European Gaming Lawyer magazine Autumn 2016

operation, how professional the domain names under which the igaming company operates appear to be, how is it perceived by the players (what do they talk about on specialised blogs about the respective company and its offer), how is it viewed and talked about by the media, by their competitors, how is their relationship with the regulators, how active they are in/with the professional associations etc. On the compliance side the due diligence process should have a granular approach, territory by territory whilst keeping a general oversight at group level. The seller due diligence would thus look at standard issues such as keeping the right licenses and approvals, checking that all renewal terms have not been missed, all taxes have been paid, advertising campaigns have been developed with care for both gambling legal provisions but also consumer, advertising and media laws etc. Perhaps the most important part of the homework to be done in an iGaming M&A transaction – the implications on the target business or the so merged business born out of the transaction – should be looked at. As such, in many if not all European regulated jurisdictions, depending on the way it is structured, a change of ownership in an igaming company will need to be at least notified to the relevant regulators, even when performed at group level, if not be subject to prior approval. Depending on the size of the parties involved, the transaction should be looked at and potentially cleared from an anti-trust perspective. Other restrictions on timing, prior notification, public notice and even restrictions on trading are imposed on listed companies. Should there be any change of control clauses in the material contracts to the business, prior approval from the said business partners should be negotiated and obtained. Not to be overlooked is the impact on the players, from both an operational perspective but also from a privacy point of view, where, as a result of the transaction/merger, 34 | European Gaming

European Gaming Lawyer magazine Autumn 2016 | Page 34