$3.3 billion merger pulls Morocco’s biggest casino operator into global betting giant

The companies say the combination would create the world’s second-largest listed gaming and sports-betting operator by adjusted earnings, behind Flutter Entertainment, the owner of FanDuel.

The deal is primarily intended to combine Lottomatica’s dominant Italian business with CIRSA’s leading position in Spain. However, it also affects African assets because CIRSA operates casinos in Morocco, one of the continent’s fastest-growing tourism markets.

CIRSA describes itself as Morocco’s largest casino operator. Its portfolio includes properties connected to prominent hotels and tourist destinations in Agadir, Tangier and Marrakech.

The proposed merger will not directly transfer those casinos to a separate buyer. Instead, CIRSA will be absorbed into Lottomatica, placing the Moroccan operations inside a substantially larger European-controlled group.

Blackstone becomes the largest shareholder

Under the transaction, CIRSA investors will receive 0.668 newly issued Lottomatica shares for every CIRSA share they own.

Existing Lottomatica shareholders are expected to control approximately 67.5% of the enlarged company, while CIRSA shareholders will hold 32.5%.

Blackstone, which acquired control of CIRSA in 2018, is expected to become the combined company’s largest individual shareholder with an interest of approximately 24%. The US investment company will also have the right to nominate two additional directors to the board.

Before the merger takes effect, CIRSA shareholders are expected to receive a special dividend of $305 million (€262 million), equivalent to €1.56 per share.

The combined company also plans to return a further €744 million to investors after completion through a tender offer, special dividend or a combination of both.

The enlarged business will retain the Lottomatica name and its headquarters in Rome. CIRSA will maintain secondary offices in Barcelona, while Lottomatica shares will be listed in Italy and Spain.

Completion is targeted for the second quarter of 2027, subject to shareholder votes, regulatory clearances and other formalities.

Morocco enters a much bigger gambling group

The combination is expected to generate approximately €2 billion in pro forma adjusted earnings before interest, tax, depreciation and amortisation.

The companies are targeting annual pre-tax savings of approximately €115 million within three years. These are projected savings rather than money already secured.

CIRSA currently operates in 11 markets. About 50% of its adjusted earnings come from Spain, while 43% comes from markets outside Spain and Italy, including Morocco, Portugal and several Latin American countries.

Casinos generate approximately 53% of CIRSA’s adjusted earnings. This makes its Moroccan operations different from Lottomatica’s existing business, which is concentrated in Italian online betting, sports wagering, lotteries and gaming machines.

Morocco’s casinos are closely connected to the country’s expanding luxury-tourism economy. The country received a record 19.8 million visitors in 2025 and retained its position as Africa’s most visited destination⁠.

That growth increases the commercial value of entertainment businesses attached to internationally recognised hotels and tourist destinations.

The larger Lottomatica group could eventually provide CIRSA’s Moroccan casinos with more technology, capital and customer-management systems. It may also review whether the properties warrant further investment.

Neither company has announced new casinos, online-betting services or expansion elsewhere in Africa, however. It would therefore be premature to present the merger as a new African investment programme.

The immediate African significance is about corporate control. Once the transaction closes, some of Morocco’s best-known gaming venues will sit inside a larger European betting group whose biggest shareholder will be Blackstone.