888 Holdings plc Annual Report and Accounts 2019 2019 LEADERS IN ONLINE GAMING Contents Introduction STRATEGIC REPORT 01 Introduction 888 IS ONE OF 02 Our Marketplace 04 Our Business Model THE WORLD'S 06 Our Stakeholders 08 Chairman’s Statement MOST POPULAR 10 Chief Executive Officer’s Strategic Report 16 The Online Gaming Cycle ONLINE GAMING 18 888's B2C Proposition 20 Introducing Section8 Studio ENTERTAINMENT 21 888's Strategy and Progress 22 Chief Financial Officer's Report 32 Risk Management Strategy AND SOLUTIONS 42 Regulation and General Regulatory Developments PROVIDERS. 48 Viability Statement 50 Corporate Social Responsibility 888 Holdings plc (“888” or the “Company”) and its subsidiaries (together, the “Group”) operates leading GOVERNANCE online gaming brands across four key product verticals (Casino, Sport, Poker and Bingo) with a presence across 68 Board of Directors multiple regulated markets. 70 Directors’ Report 76 Corporate Governance Statement 888’S PURPOSE Driven to be one of the world’s best performing online 84 Statement by the Chairman of the gaming companies, 888 continues to strive to provide Remuneration Committee customers with a safe and enjoyable experience 86 Directors’ Remuneration Report underpinned by the Group’s unique technology and 103 Audit Committee Report industry expertise. By doing this effectively, 888 is able to succeed in the fast-growing and dynamic online FINANCIAL STATEMENTS gambling industry and generate value for its shareholders. 108 Independent Auditors’ Report 888’S FOCUS 117 Consolidated Income Statement 888’s primary strategic focus is on growing its strong 117 Consolidated Statement brands in sustainable markets where there are regulatory of Comprehensive Income frameworks that protect customers and provide clarity 118 Consolidated Balance Sheet for operators. To achieve this, we focus on continuous 119 Consolidated Statement of Changes investment in protecting our customers, relentless new in Equity product development and effective marketing. 120 Consolidated Statement of Cash Flows 121 Notes to the Consolidated Financial Statements 155 Company Balance Sheet 156 Company Statement of Changes in Equity 157 Company Statement of Cash Flows 158 Notes to the Company Financial Statements 160 Shareholder Information IBC Company Information This Annual Report may contain statements which are not based on current or historical fact and which are forward-looking in Our purpose is to provide nature. These forward-looking statements reflect knowledge and information available at the date of preparation of this Annual Report and 888 Holdings plc (the “Company”) and its subsidiaries customers with a safe and (together, “888”, or the “Group”) undertake no obligation to update these forward-looking statements. Such forward-looking statements enjoyable experience underpinned are subject to known and unknown risks and uncertainties facing 888 including, without limitation, those risks described in this Annual Report and other unknown future events and circumstances which by unique technology and can cause results and developments to differ materially from those anticipated. Nothing in this Annual Report should be construed as a profit forecast. industry expertise. More information Read more about how we 50 are operating responsibly Highlights STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FINANCIAL HIGHLIGHTS Revenue - Our overall revenue1 US$ million 2019 +10% 16 2018 ANALYTICS-DRIVEN B2C – Casino1 APPROACH US$ million Sophisticated business analytics drive 888’s approach 2019 +17% to multiple areas of its operations, from safe gambling to product development to marketing. 888’s highly- 2018 skilled team and its internally generated know-how remain major drivers of the Company’s value. B2C – Sport1 US$ million 20-21 2019 +19% STRATEGIC PROGRESS 2018 During 2019, 888 continued to deliver progress against its strategic objectives by enhancing compliance and safe gaming, developing its core B2C brands, expanding in Adjusted EBITDA2 regulated markets and driving efficiencies. US$ million 2019 -20% 50 2018 SAFER. BETTER. TOGETHER. B2C – First-time depositors Conducting business responsibly is fundamental to the future success of 888, and we are absolutely committed 2019 % to a proactive policy of corporate and social responsibility +22 that reflects the high professional and ethical standards we set for ourselves across the business. 2018 1 At constant currency. 2 Excluding IFRS 16 impact. Corporate.888.com 01 Our Marketplace A GROWING GLOBAL MARKET 2019 was a year of further strategic progress for 888. During the year, 888 welcomed a record number of new customers – more than a million – to its international brands. In addition, the Group successfully launched in the Swedish and Portuguese regulated markets and completed the strategic acquisition of a first-class sports betting platform and team. The Group also delivered strong performance in Italy underpinned by its successful focus on recreational customers. KEY TRENDS IN OUR INDUSTRY 1 2 3 SAFE GAMBLING REGULATION USER EXPERIENCE Compliance and safer gambling are Many jurisdictions across the Technology businesses in multiple priorities for responsible operators world are adopting new regulatory areas of consumers’ lives, from media in our industry. We acknowledge the frameworks that are specific to and entertainment to travel and potential risks that online gambling online gaming. This can increase banking, are consistently innovating can present and are committed the costs of operation but helps and raising the standards that to ongoing improvements to make to provide a safer environment consumers expect of online and gambling safe, enjoyable and not for customers and creates an mobile services. As a result, our a cause of harm. environment in which operators with customers’ expectations of their scale and technological advantages, digital experiences are increasing. We are convinced the sustainability such as 888, are able to prosper. 888 continues to focus on improving of our business rests on ensuring multiple areas of our products our customers are empowered to including enhancing interfaces, make safe and responsible decisions greater personalisation, improving about their betting and constantly, loading times, developing responsible ensuring that those struggling to stay gaming tools, and delivering quality in control of their play receive the customer support to ensure that our support they need. customers enjoy the best possible user experience with 888. 02 888 Holdings plc Annual Report & Accounts 2019 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS DIVERSIFICATION ACROSS GLOBAL MARKETS B2B 95% 5% B2C BINGO 5% 7% B2B POKER 8% 888'S PRODUCTS & STRUCTURE SPORT 16% CASINO 64% A GROWING GLOBAL MARKET Total global online gambling market size US$ billion 89.3bn Source: H2 Gambling Capital, March 2020 2024 50.2bn 20.3bn 2.9bn 2.2bn 2024 2024 2024 2024 33.1bn 15.3bn 2.7bn 2.0bn 61.5bn 2019 2019 2019 2019 2019 SPORTS BETTING CASINO POKER BINGO TOTAL ONLINE GAMBLING* CAGR: 8.7% CAGR: 5.8% CAGR: 1.2% CAGR: 2.2% CAGR: 7.7% * Includes sport, casino, poker, bingo, skill, other gaming and lotteries. Corporate.888.com 03 Our BusinessMarketplace Model PROVIDING SAFE AND SECURE ENTERTAINMENT GROWTH STRATEGY KEY DRIVERS 888's growth strategy is based on four key pillars: CONTINUE TO PROTECT CUSTOMERS AND ACT RESPONSIBLY REDUCING THE COST PER PLAYER ACQUISITION ONGOING DEVELOPMENT OF 888’S CORE B2C BUSINESS 3 EXPANSION IN REGULATED MARKETS ENHANCING EFFICIENCIES INCREASING FIRST- TIME DEPOSITORS 2 Customer HOW WE CREATE VALUE B2C Interaction Customer Wins 888’s core B2C business operates across four key online gaming verticals: Casino, Sport, Poker and Customer Bingo. The Group also operates a B2B business B2C Interaction Customer Wins called Dragonfish. To drive value, the Group continually invests in developing its unique technology and products to Customer deliver a first-class and safe user experience. B2C Interaction Customer Loses 888 HOLDINGS 888 Branded Agreed Share of B2B Partners Net Revenue 04 888 Holdings plc Annual Report & Accounts 2019 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS INFLUENCING FACTORS 1. SAFE GAMBLING 5. BUSINESS ANALYTICS 888 is constantly developing new 888’s teams – from product and innovative ways to deliver a development to marketing to safer gambling environment and customer support – draw on 888’s prevent gambling harm before it extensive and constantly evolving occurs. Our goal is to ensure that data set and analysis capabilities INCREASING all those who visit our sites can to drive 888’s continued success. PLAYER VALUE do so with confidence and that 6. MARKETING those for whom our games are Effective marketing plays a critical 1 not intended, notably underage role in 888’s business. Drawing on and vulnerable individuals, will the Group’s analytics-driven insights not be drawn into the gambling and expertise, 888 is focused on environment. We strive to ensure developing marketing techniques that we quickly identify any and channels, both online and customers who demonstrate offline, that adhere to strict return- potentially problematic gambling on-investment criteria and are behaviour and effectively interact always directed within the Group’s SAFER. with them to prevent any potential responsible gambling policies. harm. BETTER. 7. CRM AND CUSTOMER 2. CONTINUOUSLY DEVELOPING COMMUNICATIONS OUR UNIQUE TECHNOLOGY-EDGE TOGETHER. Once a customer joins 888, 888’s unique online platforms underpinned by