Merkur signs a purchase agreement that would lead to a public takeover bid on Société Française de Casinos
German group Merkur, through its subsidiary Merkur Spielbanken Beteiligungs GmbH, has signed a purchase agreement for an indirect takeover of Société Française de Casinos, with an obligation to file a simplified public takeover bid on the remaining securities.
A purchase agreement on 95% of Casigrangi's capital
Merkur Spielbanken Beteiligungs GmbH, a subsidiary of Merkur.com AG (held by the Gauselmann Family Foundation), concluded on 27 August 2026 a purchase agreement enabling it to acquire from GPG Groupe Philippe Ginestet and DOFA (the Sellers) a 95% stake in the capital of Casigrangi. The agreement sets out the terms and conditions of the transaction as well as an exclusivity period for Merkur's benefit.
Casigrangi is the holding company of the casino group known as Le Stelsia, which owns companies operating 7 small to medium-sized casinos (in Megève, Granville, Mimizan, and, indirectly via Société Française de Casinos, in Gruissan, Port-la-Nouvelle, Collioure and Châtel-Guyon).
Casigrangi currently holds 4,135,434 shares of Société Française de Casinos, representing approximately 81.21% of the capital and voting rights. The remaining 5% of Casigrangi's capital would remain held by DOFA and would be subject to cross-purchase and sale commitments (put and call options).
Simplified public takeover bid at 6.19 euros per share
The price to be paid by Merkur to the Sellers would result in a transparent price of 6.19 euros per SFC share. If the transaction is completed, Merkur would be obliged to file a simplified public takeover bid on the remaining shares, at the same price in cash.
This price represents premiums of 195.9% compared to the volume-weighted average closing price over the 240 trading days preceding 27 August 2026, of 145.2% over the 60 trading days preceding that date, and of 157.9% compared to the closing price on that date. If conditions are met following the bid, Merkur intends to request the implementation of a mandatory withdrawal procedure and to delist SFC from the listing.
Completion of the transaction would be subject to customary regulatory approvals, including authorization from the Ministry of the Interior required under article L. 323-3 of the Internal Security Code, as well as other conditions. It is anticipated that the transaction, if signed and completed, would be finalized during the first quarter of 2027, with the bid being able to be filed with the AMF during the first half of 2027.
