On Monday, the Press Association (PA), the organization behind the UK news agency, announced its agreement to acquire RAS Technology Holdings. RAS is listed on the ASX and is recognized as the owner of Racing and Sports, a leading racing data and wagering technology supplier.
Emily Shelley, the CEO of the PA, expressed that the acquisition will provide customers with an expanded array of data, enhanced wagering expertise, and broader market coverage. "The PA and Racing and Sports share a commitment to trust and integrity," she remarked. "The businesses' complementary strengths and global reach will offer customers more of what they value."
The acquisition is an all-cash transaction valued at approximately AU$49.8 million, equivalent to around £26 million. The PA's offer stands at AU$1.04 per share, reflecting a 93% premium over RAS's closing price of AU$0.54 as of October 16. According to Grafa, this offer also represents an 80% premium compared to the stock's 90-day volume-weighted average price of AU$0.576.
Following the announcement, shares of RAS surged nearly 85% to AU$1.00. However, this offer remains below the AU$1.50 per share price at which RAS went public on the ASX in November 2021.
The acquisition will be executed through a scheme of arrangement sanctioned by a binding Scheme Implementation Deed. The PA intends to acquire 100% of RAS's issued shares, with completion expected by February 2027, contingent on shareholder approval and the endorsement of Australia's Federal Court.
The RAS board has unanimously endorsed the deal in the absence of a superior offer and upon the findings of an independent expert. Co-founders Gary Crispe and Robert Vilkaitis, who collectively own or control around 34% of RAS, have pledged to vote in favor of the agreement. Moreover, the deed reportedly encompasses exclusivity provisions and a matching right for the buyer, along with a break fee of around AU$0.5 million payable under specific circumstances.
RAS shareholders can anticipate receiving a scheme booklet, which will include the independent expert’s report, in early December, ahead of a court-convened meeting set for late January, according to reports from Australian media.
Upon completion, Racing and Sports will align with Podium, PA’s racing and sports betting data division. The PA stated that the integration of Podium’s sports API with RAS’s trading services and Wagering 360 platform will provide bookmakers, media, and rights holders with an enhanced product suite and extend The PA’s operations into the Australian wagering market.
Shelley noted that this merger would enable faster development of new products and bolster the long-term growth of racing. Podium managing director Josh Sparke expressed enthusiasm about how seamlessly the two businesses complement each other.
Stephen Crispe, CEO of Racing and Sports, characterized the acquisition as “an important step.” He remarked, "The PA deeply shares our commitment to integrity, quality, and the importance of accurate, trusted live data that is needed to power the global racing industry."
Until the deal closes, both The PA and RAS will continue to operate independently. Further comments have been sought from both organizations.
