Jumbo Interactive (JIN) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition provides immediate B2C entry into the large and growing US prize draw market, leveraging 25 years of digital B2C experience and a strong charitable fundraising reputation.

• Dream Giveaway USA is a profitable, established brand with a loyal customer base and significant growth potential.

• The deal accelerates diversification and international expansion, reducing reliance on existing reseller agreements and supporting earnings diversification.

• US market is underpenetrated and ready for digital transformation, with a digitally engaged demographic.

• Aligns with strategy to become a leading digital B2C operator in major global markets.

Financial terms and conditions

• Enterprise value of A$55.4 million (US$36.0 million), with total upfront cash consideration of A$57.8 million (US$37.6 million) including working capital and cash adjustments.

• Funded by A$20.9 million in cash reserves and A$36.9 million in debt from an upsized A$120 million facility.

• Acquisition multiple of approximately 7.8x adjusted EBITDA for the trailing 12 months ended 31 July 2025.

• Expected to be EPS accretive within 12 months post-completion, delivering low- to mid-single digit EPS accretion.

• One-off transaction costs of around A$1 million, excluded from underlying EBITDA.

Financial performance and outlook

• DG (USA) generated A$27.1 million TTV, A$21.6 million revenue, and A$7.1 million adjusted EBITDA in the 12 months to July 2025, with a 33% EBITDA margin.

• FY26 outlook: DG (USA) underlying EBITDA contribution of US$2.7–3.0 million for eight months, excluding initial strategic investment.

• Group pro forma FY25: TTV A$1,141.1 million, revenue A$203.4 million, underlying EBITDA A$92.3 million.