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M&A

Raketech Settles Its €20.3 Million Casumba Earnout for €8.2 Million, and Its Shares Jump 62%

Antonina TupikovaBy Antonina Tupikova · Founder, iGaming Times3 min read
Raketech Settles Its €20.3 Million Casumba Earnout for €8.2 Million, and Its Shares Jump 62%

The Stockholm-listed affiliate will pay the sellers of a Japan-focused business it bought for €2.0 million in 2019 about 40% of what it still owed them, mostly with a Bank of Valletta loan. Before the news the market valued the whole company at about a quarter of the old bill; the deal still waits on the bank.

  • Raketech Group Holding has agreed to settle the remaining Casumba Media earnout in full for €8.2 million, against about €20.3 million payable including accrued interest, about €12.1 million less, according to its release of 19 October
  • It will pay with €2.7 million of cash and €5.5 million of Bank of Valletta financing at 6.65%, secured on money still owed to it from its 2025 sale of the Casumba assets
  • The shares closed 62.14% higher at SEK 1.97 on 19 October, on volume of 603,885 shares against 6,158 the previous trading day, according to MFN and Yahoo Finance data
  • Board member Magnus Alebo, Casumba's founder, is a beneficial owner of one of the sellers and took no part in the decision; the other sellers are not named
  • The settlement lands as listed affiliates struggle, with Catena Media dropping its 2026 target after a 29% fall in third-quarter revenue; Raketech reports its own third quarter on 5 November

Raketech Pays About 40% of What It Owed the Casumba Sellers

Raketech, the Malta-headquartered affiliate listed on Nasdaq First North Premier Growth Market in Stockholm, published the agreement as inside information at 15:30 CEST on Monday 19 October. It will pay the sellers of Casumba Media Ltd €8.2 million in full and final settlement, against about €20.3 million payable including interest, leaving it with no earnout obligations. The shares, at SEK 1.25 at the open, touched SEK 2.60 before closing at SEK 1.97, according to Yahoo Finance data.

The first €3.0 million is due from cash within two business days of signing. Bank of Valletta will pay the other €5.2 million directly to the sellers on drawdown, and the remaining €0.3 million of the loan reimburses cash, a net cash outflow of €2.7 million. The loan is approved, but Raketech is still "awaiting the completion of the bank's loan disbursement process". If it is not released by 31 December 2026 the old quarterly payments resume; if not by 31 March 2027, or if the financing is cancelled, each seller may return to the previous terms.

iGaming glossary: 430+ terms explained.

The financing combines a new €3.5 million three-year term facility with €2.0 million from Raketech's existing revolving facility, both at 6.65% and repayable over three years. The bank takes a pledge over the deferred consideration from the sale of the Casumba assets, sets a debt service coverage covenant of at least 1.1x, and must approve any future share buybacks. It expects a significant non-cash gain in the fourth quarter, below operating profit, and about €0.4 million of bank interest in the first year, against €0.9 million of notional earnout interest in the first half alone.

A €2.0 Million Deal That Grew Into a €20 Million Bill

Raketech bought Casumba Media, a Maltese company running affiliate sites mainly for Japan, in August 2019 for €2.0 million upfront, about three times trailing EBITDA, according to the acquisition release. Part of the earnout was capped at €2.1 million to the end of 2021; the rest was uncapped, based on performance up to 31 July 2024, and partly payable in shares.

In May 2025 the sellers agreed to push the final €20.6 million payment, due in September 2026, out to March 2028, in cash only, with quarterly instalments tied to Raketech's free cash flow and interest of 5% plus EURIBOR, rising to 6% plus EURIBOR from September 2026. Raketech's second-quarter report carried the liability at €21.3 million on 30 June, against total equity of €32.1 million and cash of €5.2 million.

On 24 September 2025 Raketech sold the Casumba assets for a fixed €12.0 million, payable monthly through December 2029 at 8% interest with nothing upfront, and booked a loss of about €10 million. It cited regulatory developments in the assets' markets without naming them; its third-quarter report added a weaker sales trend. Japan's revised gambling addiction law, which bans online gambling advertising, took effect the next day, according to Yogonet. The buyer has not been disclosed.

Nor are the sellers, how many there are or how the €8.2 million is split. Board member Magnus Alebo, Casumba's founder, is a beneficial owner of one of them and did not take part in the board's decision; he holds 1,086,934 Raketech shares, according to the company's website.

The Sellers Chose Cash Now Over a Claim on a Very Small Company

iGaming glossary: 430+ terms explained.

At Friday's close of SEK 1.215, Raketech's 45,224,227 shares were worth about SEK 55 million, approximately $5.6 million, roughly a quarter of the €20.3 million owed, on our arithmetic. Free cash flow before earnouts was €1.0 million in the second quarter, and the instalments were a share of that. A cash claim running to March 2028 against a company that size meant a long wait and real collection risk, which may explain why the sellers took 40% now; the release gives no reason. Even after Monday's rise, the market value of about SEK 89 million, approximately $9.0 million, is below the €12.1 million the settlement would remove.

The Bank Is Lending Against Money Raketech Has Not Yet Collected

Raketech's only borrowings will be about €8.5 million from the bank, and it says the roughly €12 million still due from the sales of the Casumba and US assets would cover them if paid in full. The Casumba receivable, now the bank's security, had produced €0.9 million by August and was carried at €6.8 million against about €11 million outstanding, reflecting credit risk and the long payment period. The covenant and the buyback veto also give the lender a say over capital allocation, four months after an extraordinary general meeting on 26 June authorised buybacks of up to 25% of the shares, partly to settle deferred payments from past deals. It has swapped a large, flexible liability for a smaller, stricter one.

A Cleaner Balance Sheet Does Not Answer the Revenue Question

Second-quarter revenue from continued operations fell 17.6% to €5.6 million, though adjusted EBITDA held at €1.3 million. Catena Media blames generative search, Gentoo Media has cut guidance again and Better Collective cut its 2026 guidance after Brazil's betting ban. Raketech's growth came from the Nordics, led by Sweden and Denmark, and Denmark has retabled a bill that would end affiliate revenue share. Removing the earnout gives the company room; it does not give it traffic.

Raketech has turned its largest liability into a modest bank loan at a discount of about 60%, and the market has rewarded it. The settlement is not complete until the bank pays, and the 5 November report will show whether the business underneath can carry even the smaller debt.

Sources

Citations and primary documents this article references. Captured at the time of writing.

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