LEADING THE FUTURE OF ONLINE GAMING 888 HOLDINGS PLC ANNUAL REPORT & ACCOUNTS 2015 WELCOME TO 888 HOLDINGS PLC 888 Holdings plc Innovation driven, customer focused 888 is one of the world’s most popular online gaming entertainment and solutions providers. More than a million customers enjoy our online gaming entertainment across more than 100 countries. At the heart of 888’s business is its 888’s mission is to exceed its customers’ proprietary gaming technology and expectations and provide the most enjoyable highly sophisticated marketing, customer online gaming experience possible, even relationship management and business in the fast growing and dynamic online analytics. Together, these enable 888 to gaming industry. 888 is mindful of the deliver to customers and B2B partners alike complex regulatory environment in which market-leading and continually innovative it operates and the social responsibility online gaming entertainment products and that comes hand-in-hand with the online solutions. gaming industry. 888 always invests time and resources in caring for and protecting its customers and, by successfully doing this, 888’s business will continue to grow and prosper. OVERVIEW OF 888 Overarching 888 brand 888’s B2C offering 888’s B2B brand This Annual Report may contain statements which are not based on current or historical fact and which are forward looking in nature. These forward looking statements reflect knowledge and information available at the date of preparation of this Annual Report and 888 undertakes no obligation to update these forward looking statements. Such forward looking statements 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 can cause results and developments to differ materially from those anticipated. Nothing in this Annual Report should be construed as a profit forecast. 888 HOLDINGS PLC ANNUAL REPORT & ACCOUNTS 2015 01 STRATEGIC REPORT STRATEGIC 2015 AT A GLANCE STRATEGIC REPORT A very successful year for 888 888 Overview IFC 2015 at a glance 01 Global growth market 02 Revenue Revenue – B2C US$ million US$ million Chairman’s statement 04 CEO’s strategy report 06 Clear growth strategy 06 508 up 12% on 444 up 14% on Focused business model 08 455 462 a like for 391 403 a like for like basis1 like basis1 2015 business and financial eviewr 12 Market review: focus on regulated markets 19 reported reported Risk management strategy 20 revenue revenue Regulation and general regulatory GOVERNANCE up 2% up 3% developments 24 2014 2015 2015 2014 2015 2015 Viability Statement 27 reported like for reported like for like like Corporate responsibility 28 GOVERNANCE Revenue – B2C Casino Revenue – B2C Emerging Offering US$ million US$ million Board of Directors 32 Directors’ report 34 Directors’ statement 39 261 up 18% on 45 up 51% on 221 231 a like for 41 a like for of responsibilities 1 1 like basis 30 like basis Corporate governance 40 statement reported reported STATEMENTS FINANCIAL revenue revenue Directors’ remuneration 46 up 5% up 38% report 2014 2015 2015 2014 2015 2015 Audit Committee report 61 reported like for reported like for like like FINANCIAL STATEMENTS Independent auditors’ report 65 Adjusted EBITDA2 EBITDA Consolidated income statement 73 US$ million US$ million Consolidated statement 73 of comprehensive income Consolidated balance sheet 74 Consolidated statement 75 101 97 of changes in equity 81 down Consolidated statement of cash flows 76 20% 59 down 39% Notes to the consolidated 77 financial statements Company balance sheet 108 Company statement 109 2014 2015 2014 2015 of changes in equity Company statement of cash flows 110 Notes to the Company 111 Real money registered First Time Depositors (FTDs) financial statements customer accounts3 % Shareholder information 113 US$ million Company information IBC 20.5 up 15% 128 up 28% 17.9 100 2014 2015 2014 2015 1 As defined in footnote on page 05. 2 As defined in table set out on page 12. For more information see our website: 3 Casino, Poker and Sport. corporate.888.com STRATEGIC REPORT – GLOBAL GROWTH MARKET 02 GLOBAL GROWTH MARKET The global online gaming industry is fast-growing and dynamic, supported by technological developments and government regulation. CAGR of 8.7% $48.6bn 2014 ESTIMATED GLOBAL ONLINE GAMING MARKET* $34.8bn 2014 2018 $34.8bn 2018 ESTIMATED GLOBAL ONLINE GAMING MARKET* $48.6bn GLOBAL ONLINE MARKET FORECAST The online gaming industry has New regulation, whilst increasing experienced rapid growth since its duties and costs for online gaming inception during the mid-1990s and operators, also creates opportunities continues to have clear and significant for incumbent operators with strong growth potential. Consistent growth brands and significant scale, such as remains supported by product 888, to access new customers in new innovation, customers’ ever greater markets and expand by exploiting access to high-speed and reliable marketing opportunities. internet connections, the spread of smart mobile devices, and government Mobile devices continue to have regulation. a transformational impact on the online gaming industry. Increasingly With the growth of the online gaming sophisticated devices with ever- market many governments have improving displays enable customers adopted and are continuing to adopt to enjoy high-quality online gaming specific regulatory frameworks for entertainment on the move, wherever the industry. they are. 888 HOLDINGS PLC ANNUAL REPORT & ACCOUNTS 2015 03 STRATEGIC REPORT STRATEGIC GOVERNANCE 2014 estimated market 2018 forecast market size by product* size by product* CAGR $16.7bn $22.2bn 7.4% $7.6bn $11.2bn 10.3% $3.2bn $4.7bn 10.3% $2.0bn $2.4bn 4.3% FINANCIAL STATEMENTS FINANCIAL SPORT CASINO POKER BINGO OUR MARKETS AROUND THE WORLD UK AND EUROPE 888’s strong performance continued in the core UK market as well as in key regulated markets in Spain and Italy. During 2015, 888 received a sports betting licence in Ireland as well as casino, poker and sports betting licences in both Denmark and Romania. USA 888 is the only online gaming operator licensed in all three regulated US states of Nevada, Delaware and New Jersey. 888 continues to develop its brands in these states as well as enhancing its offering as one of the leading providers of regulated poker and casino software in the regulated US market. * Source: H2 Gambling Capital June 2015. Market value based on estimated Gross Gaming Revenue. STRATEGIC REPORT – CHAIRMAN’S STATEMENT 04 DELIVERING LONG-TERM GROWTH The 888 team has delivered another strong BRIAN MATTINGLEY operational result in a year when we successfully Chairman confronted a number of external challenges. On behalf of the Board, I would like to thank each of my colleagues across the world for their commitment during the year. 47% OUR MOBILE OFFERING Mobile is having a transformational impact on our business. Revenue from mobile devices continued to surge and represented 47% of B2C revenue in the UK. See page 08 for more on In my first report as Chairman of 888, Clearly this could have been distracting our mobile offering. I am delighted to update you on what for our business. However, I am has been a very successful year. The delighted to say that throughout the 888 team has delivered another strong year 888 continued to deliver for all our operational result in a year when we stakeholders by improving our customer successfully confronted a number of offering, adapting to regulatory changes external challenges which impacted in new markets and growing the business. profitability, including a new point of This speaks volumes for the strength, consumption gaming tax in the UK, newly depth and dedication of our people introduced EU VAT charges, and currency throughout 888. I am confident that their movement headwinds. This success passion, skill and drive will ensure that again demonstrates the strengths of 888 remains at the forefront of the online 888’s customer proposition and business gaming industry for years to come and, model. 888’s ability to continue to grow on behalf of the Board, I would like to thank its core brands, launch its services in new each of my colleagues across the world for regulated markets and develop exciting their commitment during the year. new ways to thrill and entertain our customers is testament to the quality of this business and, of course, 888’s exceptional team. I am delighted to say that throughout the year 888 continued to deliver for 888’S WINNING TEAM all our stakeholders by improving 2015 was a very busy year for 888 and at times, as shareholders will be aware, our customer offering, adapting to the Board and members of the senior regulatory changes in new markets management team devoted significant time to exploring potential M&A and growing the business. opportunities for 888. 888 HOLDINGS PLC ANNUAL REPORT & ACCOUNTS 2015 05 STRATEGIC PROGRESS REGULATION In line with our focused REPORT STRATEGIC Customer focus, technology leadership New regulation, including the new and continuous innovation are central point of consumption gaming tax in growth strategy we to our continued success. Our proprietary the UK, is having an impact on the shape made strong progress technology and associated gaming of the global e-gaming market. In the platforms alongside leading-edge UK, some smaller e-gaming brands are in 2015 in regulated analytical expertise provide the bedrock finding the new cost burden onerous markets where we are of our business and competitive advantage. and are closing. At the same time, we are able to leverage our During the year we continued to leverage witnessing consolidation in the industry these skills to create new, engaging on an unprecedented scale. All of this full marketing expertise and, above all, safe and secure gaming creates, alongside the additional gaming to grow the 888 brands.