The multinational sports betting and gaming group

2015 Full year results

Presentation released 25 April 2016

2

Contents

Introduction

Kenneth Alexander

2015 Results

• GVC Income Statement, Cashflow and Balance sheet

• Aggregated Income Statement and opening cash

• Guidance

Richard Cooper

Business development

• Enlarged group at a glance

• Restructuring objectives

• Cost savings and synergies

• Trading update

• Conclusion

Appendices

Kenneth Alexander

3

2015 Overview

2015 results highlights

• Revenues: +10% to €248m (average €679k per day)

• Record Clean EBITDA: +10% to €54.1m (top end of market expectations)

• Operating profit on normalized basis*: +21.7%

• Diluted EPS before exceptional items: +24% to 76.4 €cents

• Dividend per share: 56€cents paid during 2015 (2014: 55.5€cents)

*Excluding €24.5 million of exceptional items. Inclusive of exceptional items, Operating profit at €27.7 million was 35.4% lower than 2014.

Fifth consecutive year of NGR, Clean EBITDA and dividend growth

4

2016 Progress

• Completion of transformational acquisition of bwin.party

• Strengthening of board and senior management team

• Q1 2016 - Solid trading performance across enlarged group

• Group, total NGR Q1-2016 NGR at €168m,up 180% (Q1-2015 €60m) following acquisition

• Group, NGR per day Up 9% on a like for like constant currency basis

• GVC brands daily NGR +12% in Q1 (constant currency)

• bwin.party brands daily NGR +8% in Q1* (constant currency)

– PartyPoker first quarterly growth for 5 years

• YTD*, to 20 April 2016, overall growth on like for like constant currency

• Group +13%

• GVC brands +18%

• Bwin.party brands +11%

• Synergies: on track to secure €125 million by end of 2017

• Premium listing: actively pursuing

• Net Debt: €193 million (17 April 2016)

* bwin.party for period since 1st February, constant currency

5

The enlarged group today

• Rationale for bwin acquisition: Growth potential and synergies – €125m

• GVC track record of integration and restructuring – Sportingbet 2013

• Now third largest online gaming operator in Europe

• Enlarged Group provides platform to leverage in-house IP across B2C and B2B

6

Financial Review

Richard Cooper, CFO

7

Financial review

GVC

• Income Statement

• Cashflow

Aggregated

• Income Statement

• Opening cash

Guidance

8

GVC Income statement - 2015

In €millions 2015 2014

%

change Comments

Sports wagers 1,683.0 1,463.5 15%

Sports margin 9.2% 9.8% Sports results

Sports revenue 113.8 110.2 3% Strong underlying performance offset by sports margin

Gaming revenue 133.9 114.6 17%

Total NGR 247.7 224.8 10%

Contribution 135.4 123.3 10%

Contribution margin 55% 55% Stable contribution margin

Expenditure (81.3) (74.1) (10%)

Clean EBITDA 54.1 49.2 10% Record Clean EBITDA

Clean EBITDA/revenue 22% 22%

Depreciation and amortisation (5.0) (3.9) (28%) Reflects increased investment in product

Share option charges (0.5) (0.8) 38%

Winunited and Betit revaluation 3.6 (1.6) 325%

Finance charges (2.2) (1.6) (38%) Cerberus loan

PBT and exceptional items 50.0 41.3 21%

Exceptional items (24.5) - - €23m deal costs

Taxation (0.8) (0.7) (14%)

Profit after taxation 24.7 40.6 (39%)

Diluted EPS pre-exceptional items €cents 76.4 61.4 24%

Dividend paid in the year / share in €cents 56.0 55.0 2%

9

GVC Summarised cashflow - 2015

2015 2014

€000’s €000’s €000’s Comments on 2015

Clean EBITDA 54,077 49,162

Working capital and other movements 8,916 (742) Year-end timing differences

Tax, CapEx etc. (10,059) (5,802)

CLEAN NET OPERATING CASHFLOWS (‘CNOC’) 52,934 42,618

Dividends paid (34,319) (33,607)

Dividends as a % of CNOC 65% 79% Dividend holiday taken following bwin.party deal

OTHER CASHFLOWS

- Earn-outs and investments (2,401) (7,988) Betboo earn-out

- Share options (509) 854

- Sportingbet: William Hill loan instalments (3,245) (2,856)

ACQUISITION CASHFLOWS: bwin.party

- Cerberus drawdown 20,000 September 2015

- Cerberus financing costs (7,025)

- Cerberus legal fees (1,950)

- Other legal and professional fees (13,490)

- Option payment (5,329)

- Hedge receipts 5,675

(2,119) -

10,341 (979)

Cash brought forward 17,829 18,808

Cash and cash equivalents 28,170 17,829

Balances with customers (14,808) (13,036)

Loans and other borrowings (23,532) (7,201) Reflect €20m Cerberus drawdown

Net cash/(debt)

(10,170) (2,408)

10

Group aggregated statements, 2015

- Aggregated income statement

- Aggregated “opening” cash position

11

Group aggregated income statement

Year ended 31 December 2015

€ millions

bwin.party

restated* GVC Aggregated

Sports wagers 2,708.5 1,683.0 4,391.5

Sports winnings (2,464.2) (1,528.9) (3,993.1)

Sports margin % 9.0% 9.2% 9.1%

Sports margin 244.3 154.1 398.4

Sports NGR 220.6 113.9 334.5

Gaming 305.2 133.9 439.1

Other revenues 36.3 36.3

TOTAL REVENUES 562.1 247.7 809.8

Variable costs (271.8) (112.4) (384.2)

Contribution 290.3 135.4 425.7

Contribution % 51.6% 54.6% 52.6%

Expenditure (180.9) (81.3) (262.2)

Clean EBITDA 109.4 54.1 163.5

Clean EBITDA margin 19.5% 21.8% 20.2%

*Audited accounts of bwin.party amended with certain reclassifications

This table shows the income statement for 2015 as if GVC had acquired bwin.party on 1 January 2015. It has been

adjusted for those activities which bwin.party disposed of in 2015

12

Aggregated opening cash

This slide presents a cash position as at 31 December 2015 as if the transaction had occurred on that date

€m €m €m

Cash and cash equivalents at 31 December 2015 194.5

Deduct: loan drawn-down before 31 December 2015 (20.0)

Add back: loan fees and interest incurred before 31 December 2015 7.3

Add back: deal costs incurred before 31 December 2015 30.1

Aggregated cash before transaction completion 211.9

ADD:

Equity fund raising 183.7

Debt fund raising 400.0

Fees paid on debt draw-down (14.9)

568.8

DEDUCT:

Cash component to bwin shareholders (274.8)

Cash component to bwin option holders (3.7)

Cash-settled options and associated NI (31.8)

Share plan roll-over cost (19.2) -

(329.4)

DEDUCT:

Discharge of existing loans (60.5)

Total deal related expenses (58.4)

EQUALS: NET CASH FROM FUND RAISING 120.5

AGGREGATED POST TRANSACTION OPENING CASH 332.4

Less: Customer liabilities and progressive prize pools (121.1)

Less: Cerberus debt (400.0)

Equals: NET DEBT (188.7)

13

Guidance

Cerberus loan

• 11.5% above 1% EURIBOR floor

• 1% anniversary fee

• 2.5% 18 month fee

• 3% exit fee

• First anniversary 1 Feb 2017

• Make whole applies to 1 Feb 2017

• Facility expires 4 Sep 2017

Liquidity profile

• Significant cash within the group

• Relatively low leverage

• *As per debt component table

Debt components

2015 2016 2017 Total

€000’s €000’s €000’s

Loan drawdown 20,000 380,000 400,000

Fees and interest

- Cash profile 9,104 46,653* 68,530 124,287

- Accounting allocation 1,245 71,018 52,024 124,287

Liquidity profile (as at 17 April 2015) € million

Cash and cash equivalents 327

Cash in transit 52

Balances with customers and progressive prize pools (120)

Loan principal outstanding (400)

(141)

Cash guidance, 2016 € million

Restructuring costs (55-60)

Capital expenditure (30-40)

Discharge of inherited bwin.party liabilities (15-25)

Other working capital outflows (10-20)

Interest and debt fees* (47)

Professional fees on the transaction (27–30)

14

Business Development

Kenneth Alexander, CEO

15

• Market capitalisation (@518p) £1.5bn

• 2015 aggregated sports wagers €4.4bn

• 2015 aggregated NGR €809.8m

• 2015 aggregated Clean EBITDA €163.5m

(pre-synergies)

• Net debt (17 April 2016) €193m

15

Pro forma revenue product mix

2015 Pro forma revenues

regulated and/or market mix

Enlarged group at a glance

A global player of real scale

0

250

500

750

1,000

1,250

1,500

1,750

€m 2015 revenue peer group comparison

0%

20%

40%

60%

80%

100%

2015 2015

GVC bwin.party Sports Casino Poker Bingo Other

55%

45%

Regulated and/or taxed Other

16

Restructuring objectives

• Recruit best talent and improve culture and structure People

Product

Customer

service

• Deliver marketing leading product in all core verticals

• Materially improve the customer journey

Marketing • Improve marketing technology to drive cross-sell and ROI

17

Restructuring objectives: People

• Good talented people

• Process heavy and overly-complex management structure

• Remuneration not aligned to success

• Staff burdened by administration, not able to focus on customer

• Duplicated roles across the two businesses

What we

found

What we’ve

done so far

Goal

• Hired proven industry talent at senior level

• Initiated measured approach to creating single entrepreneurial culture

• Realigned bonus scheme to focus on growth

• Commenced staff restructuring process

• Began harmonisation of employment policies, practice and terms

• Commissioned new HR system to improve processes and reduce

administration

To create a unified, dynamic, entrepreneurial

culture where talent can thrive

18

Restructuring objectives: Sports brands

• Chasing unprofitable/low margin business

• Trading strategy and execution inferior to GVC

• Absence of robust customer risk management processes

• Poor customer service

• Unexploited potential of player cross-selling

• Content offer below industry standard

What we

found

What we’ve

done so far

Early wins

• Shifted focus to profit

• Immediate introduction of new ‘Sportingbet’ risk management processes

• Toolset upgrade – fast-tracked delivery of new real-time scroller tool

• Re-organisation of trading operations to leverage sports expertise

• Investing in VIP management

• New gaming content

• Improving cross sell

• bwin sports margin Q1 (since 1 Feb) 9.6% (8.3% Q1 2015)

• bwin casino NGR Q1 (since 1 Feb) up 27%

Goal Leverage the full global potential of the bwin brand

19

Restructuring objectives: Gaming brands

• Lack of investment and commitment to brands

• Poor customer service

• Unexploited potential of player cross-selling

• Content offer below industry standard

• Feature gaps, particularly around mobile

What we

found

What we’ve

done so far

Early wins

• Putting customer at centre of everything we do

• Improved range of gaming content

• Revamp of native casino app

• Enhancement of core mechanisms (e.g. launch of free spins)

• PartyPoker Q1 growth – first time in 5 years

Goal Reinvigorate brands, drive growth through

quality of product and service

20

Restructuring objectives: Customer service

• Efficiency failings due to inadequate CS technology toolset

• CS operations not sufficiently focused on the customer requirements

• Main brand (bwin) had no live chat facility

• Insufficient VIP management

• Too slow to address technical issues

What we

found

What we’ve

done so far

Early wins

• Toolset upgrade defined and rollout to begin in Q3

• New regionally-focused CS organisation structure being implemented

• Genesys live chat to be introduced as standard to bwin in Q3

• Cultural change initiated

• Senior management changes already made

Goal Deliver best in class Customer Service

21

Restructuring objectives: Marketing

• Lack of marketing focus on key areas to deliver greatest ROI

• Insufficient management accountability

• Inability to measure marketing activity/ROI

• Ineffective marketing technology (BI, CRM tools etc)

• Weak Casino product combined with weak cross-sell marketing

• High player churn across key VIP segments

What we

found

What we’re

doing

Early wins

• Marketing and bonus spend focused to drive frequency and spend

• Greater autonomy to regions; new talent recruited

• Investment in BI and CRM campaign tools

• Streamlining communication between product and marketing

• Dedicated VIP teams put in place in each Region

• Improved cross-sell achieved

• VIPs: Churn halted, activity increased

Goal

Fix broken integration and increase efficiency

of CRM and marketing investment

Performance-led development of product features

22

Staff, outsourcing and other

people-related costs

Operating a more streamlined and significantly larger combined sportsbook

Removing duplication

Sponsorship and marketing

costs

Eliminating marketing which has a low return on investment

Focusing on territories which have the greatest revenue and growth potential

Acquiring and maintaining customers with a focus on VIPs

IT and development costs

Migrating GVC’s sportsbook onto the bwin.party platform

Reducing the number of development projects

Focusing on platform stability

Further reducing downtime of technology systems

Back office and facility-related

costs

Integrating GVC and bwin.party systems and teams

Re–organising admin functions by process rather than business units, and rationalising

into fewer, low-cost locations

Implementing changes in board incentives

Cost savings and synergies

22

1. When measured against 2014 cost base

€125 million of sustainable synergies to be achieved by end of 20171

c.60% of synergies to be secured by the end of 2016

Total cost of €60 million to achieve synergies, 95% of which to be incurred by end of 2016

23

Synergy phasing

• Confident in achieving €125m synergy

target#

• c. 60% to be achieved on a full year

run rate basis by end of 2016

• 100% to be secured by end 2017

Expected pattern of synergy delivery

#Benchmarked against the aggregated group’s 2014 cost base

25 45

95

20

50

30

0

25

50

75

100

125

150

2016 2017 2018

€m

Cumulative impact Increment in year Cumulative exit run rate

24

Trading and other updates

Per day in (€000s)

Q1-2016 Q1-2015 Y on Y change

Sports wagers 10,626 4,558 133%

Sports margin % 8.8% 9.0%

Sports NGR 773 313 147%

Gaming NGR 1,016 352 189%

Other revenue 54 -

Total NGR per day 1,843 665 177%

Total NGR (€m) 167.7 60.0 180%

Q1 Group (3 months GVC; 2 months bwin.party)

Aggregated NGR per day (€000s) - constant currency

Q1-2016 Q1-2015 Y on Y change

GVC brands (1 Jan – 31 March) 746 665 12%

bwin.party brands (1 Feb – 31 March) 1,791 1,659 8%

Group constant currency 2,537 2,324 9%

Group actual NGR per day 2,444 2,324 5%

• All brands growing in enlarged group

• PartyPoker - first quarterly growth for five years

• Strong casino growth in sportsbook

• Q2, growth continues - daily NGR YTD*; Group +13%, GVC +18%, bwin.party +11%

• Regulatory - Many jurisdictions pleasingly moving towards a regulatory framework

*Up to April 20th, bwin.party since 1st February, constant currency

25

Conclusion

• Record results in 2015

• Acquired bwin.party business trading well

– Successful completion of transformational acquisition of bwin.party

– Size of challenge and integration is not underestimated

– Opportunities and challenges have been quickly identified

• Actively pursuing a Premium Listing

• Aim to return to dividend payments as soon as financially prudent

• M&A remains core component of strategy

GVC has the scale and capability to face the many challenges and

opportunities presented by the industry

The multinational sports betting and gaming group

Q&A

27 27

Appendices

GVC, 2015 Income Statement

GVC, 2015 Cashflow

GVC, 2015 Consolidated statement of financial position

Aggregated, 2015 income statement

Aggregated, 2015 Cashflow

Aggregated, 2015 Balance sheet

Selected foreign exchange rates since December 2013

Shares in issue etc

28

GVC Income statement - 2015

2015

€000’s

2014

€000’s

Net Gaming Revenue 247,730 224,801

Cost of sales (112,369) (101,513)

Contribution 135,361 123,288

Administrative costs (81,284) (74,126)

Clean EBITDA 54,077 49,162

Share option charges (449) (736)

Exceptional items (24,496) -

Depreciation and amortisation (4,985) (3,912)

Impairment of available for sale asset (1,216) (1,593)

Changes in the fair value of derivative financial instruments 4,817 -

Operating profit 27,748 42,921

Financial income 4 16

Financial expense (2,246) (1,646)

Profit before tax 25,506 41,291

Taxation expense (847) (728)

Profit after tax 24,659 40,563

Earnings per share € €

Basic 0.402 0.664

Diluted 0.383 0.614

29

GVC Cashflow - 2015

2015 2014 €000’s €000’s €000’s

Clean EBITDA 54,077 49,162

Exceptional items (non-acquisition related) (1,475) -

Capitalised software development (5,003) (3,343)

Net payment of corporate taxes (657) (508)

Equipment purchased (1,156) (802)

Asset lease repayments (1,768) (1,149)

Working capital and other movements 8,916 (742)

CLEAN NET OPERATING CASHFLOWS (‘CNOC’) 52,934 42,618

Dividends paid (34,319) (33,607)

Dividends as a % of CNOC 65% 79%

OTHER CASHFLOWS

- Betboo earn-outs (2,401) (4,339)

- Investment in Betit - (3,649)

- Proceeds from exercise of share options - 854

- Settlement of share options (509) -

- Sportingbet: William Hill loan instalments (3,245) (2,856)

ACQUISITION CASHFLOWS: bwin.party

- Cerberus drawdown 20,000

- Cerberus financing costs (7,025)

- Cerberus legal fees (1,950)

- Other legal and professional fees (13,490)

- Option payment (5,329)

- Hedge receipts 5,675

(2,119) -

10,341 (979)

Cash and cash equivalents at the beginning of the year 17,829 18,808

Cash and cash equivalents at the end of the year 28,170 17,829

Amount, in €cents per share 46.0 29.1

30

GVC Consolidated statement of financial position

2015 €000’s 2014 €000’s

Assets

Total non-current assets 159,166 159,208

Trade and other receivables 34,618 27,605

Winunited option asset 3,808 -

Income taxes reclaimable 5,972 3,925

Other tax reclaimable 12 139

Cash and cash equivalents 28,170 17,829

Total current assets 72,580 49,498

Total assets 231,746 208,706

Current liabilities

Trade and other payables (32,016) (26,777)

Balances with customers (14,808) (13,036)

Amounts due under finance leases (691) (1,362)

Non-interest bearing loans and borrowings (3,020) (2,735)

Deferred consideration on Betboo (1,606) (2,347)

Share option liability (9,740) (184)

Forward contract liability (9,877) -

Income taxes payable (7,251) (5,014)

Other taxation payable (2,020) (1,338)

Total current liabilities (81,029) (52,793)

Current assets less current liabilities (8,449) (3,295)

Non-current liabilities

Interest bearing loans and borrowings (19,821) (327)

Non-interest bearing loans and borrowings - (2,777)

Share option liability (2,036) -

Betit option liability (736) (1,745)

Deferred consideration on Betboo - (1,606)

Total non-current liabilities (22,593) (6,455)

Total net assets 128,124 149,458

Capital and reserves

Total equity attributable to equity holders of the parent 128,124 149,458

31

Aggregated income statement

Year ended 31 December 2015

€ millions bwin.party restated# GVC COMBINED

Sports wagers 2,708.5 1,683.0 4,391.5

Sports winnings (2,464.2) (1,528.9) (3,993.1)

Sports margin % 9.0% 9.2% 9.1%

Sports margin 244.3 154.1 398.4

Sports NGR 220.6 113.9 334.5

Gaming 305.2 133.9 439.1

Other revenues 36.3 36.3

TOTAL REVENUES 562.1 247.7 809.8

Variable costs (271.8) (112.3) (384.1)

Contribution 290.3 135.4 425.7

Contribution % 51.6% 54.6% 52.6%

Expenditure (180.9) (81.3) (262.2)

Clean EBITDA 109.4 54.1 163.5

Deal costs and similar* (25.3) (23.3) (48.6)

Other exceptional items* (9.8) - (9.8)

Retrospective gaming taxes* (8.9) (1.2) (10.1)

Net financial income/(expense) (1.6) (2.3) (3.9)

Depreciation, Amortisation (68.0) (5.0) (73.0)

Impairments and similar items (7.9) 3.6 (4.3)

Share option charges (33.0) (0.4) (33.4)

Other costs 2.8 - 2.8

Profit before tax (42.3) 25.5 (16.8)

Taxation (4.2) (0.8) (5.0)

Profit/(loss) for the year (46.5) 24.7 (21.8)

Normalised profit for the year (* added back) 46.7

#Auditors’ accounts of bwin.party amended with certain reclassifications

32

Year ended 31 December 2015

€ millions

bwin.party

restated* GVC Aggregated

Clean EBITDA 109.4 54.1 163.5

Plant and equipment (38.3) (1.2) (39.5)

Capitalised development costs (19.4) (5.0) (24.4)

Exceptional items incurred in cash - (1.5) (1.5)

Debt & Lease repayments (3.6) (5.0) (8.6)

Investments made and similar 2.8 - 2.8

Earn-out repayments - (2.4) (2.4)

Cash settled share options - (0.5) (0.5)

Loans drawn down (gross) - 20.0 20.0

Draw down fees, interest and legal expenses - (9.0) (9.0)

Other deal related professional fees - (13.5) (13.5)

FX option premium paid, less return of premium received - 0.3 0.3

Net finance expenses (0.8) (0.8)

Net payment of taxes (8.2) (8.2)

Net issue of shares 0.2 0.2

Working capital movements (10.1) 8.4 (1.7)

Cash movement for the year before dividend 32.0 44.7 76.7

Dividend paid (43.2) (34.3) (77.5)

Cash movement for year (11.2) 10.4 (0.8)

Cash at start of year 177.9 17.8 195.7

Cash at end of year 166.7 28.2 194.9

Clean net operating cash flow 31.7 52.9 84.6

Aggregated Cashflow - 2015

*Audited accounts of bwin.party amended with certain reclassifications

33

Aggregated balance sheet

As at 31 December 2015 bwin.party GVC Aggregated

€ million

Non-current assets 574.1 159.1 733.2

Current assets

*Cash, cash equivalents and short-term investments 166.4 28.2 194.6

Payment processor balances 30.9 21.7 52.6

Deferred consideration receivable 6.0 6.0

Assets held for sale 14.5 3.8 18.3

Income taxes receivable 6.0 6.0

Other receivables and prepayments 63.4 12.9 76.3

281.2 72.6 353.8

Current liabilities

*Customer liabilities and progressive prize pools (114.9) (14.8) (129.7)

Trade and other payables (110.2) (32.0) (142.2)

Income and gaming taxes payable (34.7) (9.3) (44.0)

Hedging instrument liability (9.9) (9.9)

Share option liability (9.7) (9.7)

*Loans and borrowings (6.8) (3.7) (10.5)

Provision for onerous contracts (8.1) (8.1)

Contingent consideration payable (0.8) (1.6) (2.4)

(275.5) (81.0) (356.5)

Non-current liabilities

Contingent consideration payable and similar (4.4) (0.7) (5.1)

*Loans and borrowings (49.7) (19.8) (69.5)

Share option liability (2.1) (2.1)

Deferred tax (26.1) (26.1)

(80.2) (22.6) (102.8)

Total net current assets 5.7 (8.4) (2.7)

Total of net current assets less non-current liabilities (74.5) (31.0) (105.5)

Total net assets 499.6 128.1 627.7

*Net cash/net debt (5.3) (10.1) (15.4)

34

Foreign exchange movements

FX rates Euro to key currencies

1

Jan

2014

30 Jun

2014

31

Dec

2014

30

Jun

2015

31

Dec

2015

Ave

2014

Ave

2015

UK

(GBP)

0.831

0.802

0.779

0.711

0.734

0.803

0.724

Brazil

(BRL)

3.254

3.000

3.224

3.470

4.312

3.110

3.710

Turkey

(TRY)

2.959

2.897

2.829

2.995

3.177

2.894

3.031

0.20

0.23

0.25

0.28

0.30

0.33

0.35

EU

R:B

RL

Euro:Brazilian Real

0.20

0.22

0.24

0.26

0.28

0.30

0.32

0.34

EU

R:T

RY

Euro:Turkish Lira

0.70

0.72

0.74

0.76

0.78

0.80

0.82

0.84

GB

P:E

UR

British Pound:Euro

FX Rates Euro to key currencies

01 Jan

2014

30 Jun

2014

31 Dec

2014

30 Jun

2015

31 Dec

2015

31 Mar

2016

Ave

2014

Ave

2015

Ave

Q1’16

UK

(GBP) 0.831 0.802 0.779 0.711 0.734 0.792 0.803 0.724 0.770

Brazil

(BRL) 0.307 0.333 0.310 0.288 0.232 0.243 0.322 0.270 0.232

Turkey

(TRY) 0.338 0.345 0.354 0.334 0.315 0.311 0.346 0.330 0.308

35

Other useful data

• Number of shares in issue as at 21 April 2016: 291,819,949

• Weighted average no. shares in issue: 272,288,326

• Shares issued as part of acquisition: 230,386,522