19 – Investments and derivative financial assets continued
Valuation
As at 31 December 2024, the fair value of the Tenlot El Salvador derivative financial asset is €4.6 million. Since the date the derivative was acquired until
31 December 2024, there have been no changes in the operations of Tenlot El Salvador that would indicate that the fair value of the derivative financial asset
would be different to the original arms length price payable of $4.8 million (€4.5 million).
The difference of €0.1 million between the fair value at acquisition and the fair value at 31 December 2024 is derived from the fair value increase from the
exchange rate fluctuation of USD to EUR (as the derivative call option is under a foreign subsidiary of the Group whose functional currency is USD) in other
comprehensive income in the year ended 31 December 2024.
Note 20 – Other non-current assets
2024 2023
€’m €’m
Security deposits
2.5
4.3
Guarantee for gaming licences
2.1
2.2
Prepaid costs relating to Sun Bingo contract
56.2
58.7
Loans receivable (net of ECL)
3.4
3.1
Loans receivable from related parties (net of ECL) (Note 33)
82.5
58.5
Other receivables
0.3
10.2
147.0
137.0
The movement of loans and interest receivable is as follows:
€’m
Balance as at 1 January 2024
63.3
Net loans granted/repaid
25.3
Non-cash loans granted (transfer from trade receivables)
1.0
Interest charge for the year
3.3
ECL
(2.6)
Foreign exchange movements
2.9
Balance as at 31 December 2024
93.2
Split to:
Non-current assets
85.9
Current assets (Note 22)
7.3
93.2
Note 21 – Trade receivables
2024 2023
€’m €’m
Trade receivables
85.4
109.9
Related parties (Note 33)
56.2
9 9.1
Trade receivables – net
141.6
209.0
Split to:
Non-current assets
1.9
Current assets
141.6
207.1
141.6
209.0
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 225
Notes to the financial statements continued
Note 22 – Other receivables
2024 2023
€’m €’m
Prepaid expenses
21.4
23.3
VAT and other taxes
14.2
14.8
Security deposits for regulators
24.4
Prepaid costs relating to Sun Bingo contract
4.5
4.4
Receivable for legal proceedings and disputes
1
16.4
Loans receivable (net of ECL)
0.9
0.5
Loans receivable from related parties (net of ECL) (Note 33)
6.4
1.2
Other receivables from related parties (Note 33)
0.3
0.3
Other receivables
4.8
15.2
Caliplay – funds held in escrow (Note 6)
33.3
85.8
100.5
1
Receivable for legal proceedings and disputes relates to funds held in escrow, in relation to a historical and ongoing legal matter. The corresponding liability is included under gaming and other
taxes. The funds will be released when the case is finally settled, in accordance with the escrow agreement. At 31 December 2024 this was included in assets held for sale.
Note 23 – Cash and cash equivalents
Cash and cash equivalents for the purposes of the statement of cash flows comprises:
2024 2023
€’m €’m
Continuing operations
Cash at bank
268.5
516.6
Treated as held for sale
Cash at bank
185.9
Cash and cash equivalents in the statement of cash flows
454.4
516.6
Less: expected credit loss (Note 35A)
(0.4)
(0.4)
454.0
516.2
Out of the total cash at bank (from continuing operations and treated as held for sale), an amount of €6.2 million was held by payment processors as at
31 December 2024 (2023: €9.4 million). Of this, €4.8 million relates to cash included in held for sale.
The total cash held on behalf of operators comprises of the following balances:
2024 2023
€’m €’m
Continuing operations
Funds attributed to jackpots
76.7
81.1
Security deposits
23.1
29.9
Players’ balances
1
2.5
41.9
102.3
152.9
Treated as held for sale
Funds attributed to jackpots
5.9
Security deposits
7.2
Players’ balances
1
33.7
46.8
1
The player balances are held in segregated bank accounts in line with licensing requirements.
Playtech plc Annual Report
and Financial Statements 2024 226
Note 24 – Assets held for sale
2024 2023
€’m €’m
Assets
A. Property, plant and equipment
19.3
B. Snaitech B2C CGU
1,058.6
C. HAPPYBET CGU
2.8
D. Poker Strategy
5.0
1,066.4
19.3
A. During 2021, the Group entered into a binding agreement for the disposal of a real estate area in Milan for a total consideration of €20.0 million. Accordingly,
the real estate was classified as held for sale. Of the total consideration, €1.0 million was received during the year ended 31 December 2021. The advance
received was classified as part of the liabilities directly associated with assets classified as held for sale. The sale has been finalised but the disposal is
expected to complete in H1 2025 with the movement of the trot track from La Maura area to San Siro (previously it was expected that the sale would be
completed during 2024). The balance at 31 December 2024 is now included in the Snaitech B2C CGU as part of the overall asset held for sale group.
B. On 17 September 2024, the Group entered into an agreement for the disposal of the Snaitech B2C segment for a cash consideration of €2,300 million.
Completion of the sale, which is subject to certain conditions including relevant antitrust, gaming and other regulatory authority approvals, is currently
expected by Q2 2025.
In this respect, the results of this CGU are presented as discontinued operations in the consolidated statement of profit or loss and the comparatives have
been restated to show the discontinued operation separately from the continuing operations.
The total major class of assets and liabilities of Snaitech B2C CGU classified as held for sale as at 31 December 2024, are as follows:
€’m
Assets
Property, plant and equipment
288.8
Right of use assets
32.4
Intangible assets
409.8
Investment in associates
1.6
Trade receivables
81.1
Inventory
0.6
Other receivables
63.2
Cash and cash equivalents
181.1
Assets classified as held for sale
1,058.6
Liabilities
Deferred tax liability
143.6
Trade payables
25.8
Progressive operators’ jackpots and security deposits
12.9
Client funds
33.2
Income tax payable
43.3
Gaming and other taxes payable
106.0
Lease liability
34.5
Deferred revenues
0.9
Contingent consideration
2.0
Provisions for risks and charges
8.2
Other payables
91.5
Liabilities directly associated with the asset classified as held for sale 501.9
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 227
Notes to the financial statements continued
Note 24 – Assets held for sale continued
C. The total major class of assets and liabilities of HAPPYBET CGU classified as held for sale as at 31 December 2024, are as follows:
€’m
Assets
Trade receivables and other receivables
2.3
Cash and cash equivalents
4.8
Provision against assets held for sale
(4.3)
Assets classified as held for sale
2.8
Liabilities
Trade payables
0.4
Progressive operators’ jackpots and security deposits
0.2
Client funds
0.5
Gaming and other taxes payable
0.3
Lease liability
0.2
Provisions for risks and charges
0.5
Other payables
0.7
Liabilities directly associated with the asset classified as held for sale 2.8
D. By the end of the year, the Group was in discussion for the sale of the business and assets comprising PokerStrategy.com. The negotiations as at
31 December 2024 were at an advance stage and close to the finalisation of the agreement and at that point, it was expected to complete beginning of
2025. In this respect, the assets and liabilities of PokerStrategy.com were classified as held for sale.
Based on the agreement, the consideration for the transfer of the business and assets is $6.1 million (€5.9 million), out of which $0.5 million (€0.5 million)
was received before the end of the year by a way of a non-refundable deposit which was classified as part of the liabilities directly associated with assets
shown as held for sale. The agreement was finalised in January 2025, with an estimated profit on disposal of €0.9 million, which will be recognised in the year
ending 31 December 2025.
Note 25 – Shareholders’ equity
A. Share capital
Share capital is comprised of no par value shares as follows:
2024 2023
Number Number
of shares of shares
Authorised
1
N/A
N/A
Issued and paid up
309,294,243
309,294,243
1
The Company has no authorised share capital, but the Directors are authorised to issue up to 1,000,000,000 shares of no par value.
The table below shows the movement of the shares:
Shares in issue/
circulation
Number of Shares held by
shares
Treasury shares
EBT
Tot al
At 1 January 2023
300,988,316
2,937,550
5,368,377
309,294,243
Transfer from treasury shares to EBT
(2,937,550)
2,937,550
Exercise of options
3,704,491
(3,704,491)
At 31 December 2023/1 January 2024
304,692,807
4,601,436
309,294,243
Exercise of options
2,531,953
(2,531,953)
At 31 December 2024
307,224,760
2,069,483
309,294,243
Playtech plc Annual Report
and Financial Statements 2024 228
Note 25 – Shareholders’ equity continued
B. Employee Benefit Trust
In 2014, the Group established an Employee Benefit Trust by acquiring 5,517,241 shares for a total of €48.5 million.
In 2021, the Company transferred 7,028,339 shares held by the Company in treasury to the Employee Benefit Trust for a total of €22.6 million.
In 2023, the Company transferred 2,937,550 shares held by the Company in treasury to the Employee Benefit Trust for a total of €12.5 million.
During the year ended 31 December 2024, 2,531,953 shares (2023: 3,704,491) were issued at a cost of €9.1 million (2023: €11.9 million). As at 31 December 2024,
a balance of 2,069,483 shares (2023: 4,601,436 shares) remains in the EBT with a cost of €8.7 million (2023: €17.8 million).
C. Share options exercised
During the year 2,685,843 (2023: 3,880,633) share options were exercised, of which 153,890 were cash settled (2023: 176,142).
D. Distribution of dividends
During 2024 the Group did not pay any dividends.
E. Reserves
The following describes the nature and purpose of each reserve within owners’ equity:
Reserve
Description and purpose
Additional paid-in capital
Share premium (i.e. amount subscribed for share capital in excess of nominal value)
Employee Benefit Trust
Cost of own shares held in treasury by the trust
Foreign exchange reserve
Gains/losses arising on retranslating the net assets of overseas operations
Employee termination indemnities
Gains/losses arising from the actuarial remeasurement of the employee termination indemnities
Non-controlling interest
The portion of equity ownership in a subsidiary not attributable to the owners of the Company
Retained earnings
Cumulative net gains and losses recognised in the consolidated statement of comprehensive income
F. Non-controlling interest
During the year the Group acquired 48.32% of the shares in Mix Zone Ltd (“MixZone”), however the Group assessed that it has control over MixZone in
accordance with IFRS10 Consolidated Financial Statements and therefore MixZone has been consolidated in the results of the Group for the year ended
31 December 2024. In this respect, a non-controlling interest is recognised from the date of the acquisition.
Note 26 – Loans and borrowings
The main credit facility of the Group is a revolving credit facility (RCF) up to €277.0 million and is available until October 2025, with an option to extend by
12 months. Interest payable on the loan is based on SONIA depending on the currency of each withdrawal. As at the reporting date the credit facility drawn
amounted to €Nil (2023: €Nil).
Under the RCF, the covenants are monitored on a regular basis by the finance department, including modelling future projected cash flows under a number
of scenarios to stress-test any risk of covenant breaches, the results of which are reported to management and the Board of Directors. The covenants are
as follows:
Leverage: Net Debt/Adjusted EBITDA to be less than 3.5:1 for the year ended 31 December 2024 (2023: less than 3.5:1).
Interest cover: Adjusted EBITDA/Interest to be over 4:1 for the year ended 31 December 2024 (2023: over 4:1).
As at 31 December 2024 and 2023 the Group met these financial covenants.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 229
Notes to the financial statements continued
Note 27 – Bonds
2018
Bond
2019
Bond
2023
Bond
Tot al
€’m €’m €’m €’m
At 1 January 2023
199.6
348.0
547.6
Repayment of bonds
(200.0)
(200.0)
Issue of new bond
297.2
297.2
Release of capitalised expenses
0.4
0.6
0.3
1.3
At 31 December 2023/1 January 2024
348.6
297.5
646.1
Repayment of bonds
(200.0)
(200.0)
Release of capitalised expenses
1.0
0.6
1.6
At 31 December 2024
149.6
298.1
447.7
2024 2023
€’m €’m
Split to:
Non-current
447.7
646.1
Current
447.7
646.1
Bonds
(a) 2018 Bond
On 12 October 2018, the Group issued €530.0 million of senior secured notes (the “2018 Bond”) maturing in October 2023. The net proceeds of issuing the
2018 Bond after deducting commissions and other direct costs of issue totalled €523.4 million.
Commissions and other direct costs of issue have been offset against the principal balance and are amortised over the period of the 2018 Bond.
The issue price was 100% of its principal amount and bears interest from 12 October 2018 at the rate of 3.75% per annum payable semi-annually, in arrears, on
12 April and 12 October commencing on 12 April 2019.
During the year ended 31 December 2022, the Group made a partial repayment towards the 2018 Bond of €330.0 million. It was fully repaid in 2023.
(b) 2019 Bond
On 7 March 2019, the Group issued €350.0 million of senior secured notes (the “2019 Bond”) maturing in March 2026. The net proceeds of issuing the 2019
Bond after deducting commissions and other direct costs of issue totalled €345.7 million.
Commissions and other direct costs of issue have been offset against the principal balance and are amortised over the period of the 2019 Bond.
The issue price is 100% of its principal amount and bears interest from 7 March 2019 at a rate of 4.25% per annum payable semi-annually, in arrears, on
7 September and 7 March commencing on 7 September 2019.
During the year, the Group made a partial repayment towards the 2019 Bond of €200.0 million.
(c) 2023 Bond
On 28 June 2023, the Group issued €300.0 million of senior secured notes (the “2023 Bond”) maturing in June 2028. The net proceeds of issuing the 2023
Bond after deducting commissions and other direct costs of issue totalled €297.2 million.
Commissions and other direct costs of issue have been offset against the principal balance and are amortised over the period of the 2023 Bond.
The issue price is 100% of its principal amount and bears interest from 28 June 2023 at a rate of 5.875% per annum payable semi-annually, in arrears, on
28 December and 28 June commencing on 28 December 2023.
As at 31 December 2024 and 2023, the Group met the required interest cover financial covenant of 2:1 Adjusted EBITDA/Interest ratio, for the combined 2018,
2019 and 2023 Bonds.
Playtech plc Annual Report
and Financial Statements 2024 230
Note 28 – Provisions for risks and charges, litigation and contingent liabilities
The Group is involved in proceedings before civil and administrative courts, and other legal or potential legal actions related to its business, including certain
matters related to previous acquisitions. Based on the information currently available, and taking into consideration the existing provisions for risks, the Group
currently considers that such proceedings and potential actions will not result in an adverse effect upon the financial statements; however, where this is not
considered to be remote, they have been disclosed as contingent liabilities.
All the matters were subject to a review and estimate by the Board of Directors based on the information available at the date of preparation of these financial
statements and, where appropriate, supported by updated legal opinions from independent professionals. These provisions are classified based on the
Directors’ assessment of the progress and probabilities of success of each case at each reporting date.
Movements of the provisions outstanding as at 31 December 2024 are shown below:
Legal and
regulatory Contractual Other Total
€’m €’m €’m €’m
Balance at 1 January 2024
5.7
0.8
3.0
9.5
Provisions made during the year
0.5
1.4
1.9
Provisions used during the year
(0.7)
(0.3)
(1.0)
Provisions reversed during the year
(0.4)
(0.5)
(0.8)
(1.7)
Reclassification to assets classified as held for sale (Note 24)
(5.1)
(0.3)
(3.3)
(8.7)
Balance at 31 December 2024
Legal and
regulatory Contractual Other Total
€’m €’m €’m €’m
2023
Non-current
5.7
0.3
2.9
8.9
Current
0.5
0.1
0.6
5.7
0.8
3.0
9.5
2024
Non-current
Current
Provision for legal and regulatory issues
The Group is subject to proceedings and potential claims regarding complex legal matters which are subject to a different degree of uncertainty. Provisions are
held for various legal and regulatory issues that relate to matters arising in the normal course of business including, in particular, various disputes that arose in
relation to the operation of the various licences held by the Group’s subsidiary Snaitech. The uncertainty is due to complex legislative and licensing frameworks
in the various territories in which the Group operates. The Group also operates in certain jurisdictions where legal and regulatory matters can take considerable
time for the required local processes to be completed and the matters to be resolved.
Contractual claims
The Group is subject to historic claims relating to contractual matters that arise with customers in the normal course of business. The Group believes they
have a robust defence to the claims raised and has provided for the likely settlement where an outflow of funds is probable. The uncertainty relates to complex
contractual dealings with a wide range of customers in various jurisdictions, and because, as noted above, the Group operates in certain jurisdictions where
contractual disputes can take considerable time to be resolved in the local legal system.
Given the uncertainties inherent, it is difficult to predict with certainty the outlay (or the timing thereof) which will derive from these matters. It is therefore possible that
the value of the provisions may vary further based on future developments. The Group monitors the status of these matters and consults with its advisers and experts
on legal and tax-related matters in arriving at the provisions recorded. The provisions included, which were shown as part of assets held for sale at 31 December 2024,
represent the Directors’ best estimate of the potential outlay and none of the matters provided for are individually material to the financial statements.
Accounting for uncertain tax positions
The Group is subject to various forms of tax in a number of jurisdictions. Given the nature of the industry and the jurisdictions within which the Group operates,
the tax, legal and regulatory regimes are continuously changing and subject to differing interpretations. As such, the Group is exposed to a small number of
uncertain tax positions and open audits/enquiries. Judgement is applied in order to adequately provide for uncertain tax positions where it is believed that
it is more likely than not that an economic outflow will arise. The Group has provided for uncertain tax positions which meet the recognition threshold and
these positions are included within tax liabilities. There is a risk that additional liabilities could arise. Given the uncertainty and the complexity of application of
international tax in the sector, it is not feasible to accurately quantify any possible range of liability or exposure, and this has therefore not been disclosed.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 231
Notes to the financial statements continued
Note 29 – Deferred and contingent consideration
2024 2023
€’m €’m
Non-current contingent consideration
Acquisition of AUS GMTC PTY Ltd
9.8
5.4
Others
0.4
Total non-current contingent consideration
9.8
5.8
Current deferred and contingent consideration consists of:
LSports – deferred
6.9
Other acquisitions – contingent
1.2
0.4
Total current deferred and contingent consideration
8.1
0.4
Total contingent consideration
17.9
6.2
The maximum deferred and contingent consideration payable is as follows:
2024 2023
€’m €’m
Acquisition of AUS GMTC PTY Ltd
48.1
45.3
LSports
6.9
Other acquisitions
1.2
0.8
56.2
46.1
Note 30 – Trade payables
2024 2023
€’m €’m
Suppliers
25.2
46.0
Customer liabilities
36.4
20.9
61.6
66.9
Note 31 – Deferred tax
The movement on the deferred tax is as shown below:
2024 2023
€’m €’m
At 1 January as previously reported
(83.8)
(10.8)
Impact of correction of errors
15.3
Restated balance at 1 January
(83.8)
4.5
Charge to profit or loss (continuing and discontinued operations)
(62.4)
(87.4)
On business combinations
(0.9)
Reclassification to assets classified as held for sale (Note 24)
143.6
At 31 December
(2.6)
(83.8)
2024 2023
€’m €’m
Split as:
Deferred tax liability
(19.2)
(161.6)
Deferred tax asset
16.6
77.8
(2.6)
(83.8)
Playtech plc Annual Report
and Financial Statements 2024 232
Note 31 – Deferred tax continued
Deferred tax assets and liabilities are offset only when there is a legally enforceable right of offset, in accordance with IAS 12.
As at 31 December 2024, the Directors continued to recognise deferred tax assets arising from temporary differences and tax losses carried forward, with the
latter only to the extent that it is probable that future taxable profit will be available against which the unused tax losses can be utilised. Please refer to Notes 6
and 13 for the assessment performed on the recognition of deferred tax in the period.
Details of the deferred tax outstanding as at 31 December 2024 and 2023 are as follows:
2024 2023
€’m €’m
Deferred tax recognised on Group restructuring
36.8
Tax losses
2.9
20.6
Other temporary and deductible differences
(5.3)
(6.4)
Deferred tax on acquisitions
(0.2)
(81.2)
Intangible assets
(53.6)
(2.6)
(83.8)
Details of the deferred tax, amounts recognised in profit or loss are as follows:
2024 2023
€’m €’m
Accelerated capital allowances
(24.2)
(2.0)
Other temporary and deductible differences
(21.3)
(39.4)
Leases
0.1
Tax losses
(16.9)
(4 6.1)
(62.4)
(87.4)
Note 32 – Other payables
2024 2023
€’m €’m
Non-current liabilities
Payroll and related expenses
14.0
30.6
Other
1.1
4.2
15.1
34.8
Current liabilities
Payroll and related expenses
146.0
99.8
Accrued expenses
47.9
76.0
VAT payable
3.1
2.7
Interest payable
2.6
5.9
Other payables
11.2
33.1
210.8
217.5
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 233
Notes to the financial statements continued
Note 33 – Related parties
Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other partys making of
financial or operational decisions, or if both parties are controlled by the same third party. Also, a party is considered to be related if a member of the key
management personnel has the ability to control the other party.
During the year, Group companies entered into the following transactions with related parties which are not members of the Group:
2024 2023
€’m €’m
Revenue
Investments in associates
209.2
193.4
Interest income
Investments in associates
10.6
1.7
Operating expenses
Investments in associates
0.8
0.7
Dividend income
Investments in associates
0.4
2.0
The revenue from investments in associates includes income from Caliplay, Galera, Wplay, Onjoc, Tenbet and NorthStar. The interest income relates to the
same companies plus Stats International.
The following amounts were outstanding at the reporting date:
2024 2023
€’m €’m
Trade receivables (Note 21)
Investments in associates
56.2
99.1
Other receivables (Note 22)
Investments in associates
0.3
0.3
Loans and interest receivable – current (Note 22)
Investments in associates
6.5
1.3
Loans and interest receivable – non-current (Note 20)
Investments in associates
87.6
60.9
Trade payables
Investments in associates
0.2
The loans and interest receivables above do not include the expected credit losses. For the year ended 31 December 2024, the Group recognised a provision
for expected credit losses of €0.1 million relating to amounts owed by related parties in less than one year (2023: €0.1 million) and €5.1 million for more than one
year (2023: €2.4 million).
The loans due from related parties are further disclosed in Note 19.
Key management personnel compensation, which includes the Board members (Executive and Non-executive Directors) and senior management personnel,
comprised the following:
2024 2023
€’m €’m
Short-term employee benefits
48.8
16.5
Post-employment benefits
0.1
Termination benefits
0.1
Share-based payments
2.2
2.8
51.0
19.5
The Group is aware that a partnership in which a member of key management personnel (who is not a Board member) has a non-controlling interest provides
certain advisory and consulting services to third-party service providers of the Group in connection with certain of the Group’s structured and other commercial
agreements. The partnership contracts with and is compensated by the third-party service providers, and the Group has no direct arrangement with the
partnership. The total paid to this partnership by the third-party service providers was €2.7 million (2023: €12.5 million).
Playtech plc Annual Report
and Financial Statements 2024 234
Note 34 – Subsidiaries
Details of the Group’s principal subsidiaries as at the end of the year are set out below:
Proportion of
voting rights
Country of and ordinary
Name incorporation
share capital held
Nature of business
Playtech Holdings Limited
Isle of Man
100%
Main trading company of the Group up to December 2020, which owned
the intellectual property rights and licensed the software to customers. From
January 2021 onwards, following the transfer of intellectual property rights
to Playtech Software Limited, the principal activity of this company is the
holding of investment in subsidiaries
Playtech Software Limited
United Kingdom
100%
Main trading company from 2021 onwards. Owns the intellectual property
rights and licenses the software to customers
Video B Holding Limited
British Virgin Islands
100%
Trading company for the Videobet software. Owns the intellectual property
rights of Videobet and licenses it to customers. From January 2021 onwards,
the principal activity is the holding of investment in subsidiaries
Playtech Services (Cyprus) Limited
Cyprus
100%
Manages the iPoker Network in regulated markets and is a main holding
company of the Group
VB (Video) Cyprus Limited
Cyprus
100%
Trading company for the Videobet product to Romanian companies
Virtue Fusion (Alderney) Limited
Alderney
100%
Online bingo and casino software provider
Intelligent Gaming Systems Limited
United Kingdom
100%
Casino management systems to land-based businesses
VF 2011
Limited
Alderney
100%
Holds licence in Alderney for online gaming and Bingo B2C operations
PT Turnkey Services Limited
Isle of Man
100%
Holding company of the Turnkey Services group
PT Entertenimiento Online EAD
Bulgaria
100%
Poker and bingo network for Spain
PT Marketing Services Limited
British Virgin Islands
100%
Holding company
PT Operational Services Limited
British Virgin Islands
100%
Holding company
PT Network Management Limited
British Virgin Islands
100%
Holding company
Videobet Interactive Sweden AB
Sweden
100%
Trading company for the Aristocrat Lotteries VLTs
Quickspin AB
Sweden
100%
Owns video slots intellectual property
Best Gaming Technology GmbH
Austria
100%
Trading company for sports betting
Playtech BGT Sports Limited
Cyprus
100%
Trading company for sports betting and provider of development services
ECM Systems Ltd
United Kingdom
100%
Owns bingo software intellectual property and bingo hardware
Eyecon Limited
Alderney
100%
Develops and provides online gaming slots
Rarestone Gaming PTY Ltd
Australia
100%
Development company
HPYBET Austria GmbH
Austria
100%
Operating shops in Austria
Snaitech SPA
Italy
100%
Italian retail betting market and gaming machine market
OU Playtech (Estonia)
Estonia
100%
Designs, develops and manufactures online software
Techplay Marketing Limited
Israel
100%
Provider of marketing support services, software development and support
services
OU Videobet
Estonia
100%
Develops software for fixed odds betting terminals and casino machines (as
opposed to online software)
Playtech Bulgaria EOOD
Bulgaria
100%
Designs, develops and manufactures online software
PTVB Management Limited
Isle of Man
100%
Management services company
Techplay S.A. Software Limited
Israel
100%
Software development and operational support services
CSMS Limited
Bulgaria
100%
Consulting and online technical support, data mining processing and
advertising services to Group companies
Mobenga AB Limited
Sweden
100%
Mobile sportsbook betting platform developer
PokerStrategy Ltd
Gibraltar
100%
Operates poker community business
Snai Rete Italia S.r.l.
Italy
100%
Italian retail betting market
PT Services UA LTD
Ukraine
100%
Designs, develops and manufactures software
Trinity Bet Operations Ltd
Malta
100%
Retail and digital sports betting
Euro live Technologies SIA
Latvia
100%
Provider of live services to Group companies
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 235
Notes to the financial statements continued
Note 35 – Financial instruments and risk management
The Group has exposure to the following risks arising from financial instruments:
credit risk;
liquidity risk; and
market risk.
There have been no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies and processes for managing those risks or
the methods used to measure them from previous periods unless otherwise stated in this note.
The principal financial instruments of the Group, from which financial instrument risks arises, are as follows:
trade receivables;
loans receivable;
convertible loans;
cash and cash equivalents;
investments in equity securities;
derivative financial assets;
trade payables;
bonds;
loans and borrowings; and
deferred and contingent consideration.
Financial instrument by category
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy.
Carrying amount
Fair value
Measurement 2024 Level 1 Level 2 Level 3
Note category €’m €’m €’m €’m
Continuing operations
31 December 2024
Non-current assets
Equity investments
19B
FVTPL
152.1
11.1
141.0
Derivative financial assets
19C
FVTPL
895.0
895.0
Loans receivable
20
Amortised cost
85.9
Current assets
Trade receivables
21
Amortised cost
141.6
Loans receivable
20
Amortised cost
7.3
Cash and cash equivalents
23
Amortised cost
268.1
Non-current liabilities
Bonds
27
Amortised cost
447.7
Lease liability
17
Amortised cost
26.5
Deferred and contingent and consideration
29
FVTPL
9.8
9.8
Current liabilities
Trade payables
30
Amortised cost
61.6
Lease liability
17
Amortised cost
19.8
Progressive operators’ jackpots and security
deposits
23
Amortised cost
99.8
Client funds
23
Amortised cost
2.5
Deferred and contingent and consideration
29
FVTPL
8.1
8.1
Interest payable
32
Amortised cost
2.6
Playtech plc Annual Report
and Financial Statements 2024 236
Note 35 – Financial instruments and risk management continued
Carrying amount
Fair value
Measurement 2024 Level 1 Level 2 Level 3
Note category €’m €’m €’m €’m
Treated as held for sale
31 December 2024
Current assets
Trade receivables
24
Amortised cost
81.7
Cash and cash equivalents
23
Amortised cost
185.9
Current liabilities
Trade payables
24
Amortised cost
26.2
Lease liability
24
Amortised cost
34.7
Progressive operators’ jackpots and security
deposits
24
Amortised cost
13.1
Client funds
24
Amortised cost
33.7
Contingent consideration
24
FVTPL
2.0
2.0
Carrying amount
Fair value
Measurement 2023 Level 1 Level 2 Level 3
Note category €’m €’m €’m €’m
31 December 2023
Non-current assets
Equity investments
19B
FVTPL
92.8
15.8
77.0
Derivative financial assets
19C
FVTPL
827.8
827.8
Convertible loans
20
FVTPL
3.5
3.5
Trade receivables
21
Amortised cost
1.9
Loans receivable
20
Amortised cost
58.1
Current assets
Trade receivables
21
Amortised cost
207.1
Loans receivables
20
Amortised cost
1.7
Cash and cash equivalents
23
Amortised cost
516.2
Non-current liabilities
Bonds
27
Amortised cost
646.1
Lease liability
17
Amortised cost
61.9
Contingent consideration
29
FVTPL
5.8
5.8
Current liabilities
Trade payables
30
Amortised cost
66.9
Lease liability
17
Amortised cost
24.9
Progressive operators’ jackpots and security
deposits
23
Amortised cost
111.0
Client funds
23
Amortised cost
41.9
Contingent consideration
29
FVTPL
0.4
0.4
Interest payable
32
Amortised cost
5.9
The fair value of the contingent consideration is calculated by discounting the estimated cash flows. The valuation model considers the present value of the
expected future payments, discounted using a risk adjusted discount rate.
For details of the fair value hierarchy, valuation techniques and significant unobservable inputs relating to determining the fair value of equity investments and
derivative financial assets, which are classified as Level 1 and 3 of the fair value hierarchy, refer to Note 6.
The carrying amount does not materially differ from the fair value of the financial assets and liabilities.
The Board has overall responsibility for the determination of the Group’s risk management objectives and policies and, whilst retaining ultimate responsibility
for them, it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the
Group’s Finance function. The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Group’s
competitiveness and flexibility.
Further details regarding these policies are set out below:
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 237
Notes to the financial statements continued
Note 35 – Financial instruments and risk management continued
A. Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group
is exposed to credit risk from its operating activities (primarily trade receivables), its investing activities through loans made and from its financing activities,
including deposits with banks and financial institutions. After the impairment analysis performed at the reporting date, the expected credit losses (ECLs) are
€10.7 million (2023: €9.7 million). As at 31 December 2024, two customers had combined loans and receivables outstanding of €113.3 million
(2023: €139.7 million).
Cash and cash equivalents
The Group held cash and cash equivalents (before ECL) of €454.4 million as at 31 December 2024 including amounts shown in held for sale
(2023: €516.6 million). The cash and cash equivalents are held with bank and financial institution counterparties, which are rated from Caa- to AA+, based on
Moody’s ratings.
Impairment on cash and cash equivalents has been measured on a 12-month expected credit loss basis and reflects the short maturities of the exposures. The
Group considers that its cash and cash equivalents have low credit risk based on the external credit ratings of the counterparties. The Group uses a similar
approach for assessment of ECLs for cash and cash equivalents to those used for trade receivables. The ECL on cash balances as at 31 December 2024 is
€0.4 million (2023: €0.4 million).
A reasonable movement in the inputs of the ECL calculation of cash and cash equivalents does not materially change the ECL to be recognised.
Financial
Financial institutions
institutions with below
with A- and A- rating
Tot al above rating and no rating
€’m €’m €’m
Continuing operations
At 31 December 2024
268.5
254.9
13.6
At 31 December 2023
516.6
337.0
179.6
Treated as held for sale
At 31 December 2024
185.9
61.0
124.9
At 31 December 2023
Trade receivables
The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors
that may influence the credit risk of its customer base, including the default risk associated with the industry and country in which customers operate.
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables.
To measure the ECL, trade receivables have been grouped based on shared credit risk characteristics and the days past due. The trade balances from related
parties have also been included in the ECL assessment. The expected loss rates are calculated based on past default experience and an assessment of the
future economic environment. The ECL is calculated with reference to the ageing and risk profile of the balances.
As at 31 December 2024, the Group has trade receivables (including amounts disclosed as held for sale) of €223.2 million (2023: €209.0 million) which is net of
an allowance for ECL of €5.1 million (2023: €6.8 million).
The carrying amounts of financial assets represent the maximum credit exposure.
Playtech plc Annual Report
and Financial Statements 2024 238
Note 35 – Financial instruments and risk management continued
A. Credit risk continued
Trade receivables continued
Set out below is the movement in the allowance for expected credit losses of trade receivables:
More than
1–2 months 2 months
Tot al Not past due overdue past due
31 December 2024 €’m €’m €’m €’m
Expected credit loss rate
2.2%
2.2%
3.4%
2.1%
Trade receivables after specific provision
228.3
193.4
11.6
23.3
Expected credit loss
(5.1)
(4.2)
(0.4)
(0.5)
Trade receivables – net
223.2
189.2
11.2
22.8
More than
1–2 months 2 months
Tot al Not past due overdue past due
31 December 2023 €’m €’m €’m €’m
Expected credit loss rate
3.2%
4.8%
1.0%
2.1 %
Trade receivables after specific provision
215.8
109.3
62.9
43.6
Expected credit loss
(6.8)
(5.3)
(0.6)
(0.9)
Trade receivables – net
209.0
104.0
62.3
42.7
A reasonable movement in the inputs of the ECL calculation of trade receivables does not materially change the ECL to be recognised.
Impairment losses on trade receivables and contract assets are presented as net impairment losses within the impairment of financial assets. Subsequent
recoveries of amounts previously written off are credited against the same line item.
The movement in the ECL in respect of trade receivables during the year was as follows:
2024 2023
€’m €’m
Balance at 1 January
6.8
4.5
(Reversed) / Charged to profit or loss
(1.7)
2.3
Balance at 31 December
5.1
6.8
As at 31 December 2024, the Group has a significant concentration of trade receivables from a related party, representing 16% of the net trade receivable
balance (2023: 41%). This concentration of receivables from a related party exposes the Group to concentration risk, as any adverse financial performance or
inability of the related party to fulfil its obligations could have a material adverse impact on the Group’s financial position, results of operations and cash flows.
The Group believes that this amount is recoverable and expects timely payment (refer to Note 6 for significant judgement made).
Loans receivable
The Group recognised an allowance for expected credit losses for all debt instruments given to third parties based on past default experience and assessment
of the future economic environment. For the year ended 31 December 2024, the Group recognised provision for expected credit losses of €5.2 million in profit
or loss relating to loans receivable (2023: €2.5 million).
2024 2023
€’m €’m
Balance at 1 January 2024/2023
2.5
1.6
Charged to profit or loss
2.7
0.9
Balance at 31 December 2024/2023
5.2
2.5
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 239
Notes to the financial statements continued
Note 35 – Financial instruments and risk management continued
B. Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash
or another financial asset. The Groups objective when managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities
when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Groups reputation.
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted and include
contractual interest payments. Balances due within one year equal their carrying balances as the impact of discounting is not significant.
Contractual cash flows
Carrying More than
amount Tot al Within 1 year 1–5 years 5 years
2024 €’m €’m €’m €’m €’m
Bonds
447.7
519.7
24.0
495.7
Lease liability
46.3
54.7
20.8
23.7
10.2
Deferred and contingent consideration
17.9
19.7
8.1
11.6
Trade payables
61.6
61.6
61.6
Progressive operators’ jackpots and security deposits
99.8
99.8
99.8
Client funds
2.5
2.5
2.5
Interest payable
2.6
2.6
2.6
678.4
760.6
219.4
531.0
10.2
Contractual cash flows
Carrying More than
amount Tot al Within 1 year 1–5 years 5 years
2023 €’m €’m €’m €’m €’m
Bonds
646.1
762.8
32.5
730.3
Lease liability
86.8
96.8
26.7
53.5
16.6
Deferred and contingent consideration
6.2
7.8
0.4
7.4
Trade payables
66.9
66.9
66.9
Progressive operators’ jackpots and security deposits
111.0
111.0
111.0
Client funds
41.9
41.9
41.9
Interest payable
5.9
5.9
5.9
Provisions for risks and charges
9.5
9.5
0.6
8.9
974.3
1,102.6
285.9
800.1
16.6
C. Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, will affect the Groups income or the value
of its holding of financial instruments.
The objective of market risk management is to manage and control market risk exposures within acceptable parameters while optimising the return.
Currency risk
Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates.
Foreign exchange risk arises because the Group has operations located in various parts of the world. However, the functional currency of those operations
is the same as the Group’s primary currency (Euro) and the Group is not substantially exposed to fluctuations in exchange rates in respect of assets held
overseas.
Foreign exchange risk also arises when the Group operations enter into foreign transactions, and when the Group holds cash balances, in currencies
denominated in a currency other than the functional currency.
Playtech plc Annual Report
and Financial Statements 2024 240
Note 35 – Financial instruments and risk management continued
C. Market risk continued
Currency risk continued
In other
In EUR In USD In GBP currencies Tot al
31 December 2024 €’m €’m €’m €’m €’m
Continuing operations
Cash and cash equivalents
180.9
11.7
61.8
14.1
268.5
Progressive operators’ jackpots and security deposits
(87.8)
(1.0)
(13.5)
(102.3)
Cash and cash equivalents less client funds
93.1
10.7
48.3
14.1
166.2
In other
In EUR In USD In GBP currencies Tot al
31 December 2024 €’m €’m €’m €’m €’m
Treated as held for sale
Cash and cash equivalents
185.9
185.9
Progressive operators’ jackpots and security deposits
(46.8)
(46.8)
Cash and cash equivalents less client funds
139.1
139.1
In other
In EUR In USD In GBP currencies Tot al
31 December 2023 €’m €’m €’m €’m €’m
Cash and cash equivalents
418.7
11.2
69.7
17.0
516.6
Progressive operators’ jackpots and security deposits
(140.3)
(0.4)
(12.2)
(152.9)
Cash and cash equivalents less client funds
278.4
10.8
57.5
17.0
363.7
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Groups
exposure to the risk of changes in market interest rates relates primarily to the Group’s long-term debt obligations with floating interest rates. The Group
manages its interest rate risk by having a balanced portfolio of fixed and variable rate bonds and loans and borrowings. At 31 December 2024, none of the
Group’s borrowings are at a variable rate of interest (2023: Nil%).
Any reasonably possible change to the interest rate would have an immaterial effect on the interest payable.
Equity price risk
The Group is exposed to market risk by way of holding some investments in other companies on a short-term basis. Variations in market value over the life of
these investments will have an immaterial impact on the balance sheet and the statement of comprehensive income.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 241
Notes to the financial statements continued
Note 36 – Reconciliation of movement of liabilities to cash flows arising from financing activities
Liabilities
Interest on
loans and Deferred and
Loans and borrowings contingent Lease
borrowings Bonds and bonds consideration liabilities Tot al
€’m €’m €’m €’m €’m €’m
Balance at 1 January 2024
646.1
5.9
6.2
86.8
745.0
Changes from financing cash flows
Interest paid on bonds
(35.0)
(35.0)
Repayment of bonds
(200.0)
(200.0)
Payment of contingent consideration
(0.5)
(0.5)
Principal paid on lease liability
(25.8)
(25.8)
Interest paid on lease liability
(4.7)
(4.7)
Total changes from financing cash flows
(200.0)
(35.0)
(0.5)
(30.5)
(266.0)
Other changes
Liability related
New leases
16.7
16.7
On business combinations
1.6
2.0
3.6
Contingent consideration on acquisition of
investments
8.1
8 .1
Interest on bonds and loans and borrowings
1.6
32.4
34.0
Interest on lease liability
4.7
4.7
Movement in contingent consideration
3.8
3.8
Foreign exchange difference
0.7
1.5
2.2
Total liability-related other changes
1.6
32.4
14.2
24.9
73 .1
Balance at 31 December 2024
447.7
3.3
19.9
81.2
552.1
Liabilities
Interest on
loans and Deferred and
Loans and borrowings contingent Lease
borrowings Bonds and bonds consideration liabilities Tot al
€’m €’m €’m €’m €’m €’m
Balance at 1 January 2023
547.6
7.3
2.9
85.8
643.6
Changes from financing cash flows
Interest paid on bonds
(31.3)
(31.3)
Repayment of loans and borrowings
(77.4)
(77.4)
Proceeds from loans and borrowings
79.9
79.9
Proceeds from the issuance of bonds
297.2
297.2
Repayment of bonds
(200.0)
(200.0)
Payment of contingent consideration
(0.2)
(0.2)
Principal paid on lease liability
(23.1)
(23.1)
Interest paid on lease liability
(5.2)
(5.2)
Total changes from financing cash flows
2.5
97.2
(31.3)
(0.2)
(28.3)
39.9
Other changes
Liability related
New leases
22.0
22.0
On business combinations
0.4
1.9
2.3
Interest on bonds and loans and borrowings
1.3
29.6
30.9
Interest on lease liability
5.2
5.2
Movement in contingent consideration
3.3
3.3
Foreign exchange difference
(2.5)
0.3
(0.2)
0.2
(2.2)
Total liability-related other changes
(2.5)
1.3
29.9
3.5
29.3
61.5
Balance at 31 December 2023
646.1
5.9
6.2
86.8
745.0
Playtech plc Annual Report
and Financial Statements 2024 242
Note 37 – Correction of error
The 2022 and 2023 financial statements have been restated due to an accounting error principally arising on consolidation. The error was principally due to
a deferred tax liability arising at subsidiary level only which should have been eliminated at the consolidation but was incorrectly offset against a deferred tax
asset in the Group balance sheet.
A third balance sheet has been represented for the 2022 year-end to increase the deferred tax asset by €15.3 million with corresponding adjustment to 2023
balance sheet and retained earnings. The adjustment to the 2022 balance sheet includes the impact in profit or loss for the year ended 31 December 2023
which is not material and therefore has been included as part of the opening reserves adjustment. The adjustment increases net assets by €15.3 million in each
of the years.
The following tables summarise the impact on the Groups consolidated financial statements:
31 December 2022
Impact of correction of error
As previously
reported Adjustments As restated
€’m €’m €’m
Deferred tax assets
114.0
15.3
129.3
Other assets
2,909.9
2,909.9
Total assets
3,023.9
15.3
3,039.2
Total liabilities
1,321.4
1,321.4
Retained earnings
1,113.0
15.3
1,128.3
Others
589.5
589.5
Total equity
1,702.5
15.3
1,717.8
As previously
reported Adjustments As restated
31 December 2023 €’m €’m €’m
Deferred tax assets
62.5
15.3
77.8
Other assets
3,263.3
3,263.3
Total assets
3,325.8
15.3
3,341.1
Total liabilities
1,519.6
1,519.6
Retained earnings
1,219.2
15.3
1,234.5
Others
587.0
587.0
Total equity
1,806.2
15.3
1,821.5
There is no impact on the Group’s basic or diluted earnings per share, or on the total operating investing or financing cash flows for the year ended
31 December 2023.
Note 38 – Events after the reporting date
In January 2025, NorthStar secured a credit arrangement of up to CAD 43.4 million from Beach Point Capital Management LP, with the Playtech Group
agreeing to provide credit support for certain obligations under the credit facility. The purpose of this credit arrangement is to support NorthStar’s continued
growth by strengthening its balance sheet. One of the uses of the proceeds was the repayment of CAD 9.5 million promissory notes owed by NorthStar
to Playtech at 31 December 2024, which was received in January 2025. NorthStar also issued to Playtech 32,735,295 common share purchase warrants,
exercisable at a price of CAD 0.055 per share, expiring in five years, in exchange for Playtech being the loan guarantor.
In March 2025, the Group paid LSports the additional consideration of €6.9 million which was recorded as deferred consideration as at 31 December 2024.
Also in March 2025, the Group confirmed that the Mexican antitrust approval has now been received for the revised arrangements related to its strategic
agreement with Caliplay, and as such completion is scheduled to take place on 31 March 2025.
On 26 March 2025, the Group signed an agreement for a new amended €225.0 million 5-year RCF facility, which, subject to completion of the sale of Snaitech,
expected to occur in Q2 2025, will amend and restate the existing €277.0 million RCF facility and become effective on completion of the sale.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 243
Company statement of
comprehensive income
For the year ended 31 December 2024
Note
2024
€’m
2023
€’m
Revenue 4.9 1.6
Administrative cost (28.3) (32.6)
Total operating cost (23.4) (31.0)
Dividend income 7 170.0
Unrealised fair value changes of equity investments 10 (6.2) 0.3
Unrealised fair value changes of derivative financial assets 8 3.4
Impairment of investments in subsidiaries 6 (261.5)
Impairment losses on receivable from subsidiaries 6 (597.6)
Operating loss (121.1) (624.9)
Finance costs (55.4) (44.3)
Finance income 5.1 4.5
Net finance costs 9 (50.3) (39.8)
Share of loss from associates 13 (3.8) (0.9)
Loss before taxation (175.2) (665.6)
Income tax expense 11 (7.5) (23.7)
Loss for the year (182. 7) (689.3)
Other comprehensive income
Total comprehensive loss
(182.7) (689.3)
Playtech plc Annual Report
and Financial Statements 2024 244
Company balance sheet
As at 31 December 2024
Note
2024
€’m
2023
€’m
Non-current assets
Investments in subsidiaries 12 1,392.8 1,647.9
Investments in associates 13 76.4 49.8
Derivative financial asset 8 4.8
Other investments 10 10.3 14.6
Trade and other receivables 14 86.3 67.0
Deferred tax asset 6 2.6
Other non-current assets 0.3 0.3
1,568.7 1,784.4
Current assets
Trade and other receivables 14 11.3 9.4
Cash and cash equivalents 15 75.1 26.7
86.4 36.1
TOTAL ASSETS 1,655.1 1,820.5
Equity
Additional paid in capital 611.8 611.8
Employee Benefit Trust (8.7) (17.8)
Retained earnings (240.1) (53.6)
16 363.0 540.4
Non-current liabilities
Other payables 18 10.3
Bonds 17 447.7 646.1
447.7 656.4
Current liabilities
Trade and other payables 18 832.2 623.7
Tax payable 12.2
844.4 623.7
TOTAL EQUITY AND LIABILITIES
1,655.1 1,820.5
The financial information was approved by the Board and authorised for issue on 27 March 2025.
A
Mor Weizer
A
Chris McGinnis
Chief Executive Officer Chief Financial Officer
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 245
Company statement of
changes in equity
For the year ended 31 December 2024
Additional paid
in capital
€’m
Employee
Benefit Trust
€’m
Retained
earnings
€’m
Total equity
€’m
Balance at 1 January 2023 606.0 (17.2) 634.6 1,223.4
Total comprehensive loss for the year
Loss for the year (689.3) (689.3)
Total comprehensive loss for the year (689.3) (689.3)
Transactions with the owners of the Company
Contributions and distributions
Exercise of options 11.9 (11.9)
Equity-settled share-based payment charge (Note 16) 6.3 6.3
Transfer from treasury shares to Employee Benefit Trust (Note 16) 5.8 (12.5) 6.7
Total transactions with the owners of the Company 5.8 (0.6) 1.1 6.3
Balance at 31 December 2023 611.8 (17.8) (53.6) 540.4
Balance at 1 January 2024 611.8 (17.8) (53.6) 540.4
Total comprehensive loss for the year
Loss for the year (182.7) (182.7)
Total comprehensive loss for the year (182.7) (182.7)
Transactions with the owners of the Company
Contributions and distributions
Exercise of options 9.1 (9.1)
Equity-settled share-based payment charge (Note 16) 5.3 5.3
Total transactions with the owners of the Company 9.1 (3.8) 5.3
Balance at 31 December 2024
611.8 (8.7) (240.1) 363.0
Playtech plc Annual Report
and Financial Statements 2024 246
Notes to the Company financial statement
Note 1 – General
The principal activity of Playtech plc (the “Company”) is the holding of investments in subsidiaries.
Note 2 – Basis of preparation
The financial statements have been prepared in accordance with FRS 101 “Reduced Disclosure Framework” and updated for amendments issued
subsequently.
The Company has taken advantage of certain disclosure exemptions conferred by FRS 101 and has not provided:
a statement of cash flows;
disclosure of the effect of future accounting standards not yet adopted;
disclosure of compensation for key management personnel and amounts incurred by the Company for the provision of key management personnel
services provided;
additional comparative information as per IAS 1 Presentation of Financial Statements paragraph 38 in respect of reconciliation of the number of shares
outstanding at the start and end of the prior period;
disclosures in relation to the objectives, policies and process for managing capital;
disclosures in relation to IFRS 15 Revenue from Contracts with Customers; and
disclosure of related party transactions with wholly owned subsidiaries of the Playtech plc group.
In addition, and in accordance with FRS 101, further disclosure exemptions have been applied because equivalent disclosures are included in the consolidated
financial statements of Playtech plc. These financial statements do not include certain disclosures in respect of:
share-based payments – details of the number and weighted average exercise prices of share options, and how the fair value of goods or services received
was determined as per paragraphs 45(b) and 46 to 52 of IFRS 2 Share-Based Payment;
financial instrument disclosures as required by IFRS 7 Financial Instruments: Disclosures; and
fair value measurements – details of the valuation techniques and inputs used for fair value measurement of assets and liabilities as per paragraphs 91 to 99
of IFRS 13 Fair Value Measurement.
Details of the Company’s accounting policies are included in Note 5.
The prior year Company statement of comprehensive income is unaudited.
Going concern basis
Detailed reference to the exact procedures applied by the Directors in ensuring that the Company will have adequate financial resources to continue in
operational existence over the relevant going concern period are described in Note 2 of the Group consolidated financial statements. Based on this Note it is
therefore considered appropriate to adopt the going concern basis in the preparation of the Company’s financial statements.
Note 3 – Functional and presentation currency
The financial statements are presented in Euro, which is the Company’s functional and presentation currency. All amounts have been rounded to the nearest
million, unless otherwise indicated.
Note 4 – Accounting standards issued but not yet effective
A number of new standards are effective for annual periods beginning after 1 January 2024 and earlier application is permitted. However, the Company has not
early adopted the new or amended accounting standards disclosed in the Group consolidated financial statements in preparing these financial statements.
Note 5 – Material accounting policies
The principal accounting policies adopted in the preparation of these financial statements are set out below. These policies have been consistently applied to all
the years presented, unless otherwise stated.
Subsidiaries
Subsidiaries are entities controlled by the Company. The Company “controls” an entity when it is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its power over the entity.
Investments in subsidiary companies are stated at cost less provision for impairment in value, which is recognised as an expense in the period in which the
impairment is identified. Subsequent changes in value include employee share option additions and subsidiary capital contributions in the form of debt
settlement.
Associates and equity call options
An associate is an entity over which the Company has significant influence and is neither a subsidiary nor an interest in a joint venture. Significant influence is the
power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 247
Notes to the Company financial statements continued
Note 5 – Material accounting policies continued
The results and assets and liabilities of associates are incorporated in these financial statements using the equity method of accounting. Under the equity
method, an investment in associate is initially recognised in the balance sheet at cost and adjusted thereafter to recognise the Company’s share in profit or loss.
When potential voting rights or other derivatives containing potential voting rights exist, the Company’s interest in an associate is determined solely on the
basis of existing ownership interests and does not reflect the possible exercise or conversion of potential voting rights and other derivative instruments unless
there is an existing ownership interest as a result of a transaction that currently gives it access to the returns associated with an ownership interest. In such
circumstances, the proportion allocated to the entity is determined by taking into account the eventual exercise of those potential voting rights and other
derivative instruments that currently give the entity access to the returns. When instruments containing potential voting rights in substance currently give
access to the returns associated with an ownership interest in an associate or a joint venture, the instruments are not subject to IFRS 9 and equity accounting is
applied. In all other cases, instruments containing potential voting rights in an associate or a joint venture are accounted for in accordance with IFRS 9.
A derivative financial asset is measured at fair value under IFRS 9. In the case where there is significant influence over the investment under which Playtech
holds the derivative financial asset this should be accounted under IAS 28 Investment in Associates. However, if the option is not currently exercisable and there
is no current access to profits, the option is fair valued without applying equity accounting to the investment in associate.
Derivatives are recorded at fair value and classified as assets when their fair value is positive and as liabilities when their fair value is negative. Subsequently,
derivatives are measured at fair value.
Revenue
Revenue includes income on the provision of management services and recharges of costs to subsidiary companies.
Interest income
Interest income is recognised over time, on a time-proportion basis, using the effective interest method.
Interest expense
Interest expense is charged to profit or loss over the time the relevant interest relates to.
Foreign currencies
The financial statements are presented in the currency of the primary economic environment in which the Company operates, the Euro (€) (its functional
currency).
In preparing the financial statements, transactions in currencies other than the entity’s functional currency (foreign currencies) are recorded at the rates of
exchange prevailing on the dates of the transactions. At each reporting date, monetary items denominated in foreign currencies are retranslated at the rates
prevailing on the reporting date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on
the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.
Exchange differences arising on the settlements of monetary items and on the retranslation of monetary items are included in profit or loss for the period.
Exchange differences arising on the retranslation of non-monetary items, carried at fair value, are included in profit or loss for the period except for differences
arising on the retranslation of non-monetary items in respect of which gains and losses are recognised in other comprehensive income and then equity.
Dividends
Dividend distribution to the Companys shareholders is recognised in the Company’s financial statements in the year in which they are approved by the
Company’s shareholders.
Dividend income is recognised when the Company’s right to receive payment is established. This is usually when the dividend is declared and approved.
Financial instruments
(i) Recognition
Trade receivables and debt securities issued are initially recognised when they are originated. All other financial assets and liabilities are initially recognised
when the Company becomes a party to the contractual provisions of the instruments.
Financial assets at amortised cost
(i) Classification
The Company classifies its financial assets at amortised cost.
The classification depends on the Company’s business model for managing the financial assets and the contractual terms of the cash flows.
Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in
which case all affected financial assets are classified on the first day of the first reporting period following the change in business model.
Playtech plc Annual Report
and Financial Statements 2024 248
Note 5 – Material accounting policies continued
(ii) Measurement
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Company’s business
model for managing them. Financial assets are measured at amortised cost and arise principally through intercompany balances being amounts from other
Group companies in the ordinary course of business, but also incorporate other types of contractual monetary assets. They are initially recognised at fair value
plus transaction costs. The Company holds the intercompany receivables with the objective to collect the contractual cash flows and therefore measures them
subsequently at amortised cost using the effective interest rate method, less provision for impairment.
Other receivables consist of amounts generally arising from transactions outside the usual operating activities of the Company such as the proceeds from
disposal of investment. Due to the short-term nature of the other current receivables, their carrying amount is considered to be the same as their fair value. For
the majority of the non-current receivables, the fair values are also not significantly different to their carrying amounts.
(iii) Derecognition
The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive
the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the
Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.
(iv) Impairment
The Company has assessed all types of financial assets that are subject to the expected credit loss model:
intercompany receivables; and
cash and cash equivalents.
For intercompany receivables and cash and cash equivalents, the Company applies the general approach for calculating the expected credit losses. Due to the
short-term nature of these assets (i.e. less than 12 months), the Company recognises expected credit losses over the lifetime of the assets. Where settlement is
not expected in the next 12 months these balances are classified as non-current receivables.
ECL on intercompany receivables is based on past default experience and an assessment of the future economic environment. ECL and specific provisions
are considered and calculated with reference to the ageing and risk profile of the balances. The Company uses judgement in making these assumptions and
selecting the inputs to the impairment calculations based on the Company’s past history, existing market conditions as well as forward-looking estimates at the
end of each reporting period. Based on past experience and how the Company operates in relation to intercompany positions, the ECL is negligible because
these balances are usually cleared, either through repayment or capital contribution.
For cash and cash equivalents, management has assessed that no impairment arises since they are held with banks under current accounts and the Company
has access to those funds at any time. The Company has also assessed whether an ECL on cash is needed based on reviewing Moody’s ratings for each
financial institution cash is held. As a result, the probability of default of each institution is considered insignificant.
Financial assets at fair value through profit or loss
(i) Classification and measurement
Financial assets that do not meet the criteria for being measured at amortised cost or fair value through other comprehensive income are measured at fair value
through profit or loss. Financial assets at fair value through profit or loss are measured at fair value through profit or loss at the end of each reporting period, with
any fair value gains or losses recognised in profit or loss.
Financial liabilities
(i) Classification and measurement
Financial liabilities are classified as measured at amortised cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held for trading, it is a
derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest
expense, are recognised in profit or loss. Other financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest
expense and foreign exchange gains and losses are recognised in profit or loss. Any gain or loss on derecognition is also recognised in profit or loss.
(ii) Derecognition
The Company derecognises a financial liability when its contractual obligations are discharged, cancelled or expired. The Company also derecognises a
financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on
the modified terms is recognised at fair value.
On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid (including any non-cash assets
transferred or liabilities assumed) is recognised in profit or loss.
(iii) Offsetting
Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Company
currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realise the asset and settle the liability
simultaneously.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 249
Notes to the Company financial statements continued
Note 5 – Material accounting policies continued
Cash and cash equivalents
Cash and cash equivalents comprise cash in banks and demand deposits and are carried at amortised cost because: (i) they are held for collection of
contractual cash flows and those cash flows represent SPPI; and (ii) they are not designated at FVTPL.
Trade and other payables
Trade and other payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade and
other payables are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities.
Trade and other payables are recognised at fair value and subsequently at amortised cost using the effective interest method.
Share capital
Ordinary shares are classified as equity and are stated at the proceeds received net of direct issue costs.
Employee Benefit Trust
Consideration paid/received for the purchase/sale of shares subsequently put in the Employee Benefit Trust is recognised directly in equity. The cost of shares
held is presented as a separate reserve (the “Employee Benefit Trust reserve”). Any excess of the consideration received on the sale of treasury shares over the
weighted average cost of the shares sold is credited to retained earnings.
Note 6 – Critical accounting estimates and judgements
The Company makes certain estimates and assumptions regarding the future. Estimates and judgements are continually evaluated based on historical
experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual
experience may differ from these estimates and assumptions. The areas requiring the use of estimates and critical judgements that may potentially have a
significant impact on the Company’s earnings and financial position are detailed below.
Estimates and assumptions
Impairment of investment in subsidiary companies
The Company is required to test if events or changes in circumstances indicate that the carrying amount of its investments may not be recoverable.
In making this assessment there were indicators of impairment evident in one investment and, as such, an impairment was recognised in relation to the
investment in Playtech Software Limited only as outlined below. However further disclosure is included below in relation to the investment in Playtech
Holdings Limited and its subsidiaries. Note 12 provides further information on the Company’s investments.
Investment in Playtech Holdings Limited and its relevant subsidiaries
The investment in Playtech Holdings Limited and its relevant subsidiaries of €909.1 million includes the Snai operations which comfortably cover the investment
value, given Snai’s total enterprise value of €2,300 million, following the recent announcement on the sale of this CGU.
Investment in Playtech Software Limited
Playtech Software Limited (“PTS”) holds a significant number of key IP and major activities of the Group. In 2023 Playtech plc released and discharged PTS
from its loan obligation of €948.6 million, which had a carrying amount of €352.3 million as a result of an impairment of €596.3 million.
The discharging of the loan increased the investment value in PTS by €352.3 million, which was deemed to be the cost of the additional investment in PTS at the
point the obligation was discharged. This resulted in an income statement charge of €596.3 million in the year ended 31 December 2023, being the difference
between investment value and loan discharged. Following the discharging of the loan the carrying value of the investment in PTS at 31 December 2023 was
€512.5 million.
Management has assessed the carrying value of the investment at 31 December 2024 using nine-year cash flow projections, taking the Company’s three-year
plan and additional six years of forecasts. A nine-year projection was used to facilitate a normalised outturn period in year 9 to calculate terminal value, which
aligns with the revised eight-year Caliplay software licence and services agreement. The recoverable amount of the investment has been determined from a
discounted cashflow model adjusted for net debt, with appropriate capital expenditure, tax and the impact on cashflow of the Playtech incentive arrangements
as per Note 6 of the Group consolidated financial statements being considered.
The recoverable amount of the investment of €253.7m was determined using a discount rate of 14.1%, with annual revenue growth rates of between -1.7%
and 8.3% per year, a terminal growth rate of 2.0%, and average EBITDA growth rates of 17.5% over the nine-year forecast period. The carrying amount of the
investment of €515.2 million as at 31 December 2024 exceeds the recoverable amount and an impairment of €261.5 million was recognised.
The impairment was as a result of changes to cashflow projections due to the impact of the revised arrangements with Caliplay and further expected
reductions in revenue from other sports licensees, which together also led to the full impairment of the Sports B2B CGU (refer to Note 18 of the Group
consolidated financial statements) in the current year. Furthermore, the recognition and settlement of the Playtech incentive arrangements as outlined above
also affected the profitability of PTS.
Playtech plc Annual Report
and Financial Statements 2024 250
Note 5 – Material accounting policies continued
The remaining carrying amount is sensitive to movements in key assumptions, as follows:
if the revenue growth rate per annum over the nine-year forecast is reduced by 1.0%, this would result in an additional impairment of €47.6 million;
if the discount rate increased by 1.0% to a post-tax discount rate of 15.1%, this would result in an additional impairment of €13.0 million; and
if the EBITDA growth rate per annum over the nine-year forecast is reduced by 1.0%, an additional impairment of €5.7 million would be recognised.
Intercompany Receivable from Playtech Investments GC Inc.
In 2023 an impairment of €1.3 million was recognised in relation to an intercompany amount receivable from Playtech Investments GC Inc. The receivable
amount was written down to €nil value.
Exercise of option in LSports
As per Note 19A of the Group consolidated financial statements, the Company held an option to acquire further shares (up to 18%) in LSports as at
31 December 2023. The option was exercised in 2024, which resulted in the Company holding 49% of shares in LSports. The Group paid LSports €18.9 million,
calculated based on a valuation of LSports at €115.0 million. Upon finalisation of LSports’ annual audited financial statements, an additional consideration of
€6.9 million, based on EBITDA multiplied by a factor of seven, was recorded as deferred consideration and was paid in March 2025. Under IFRS 10, paragraph
7, the Company does not have control over the investee despite being the largest shareholder in LSports by holding 49% because the rest of the 51%
shareholders form a consortium by virtue of being related.
Impairment of financial assets
Loss allowances for financial assets are based on assumptions about risk of default and expected loss rates. The Company’s financial assets consist of
intercompany receivables and cash and cash equivalents. ECL on cash balances was considered and calculated by reference to Moody’s credit rating for each
financial institution.
Impairment of non-financial assets
Investment in associates
In assessing impairment of investments in associates, management utilises various assumptions and estimates that include projections of future cash
flows generated by the associate, determination of appropriate discount rates reflecting the risks associated with the investment, and consideration of
market conditions relevant to the investee’s industry. The Company exercises judgement in evaluating impairment indicators and determining the amount of
impairment loss, if any. This involves assessing the recoverable amount of the investment based on available information and making decisions regarding the
appropriateness of key assumptions used in impairment testing.
Deferred tax asset
In evaluating the Company’s ability to recover deferred tax assets in the jurisdiction from which they arise, management considers all available positive and
negative evidence, projected future taxable income, tax-planning strategies and results of recent operations. Deferred tax asset is recognised to the extent
that it is probable that future taxable profit will be available against which the temporary differences can be utilised. Judgement is required in determining the
initial recognition and the subsequent carrying value of the deferred tax assets. Deferred tax asset is only able to be recognised to the extent that utilisation is
considered probable. It is possible that a change in profit forecasts or risk factors could result in a material change to the income tax expense and deferred tax
asset in future periods. As at 31 December 2024, there is a deferred tax asset of €2.6 million in respect of UK tax losses and excess interest expense
(2023: €Nil million). Based on the current forecasts, these losses will be fully utilised over the forecast period through relief to fellow group companies.
Remaining UK tax losses and excess interest expense have not been provided for representing an unrecognised deferred tax asset of €51.1 million (2023:
€35.8 million) as at 31 December 2024 as expected utilisation would fall outside the forecasting period and therefore there is not sufficient certainty they will be
recovered.
Note 7 – Dividend Income
In December 2024, the Company received a cash dividend of €170.0 million from a subsidiary. The cash dividend was used to partially repay the 2019 Bond.
Please refer to Note 27 of the Group consolidated financial statement for further details.
Note 8 – Derivative financial assets
As per Note 19A of the Group consolidated financial statements, the Company held an option to acquire further shares (up to 18%) in LSports as at
31 December 2023. The option was exercised in September 2024. The fair value of the option at 31 December 2023 was €4.8 million, which did not change
immediately before exercise in the current year. On exercise of the option, the fair value was transferred to the cost of the investment in associate (Note 13).
Included in the income statement in 2023 was a fair value uplift in relation to the LSports option of €3.4 million.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 251
Notes to the Company financial statements continued
Note 9 – Net Finance costs
A. Finance income
2024
€’m
2023
€’m
Bank interest income 2.0 1.6
Interest income from loans to related parties 0.4 0.1
Net foreign exchange gain 2.7 2.8
5.1 4.5
B. Finance costs
2024
€’m
2023
€’m
Interest on bonds (34.0) (29.5)
Interest on intercompany loans and borrowings (19.0) (10.9)
Bank facility fees and other (2.3) (3.8)
Bank charges (0.1) (0.1)
(55.4) (44.3)
Net finance costs
(50.3) (39.8)
Note 10 – Other investments
The Company owns shares in listed securities. The fair value of these shares is determined by reference to published price quotations in an active market. In the
year ended 31 December 2024, the fair value of these shares has decreased by €6.2 million (2023: gain of €0.3 million). The fair value of these investments at
31 December 2024 was €10.3 million (31 December 2023: €14.6 million).
Note 11 – Tax expense
2024
€’m
2023
€’m
Current tax expense
Group relief (2.2)
Pillar II Income tax charge 12.2
Withholding tax 0.1 0.3
Total current tax expense 10.1 0.3
Deferred tax
Origination and reversal of temporary differences (2.6)
Deferred tax movements relating to prior years 23.4
Total deferred tax expense (2.6) 23.4
Total tax expense
7.5 23.7
Corporation tax is calculated at the main rate of UK Corporation tax of 25% (2023: 23.5%). The UK Finance Act 2021 increased the corporate tax rate to 25%
effective from 1 April 2023, which in the prior period resulted in a blended rate. The Company has assessed its deferred tax positions using a rate of 25%.
Playtech plc Annual Report
and Financial Statements 2024 252
Note 11 – Tax expense continued
The tax charge for the year can be reconciled to the profit in the income statement as follows:
2024
€’m
2023
€’m
Loss before taxation (175.2) (665.6)
Tax on loss at the standard rate of UK Corporation tax 25% (2023: 23.5%) (43.8) (156.4)
Adjusted for the effects of:
– Non-taxable dividend income (42.5)
– Non-deductible expenses 66.3 144.3
– Pillar II income tax charge 12.2
– Deferred tax asset not recognised 15.3 35.8
Total tax expense
7.5 23.7
Note 12 – Investments in subsidiaries
2024
€’m
2023
€’m
Investment in subsidiaries at 1 January 1,647.9 1,208.7
Additional capital contribution
1
352.3
Impairment of subsidiary
4
(261.5)
Additions in the year
2,3
1.1 80.6
Employee stock options 5.3 6.3
Investment in subsidiaries at 31 December
1,392.8 1,647.9
1
On 21 December 2023 Playtech plc released and discharged PTS from its loan obligation of €948.6 million, which had a carrying amount of €352.3 million. This loan arose following an internal
restructuring which resulted in the Group’s key operating entity transferring its business to PTS in 2021. As consideration for Playtech plc releasing PTS from its obligations, PTS issued fourteen
ordinary shares to Playtech plc at nominal value (€1 each). This increased the investment value held by Playtech plc in PTS by €352.3 million, which was deemed to be the cost of the additional
investment in PTS at the point the obligation was discharged.
2
In January 2024, the Company acquired 48.32% of MixZone Ltd (“MixZone”). Based on the agreed terms, Playtech also appointed a director to MixZone’s Board of Directors who also holds
shares in MixZone. Combining Playtech’s and the Playtech appointed director’s shareholding, the total shareholding in MixZone is 50.71%. The Company assessed that it holds power over
MixZone due to the fact that collectively it holds over 50% of the voting power at both the board and shareholder levels. Therefore, MixZone is treated as a subsidiary of the Company.
3
In March 2023, the Company acquired PT Holdings (Delaware) Inc from Playtech Services (Cyprus) Limited, another Playtech Group company, for a nominal amount of $8.0 being the net book
value of the shares at the time. Playtech plc then subscribed for additional shares in the newly acquired subsidiary for cash consideration of $85.0 million. On the same date, PT
Holdings (Delaware) Inc invested $85.0 million (€79.8 million) in Hard Rock Digital (HRD) in exchange for a small minority interest in a combination of equity shares and warrants.
4
The Company recognised an impairment of €261.5 million in relation to the investment in PTS. This is discussed in detail in Note 6 under Critical Accounting Estimates and Judgements.
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 253
Notes to the Company financial statements continued
Note 12 – Investments in subsidiaries continued
The details of the investments are as follow:
Name
Country of
incorporation
Proportion of voting
rights and ordinary
share capital held Nature of business
Playtech Holding Limited
(ex. Playtech Software Limited)
Isle of Man 100% Holding company, transferred its activities in 2021 to Playtech Software
Ltd UK
Video B Holding Limited British Virgin Islands 100% Trading company for the Videobet software, owns the intellectual property
rights of Videobet and licenses it to customers
PTVB Management Limited Isle of Man 100% Management company
Technology Trading IOM Limited Isle of Man 100% Holding company
PT Turnkey Services Limited Isle of Man 100% Holding company of the Turnkey Services Group
Playtech Holding Sweden AB Limited Sweden 100% Holding company of Mobenga AB
Roxwell Investments Limited Isle of Man 100% Holds the Employee Benefit Trust (2014 EBT)
Factime Investments Ltd Isle of Man 100% Holding company of Juego Online EAD
VS Technology Limited United Kingdom 100% Licensing online gaming software and games to customers in South
America
Playtech Software Limited United Kingdom 100% Main trading company from 2021, owns the intellectual property rights and
licenses the software to customers
PT Holdings (Delaware) Inc USA 100% Holds the Hard Rock Digital (HRD) investment and the US subsidiaries
including PT Services (Delaware) LLC
Playtech Retail Limited British Virgin Islands 100% Dormant company
Mix Zone Limited Israel 48.32% Startup company that has developed the world’s first-ever digital media
backdrops for the sports industry
Note 13 – Investments in associates, derivative financial assets and other investments
Investment in associates
The Company has the following investments in associates:
Name
Country of
incorporation
Proportion of voting
rights and ordinary
share capital held Nature of business
LSports Data Limited Israel 49.0% Partners with sportsbooks to create engaging customer offerings by
utilising the most accurate real-time data on a broad range of events
NorthStar Gaming Inc. Canada 25.8% Offers access to regulated sports betting markets and robust casino
offerings and live dealer games
Sporting News Holdings Limited Isle of Man 12.6% Specialists in selling digital advertising and inventory, offers digital
media services
Balance sheet
2024
€’m
2023
€’m
LSports Data Limited 65.6 35.2
NorthStar Gaming Inc. 5.4 9.0
Sporting News Holdings Limited 5.4 5.6
Investments in associates at 31 December
76.4 49.8
Playtech plc Annual Report
and Financial Statements 2024 254
Note 13 – Investments in associates, derivative financial assets and other investments continued
Profit and loss impact
2024
€’m
2023
€’m
LSports Data Limited 2.1
NorthStar Gaming Inc. (3.6) (2.8)
Sporting News Holdings Limited (0.2) (0.2)
Total share of loss from associates
(3.8) (0.9)
Movement on the balance sheet
LSports
€’m
NorthStar
€’m
Sporting
News
Holdings
Limited
€’m
Tot al
€’m
Balance as at 31 December 2023/1 January 2024 35.2 9.0 5.6 49.8
Exercise of option – cash and deferred consideration 25.8 25.8
Exercise of option – fair value 4.8 4.8
Share of profit/(loss) (3.6) (0.2) (3.8)
Dividend income (0.2) (0.2)
Balance as at 31 December 2024
65.6 5.4 5.4 76.4
Note 19A of the Group consolidated financial statements includes all the information in relation to these investments.
Note 14 – Trade and other receivables
2024
€’m
2023
€’m
Other receivables 3.5 3.5
Amounts due from subsidiary undertakings 82.8 63.5
Total non-current 86.3 67.0
Other receivables 8.9 1.8
Amounts due from subsidiary undertakings 2.4 7.6
Total current
11.3 9.4
Included in non-current other receivables at 31 December 2024 and 2023 is a convertible loan issued to NorthStar in 2023 of CAD$5.0 million (€3.4 million).
The fair value of the convertible debenture was assessed as being materially in line with its face value at 31 December 2024. Refer to Note 19A of the Group
consolidated financial statements for further details.
Included in current other receivables at 31 December 2024 are three promissory notes issued to NorthStar during 2024 totalling CAD$9.5 million (€6.4 million).
These were fully repaid in January 2025.
Included in non-current amounts due from subsidiary undertakings is a convertible loan amount due from MixZone of USD$1.3 million (€1.2 million), (2023: €Nil).
Note 15 – Cash and cash equivalents
2024
€’m
2023
€’m
Cash at bank
75 .1 26.7
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Playtech plc Annual Report
and Financial Statements 2024 255
Notes to the Company financial statements continued
Note 16 – Shareholders’ equity
Please refer to Note 25 of the Group consolidated financial statements.
Note 17 – Bonds
Please refer to Note 27 of the Group consolidated financial statements.
Note 18 – Trade and other payables
2024
€’m
2023
€’m
Suppliers and accrued expenses 8.0 5.7
Payroll and related expenses 51.5 47.4
Deferred consideration 6.9
Amounts owed to subsidiary undertakings 763.2 575.7
Accrued interest 2.6 5.2
832.2 634.0
2024
€’m
2023
€’m
Split to:
Non-current 10.3
Current 832.2 623.7
832.2 634.0
Amounts owed to subsidiary undertakings contains loan payables to Playtech Services (Cyprus) Limited (PTC), including accrued interest of €495.5 million
(31 December 2023: €388.4 million). The loans bear interest between 3.5% and 5.3% and are repayable on demand. PTC provides funding to the Company
for either general working capital purposes, or more specific needs such as to be able to historically repay part of the 2018 Bond and to fund some of the
Company’s historical investments.
In January 2025, PTC proceeded with the payment of an interim dividend of €474.9 million to its immediate parent company, Playtech Holdings Ltd, who is also
a direct subsidiary of the Company. Playtech Holdings Ltd also declared a dividend of the same amount to the Company. The three-way dividend distribution
was settled as a distribution in specie to Playtech Holding Ltd, of the loan receivable in PTC from the Company.
During 2024, the Company implemented cash pooling for the first time, whereby cash balances of participating entities are swept up to the Company’s
account, as the head entity, on a regular basis. The primary objective of the cash pooling system is to optimise liquidity management, reduce external borrowing
costs, and enhance interest income on surplus funds. The Company recognises the cash received from (or paid to) group companies as an increase (or
decrease) in its own cash balance with a corresponding change to intercompany payables or receivables. The net cash pool balance payable as a result of the
process at year end is €126.0 million which is included in amounts owed to subsidiary undertakings (31 December 2023: €Nil).
Note 19 – Events after the reporting date
Please refer to Note 38 of the Group consolidated financial statements.
Playtech plc Annual Report
and Financial Statements 2024 256
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charity. Each tree planted will grow into a vital carbon store,
helping to reduce environmental impact as well as creating
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Company information
Registered office
Ground Floor
St Georges Court
Upper Church Street
Douglas
Isle of Man IM1 1EE
Corporate brokers
Goodbody Stockbrokers
49 Grosvenor Street
London W1K 3HP
Jefferies International Limited
100 Bishopsgate
London EC2N 4JL
Auditor
BDO LLP
55 Baker Street
London W1U 7EU
Communications adviser
Headland PR Consultancy LLP
Cannon Green
1 Suffolk Lane
London EC4R 0AX
Legal adviser
Bryan Cave Leighton Paisner LLP
Governor’s House
5 Laurence Pountney Hill
London EC4R 0BR
Registrars
Computershare Investor Services (Jersey) Limited
13 Castle Street
St. Helier
Jersey JE1 1ES
Strategic report Governance Financials Company information
Playtech plc Annual Report
and Financial Statements 2024 257
www.playtech.com