Under the terms of the agreement, Scientific Games will receive $1 billion in cash and $200 million in Endeavor Class A common stock based on the volume-weighted average trading price of the Class A Common Stock for the twenty (20) trading days ending on September 24, 2021, subject to customary purchase price adjustments. The transaction is expected to close in the second quarter of 2022, subject to applicable regulatory approvals and customary closing conditions.

OpenBet is one of the world's leading global online sports betting technology companies, offering an ecosystem of sports content, technology and services to the largest operators around the world. It is the number one business-to-business sports betting partner in the U.S., U.K., Australia and Canada, with a leading position in Europe and APAC. To date, OpenBet has over 75 global customers, including 24 sports books across 12 states and a 100% uptime record across major sporting events.

"This transaction represents the culmination of a thorough process to divest OpenBet in order to maximize value for our shareholders and rapidly advance our vision to become the leading cross-platform global game company," said Barry Cottle, President and Chief Executive Officer of Scientific Games. "The transaction is a significant milestone towards optimizing our portfolio and de-levering the balance sheet to enhance our financial flexibility. It will position us to invest both organically and inorganically in key growth areas, particularly in content and digital markets. We are delivering on our promises and executing on our strategy to transform our company and unlock significant value for employees, customers and shareholders."

"We believe Endeavor will enable us to build on our exceptional track record of innovation and reliability and unlock even greater value for our customers and employees," said Jordan Levin, Chief Executive of Scientific Games' Digital business. "Endeavor's deep industry relationships and global reach make them the ideal partner. Together, these companies will be well positioned to capitalize on emerging trends to deliver even more innovative and tailored solutions to customers as we define the future of sports betting entertainment."

"OpenBet has built an incredible sports betting suite anchored in its best-in-class betting engine and now including expanded content, services and products for sports books and fans," said Ariel Emanuel, CEO, Endeavor. "This capability set is the ideal complement to our IMG ARENA sports betting business, which works directly with sports rights holders. We look forward to growing these businesses together to capitalize on the strong secular tailwinds in the sports betting ecosystem."