The Stars Group Reports Second Quarter 2019 Results; Updates 2019 Full Year Guidance; Appoints New Independent Director

TORONTO, Aug. 12, 2019 /PRNewswire/ -- The Stars Group Inc. (NASDAQ: TSG) (TSX: TSGI) today reported its financial results for the second quarter ended June 30, 2019, provided updated 2019 full year guidance ranges, announced the appointment of an additional independent director to its Board of Directors, and provided certain additional highlights and updates. Unless otherwise noted, all dollar ($) amounts are in U.S. dollars.

"The second quarter underpinned the success of last year's acquisitions, particularly with the record performance of Sky Betting & Gaming and our increasing product and geographic diversification, as we continue to transform and position the business to execute on our strategy for strong, sustainable future growth," said Rafi Ashkenazi, The Stars Group's Chief Executive Officer.

"2019 has been and remains a year of integration, execution and debt reduction," said Mr. Ashkenazi. "We are committed to those key strategic priorities for the rest of the year while we also build our foundation and momentum to become a market leader in the U.S. We are confident that the actions we have taken over the last year, and are pursuing now, including to reassess our fixed cost base, put us in a strong position to deliver our mid-term growth targets from the end of 2019," concluded Mr. Ashkenazi.



            
              Second Quarter 2019 Summary





            
              
                Consolidated






                                                                            Three Months Ended June 30,         
       
       Six Months Ended June 30,



            In thousands of U.S. Dollars                              2019             2018            % Change         2019                     2018  % Change

            (except percentages and per share amounts)

    ---


            Total revenue                                          637,618          411,512                54.9                   1,218,002             804,403    51.4
                                                                                                             %                                                    %



            Gross profit (excluding depreciation and amortization) 463,708          327,875                41.4                     881,456             640,502    37.6
                                                                                                             %                                                    %



            Operating income                                        93,955            1,064             8,730.4                     155,492             114,931    35.3
                                                                                                             %                                                    %



            Net earnings (loss)                                      4,629        (154,824)              103.0                      32,287            (80,463)  140.1
                                                                                                             %                                                    %



            Adjusted Net Earnings (1)                              137,469          131,023                 4.9                     243,069             269,785   (9.9)
                                                                                                             %                                                    %



            Adjusted EBITDA (1)                                    236,734          168,271                40.7                     432,089             343,293    25.9
                                                                                                             %                                                    %



            Adjusted EBITDA Margin (1)                                37.1             40.9               (9.3)                       35.5                42.7  (16.9)
                                                                          %               %                  %                          %                  %      %



            Diluted earnings (loss) per Common Share                  0.02           (1.01)              101.7                        0.12              (0.52)  122.6
                                                                                                             %                                                    %
    ($/Share)



            Adjusted Diluted Net Earnings per Share                   0.48             0.60              (19.4)                       0.87                1.27  (31.6)
                                                                                                             %                                                    %
    ($/Share) (1)





            Net cash inflows from operating activities             173,208          164,011                 5.6                     283,593             296,080   (4.2)
                                                                                                             %                                                    %



            Free Cash Flow (1)                                      84,820           84,856                      
       %              47,307             167,115  (71.7)
                                                                                                                                                                  %



     As at                       June 30, December 31,
                                   2019      2018        % Change



      Long-term debt - principal 5,195,398     5,666,075    (8.3)

                                                              %


      Long-term debt - carrying  5,088,915     5,446,958    (6.6)
       value
                                                              %



     Cash - operational           339,239       392,853   (13.6)
                                                              %

_____________________________

(1 )Non-IFRS measure. For important information on The Stars Group's non-IFRS measures, see below under "Non-IFRS Measures" and the tables under "Reconciliation of Non-IFRS Measures to Nearest IFRS Measures".

    --  Revenue - Revenue for the quarter increased primarily as a result of the
        contribution from Sky Betting & Gaming, which The Stars Group acquired
        in July 2018. During the quarter, online sports betting was The Stars
        Group's largest product vertical (36% versus 20% in 2018), followed by
        online casino (31% versus 25% in 2018) and online poker (30% versus 53%
        in 2018), while 79% of consolidated revenues were derived from locally
        regulated or taxed markets (61% in 2018). Additional segment specific
        factors impacting revenue are described below.
    --  Debt and Cash - During the quarter, The Stars Group prepaid $250 million
        outstanding on its USD first lien term loan, and ended the quarter with
        approximately $339.2 million in operational cash and $5.1 billion of
        debt on its balance sheet, resulting in Net Debt of $4.7 billion.
    --  FOX Bet - In May, The Stars Group and FOX Sports announced plans to
        launch FOX Bet, the first-of-its kind national media and sports wagering
        partnership in the United States. In addition to a commercial agreement
        of up to 25 years and associated product launches, including real-money
        and free-to-play games, FOX also acquired 4.99% of The Stars Group's
        then-issued and outstanding common shares for aggregate proceeds of
        $236.0 million. FOX Bet currently remains on track to launch in
        applicable states prior to the start of the NFL season.
    --  U.S. Market Access Update - In July, The Stars Group announced
        agreements with Penn National Gaming and the Akwesasne Mohawk Casino
        Resort in New York, providing market access for online betting and
        gaming in up to ten states and extending The Stars Group's aggregate
        market access to up to 20 states, subject to license availability, state
        law and regulatory approvals.
    --  Appointment of Independent Director - The Board appointed John
        Schappert, effective August 12, 2019, as a new independent director and
        member of the Board's Compensation and Technology Committees. Mr.
        Schappert, 49, has served as the Chairman and Chief Executive Officer of
        Shiver Entertainment, a private company that develops video game
        software for consoles (PlayStation 4, Xbox One, Nintendo Switch), PC,
        and mobile phones and tablets, since 2012. Mr. Schappert also currently
        serves as the Chairman of Motorsport Games, a private company that
        develops and publishes video games, and Pipeworks Studios, a private
        company that develops video games and software, since 2019 and 2018,
        respectively. Prior to this, Mr. Schappert served as the Chief Operating
        Officer for Zynga Inc. (Nasdaq: ZNGA) from 2011 to 2012 and served on
        its board of directors during that time. Mr. Schappert also previously
        served as the Chief Operating Officer for Electronic Arts Inc. (Nasdaq:
        EA) from 2009 to 2011, and was Corporate Vice President of Microsoft
        Corporation's (Nasdaq: MSFT) Interactive Entertainment Business unit
        from 2007 to 2009. From 1998 until 2007, Mr. Schappert held several
        positions for various divisions of EA, including Vice President and
        General Manager of Electronic Arts Tiburon from 1998 until 2002, Senior
        Vice President and Group General Manager of Electronic Arts Canada from
        2002 until 2006, and Executive Vice President and Chief Operating
        Officer of Worldwide Studios from 2006 until 2007. Mr. Schappert founded
        Tiburon Entertainment, the developer of the Madden NFL video game
        franchise, in 1994 and served as President and Chief Executive Officer
        until 1998, when it was acquired by EA. From 1991 until 1994, Mr.
        Schappert was a software engineer and game developer for Visual
        Concepts. Mr. Schappert earned an Associates of Arts degree from Miami
        Dade Community College in Miami, Florida.
    --  Technology Committee of the Board - On August 8, 2019, the Board
        established a standing Technology Committee of independent directors,
        which will have certain oversight and monitoring responsibilities with
        respect to technology-related risks and the overall role of technology
        in executing The Stars Group's business strategy. The Technology
        Committee is currently comprised of Eugene Roman, John Schappert and
        Mary Turner, with Mr. Roman serving as the chair.

International


                                                                                       Three Months Ended June 30,               Six Months Ended June 30,



       In thousands of U.S. Dollars (except otherwise noted)                  2019     2018                       % Change 2019           2018            % Change

    ---


       
                Stakes                                                 249,276  248,572                            0.3             524,535    471,557                 11.2

                                                                                                                        %                                                %



       
                Betting Net Win Margin (%)                              7.3 %  7.9  %                         (7.6)              7.3 %     7.7 %               (5.2)

                                                                                                                        %                                                %





       Revenue



       Poker                                                               191,496  216,986                         (11.7)            405,645    462,856               (12.4)
                                                                                                                        %                                                %



       
                Poker Constant Currency Revenue                        201,830  216,986                          (7.0)            436,686    462,856                (5.7)

                                                                                                                        %                                                %



       Gaming                                                              104,300  101,941                            2.3             203,208    208,651                (2.6)
                                                                                                                        %                                                %



       
                Gaming Constant Currency Revenue                       111,058  101,941                            8.9             219,170    208,651                  5.0

                                                                                                                        %                                                %



       Betting                                                              18,284   19,635                          (6.9)             38,333     36,321                  5.5
                                                                                                                        %                                                %



       
                Betting Constant Currency Revenue                       18,425   19,635                          (6.2)             40,330     36,321                 11.0

                                                                                                                        %                                                %



       Other                                                                 7,792   11,673                         (33.2)             15,299     24,173               (36.7)
                                                                                                                        %                                                %



       
                Other Constant Currency Revenue                         10,126   11,673                         (13.3)             18,299     24,173               (24.3)

                                                                                                                        %                                                %




       
                Total revenue                                          321,872  350,235                          (8.1)            662,485    732,001                (9.5)

                                                                                                                        %                                                %



       
                
                  Constant Currency Revenue               341,439  350,235                          (2.5)            714,485    732,001                (2.4)

                                                                                                                        %
                                                                                                                                                                         %





       
                QAUs (millions)                                            1.9      2.0                          (4.9)

                                                                                                                        %



       
                QNY ($/QAU)                                                163      167                          (2.4)

                                                                                                                        %



       
                Constant Currency Revenue QNY                              172      167                            2.9

                                                                                                                        %





       
                Gross profit (excluding depreciation and amortization) 248,911  281,076                         (11.4)            509,353    585,922               (13.1)

                                                                                                                        %                                                %



       Gross profit margin (%)                                             77.3 %  80.3 %                         (3.7)             76.9 %    80.0 %               (3.9)
                                                                                                                        %                                                %







       General and administrative                                          107,259  106,447                            0.8             206,234    211,667                (2.6)
                                                                                                                        %                                                %



       Sales and marketing (1)                                              36,863   42,255                         (12.8)             77,145     87,224               (11.6)
                                                                                                                        %                                                %





       Research and development                                              9,287    8,358                           11.1              15,889     16,177                (1.8)
                                                                                                                        %                                                %




       
                Operating income                                        95,502  124,016                         (23.0)            210,085    270,854               (22.4)

                                                                                                                        %                                                %





       
                Adjusted EBITDA (2)                                    143,223  164,467                         (12.9)            302,563    350,874               (13.8)

                                                                                                                        %                                                %



       
                Adjusted EBITDA Margin (%) (2)                          44.5 %  46.9 %                         (5.1)             45.7 %    47.9 %               (4.6)

                                                                                                                        %                                                %





       
                Net Deposits (millions)                                    307      322                          (4.7)

                                                                                                                        %

_____________________________

(1) Sales and marketing includes $1.2 million and $2.7 million for the three and six months ended June 30, 2019, respectively, that the Corporation excluded from its consolidated results as it related to certain non-gaming related transactions with the United Kingdom segment.

(2) Non-IFRS measure. For important information on The Stars Group's non-IFRS measures, see below under "Non-IFRS Measures" and the tables under "Reconciliation of Non-IFRS Measures to Nearest IFRS Measures".

    --  Poker - Poker revenue for the quarter decreased year-over-year primarily
        as a result of adverse foreign exchange fluctuations and continued
        disruptions and regulatory headwinds in certain markets, including
        reduced deposits by customers as a result of local restrictions on some
        methods of payment processing and on certain methods of downloading The
        Stars Group's poker applications, which was partially offset by
        continued organic growth in most other markets.
    --  Gaming - Gaming revenue for the quarter increased year-over-year
        primarily as a result of organic growth in most markets, but was
        adversely impacted by foreign exchange fluctuations. Organic growth from
        recently launched products, including "Spin of the Day" and the
        continued roll-out of new casino games, more than offset the impact of
        exited markets, notably Switzerland (gaming and betting) and Slovakia
        (gaming, betting and poker) during the first quarter, and regulatory
        disruptions in certain markets, including local restrictions on some
        methods of payment processing.
    --  Betting - Betting revenues for the quarter decreased year-over-year
        primarily as a result of a lower Betting Net Win Margin and adverse
        foreign exchange fluctuations. Stakes, however, were stable
        year-over-year with underlying growth offset by the positive impact of
        the FIFA World Cup in the prior year period and adverse foreign exchange
        fluctuations.
    --  Customers - QAUs decreased primarily due to reduced activity in certain
        markets and the closure of certain markets, each as noted above.
    --  International Senior Management Appointments - In July, The Stars Group
        appointed Gino Appiotti as President of the International segment,
        having previously served as its Managing Director of Poker. Mr. Appiotti
        has served The Stars Group in various senior capacities since 2011 and
        will report to Mr. Ashkenazi. In addition, Severin Rasset was appointed
        Managing Director & Commercial Officer of Poker, previously serving as
        Director of Poker Innovation and Operations, and Asaf Noifeld was
        appointed Managing Director of Casino, previously serving as Director of
        Casino Product, Innovation and Operations, and succeeding Bo Wanghammar,
        who will assume a new, broader strategic advisor role to the
        International segment.

United Kingdom


                                                                              Three Months Ended June 30,               Six Months Ended June 30,



             In thousands of U.S. Dollars (except otherwise noted)      2019                  2018            % Change                           2019        2018 % Change

    ---


             
                Stakes                                   1,507,379                                                                       %  3,012,351                            %



             
                Betting Net Win Margin (%)                  9.7 %                                %                                     %      7.3 %                %          %





             Revenue



             Poker                                                     2,714                                                               %              6,004                   
       %



             Gaming                                                   92,591                                                               %            182,894                   
       %



             Betting                                                 146,443                                                               %            220,940                   
       %



             Other (1)                                                11,128                                                               %             22,135                   
       %




             
                Total revenue                              252,876                                                                       %    431,973                            %





             
                QAUs (millions)                                2.2                                                                       %



             
                QNY ($/QAU)                                    112                                                                       %





             
                Gross profit (excluding depreciation and   177,621                                                                       %    299,146                            %
        amortization)



             Gross profit margin (%)                                 70.2 %                        
         %                               %             69.3 %           
      %    
       %





             General and administrative                              108,488                                                               %            217,075                   
       %



             Sales and marketing                                      30,717                                                               %             65,311                   
       %



             Research and development                                  3,535                                                               %              7,871                   
       %




             
                Operating income                            34,881                                                                       %      8,889                            %





             
                Adjusted EBITDA (2)                        101,053                                                                       %    143,272                            %



             
                Adjusted EBITDA Margin (%) (2)              40.0 %                                %                                     %     33.2 %                %          %

____________________________

(1) Other revenue includes $1.2 million and $2.7 million for the three and six months ended June 30, 2019, respectively, that the Corporation excluded from its consolidated results as it related to certain non-gaming related transactions with the International segment.

(2) Non-IFRS measure. For important information on The Stars Group's non-IFRS measures, see below under "Non-IFRS Measures" and the tables under "Reconciliation of Non-IFRS Measures to Nearest IFRS Measures".

    --  Revenue - Revenue for the quarter, which on a local currency (Great
        Britain pound sterling) basis was a Sky Betting & Gaming record, was
        primarily driven by strong growth in QAUs and Stakes, largely as a
        result of the success of investments in promotional activity in the
        first quarter, including during the Cheltenham Festival, one of the
        U.K.'s most popular horse racing events. Betting Net Win Margin was
        9.7%, slightly above the historical long-term average of approximately
        9%.
    --  Customers - Record QAUs and Stakes in the quarter, which were primarily
        a result of the successful promotional activity and ongoing product
        innovation and improvements across betting and gaming offerings, in each
        case exceeding the positive impact of the FIFA World Cup in the prior
        year period. Stakes continued to see strong growth from increased new
        customer engagement, while QAUs also continued to benefit from the
        on-going roll-out of personalized promotions and new and exclusive
        content across the Sky Betting & Gaming brands, including the recent
        launches of Sky Bingo Arcade and Sky Lotto, a new free-to-play game.

Australia


                                                                            Three Months Ended June 30,                     
        
         Six Months Ended June 30,



             In thousands of U.S. Dollars (except otherwise noted)    2019                      2018 (1)          % Change      2019                              2018 (1)           % Change

    ---


             
                Stakes                                   742,312                                710,269                 4.5                                      1,496,638             867,726     72.5

                                                                                                                                   %
                                                                                                                                                                                                            %



             
                Betting Net Win Margin (%)                  8.5                                    8.6               (1.2)

                                                                          %                                     %                                                                %                  %
                                                                                                                                   %                                           8.3                 8.3                %





             Revenue



             Betting                                                63,226                                 61,277                 3.2                                        124,346              72,402     71.7
                                                                                                                                   %                                                                        %



             Other                                                     844                                                                 %                                 1,898                               
     %




             
                Total revenue                             64,070                                 61,277                 4.6                                        126,244              72,402     74.4

                                                                                                                                   %
                                                                                                                                                                                                            %





             
                QAUs (millions)                             0.21                                                                                      %



             
                QNY ($/QAU)                                  295                                                                                      %





             
                Gross profit (excluding depreciation and  38,376                                 46,799              (18.0)                                        75,657              54,435     39.0


                                                                                                                                   %                                                                        %
        amortization)



             Gross profit margin (%)                                 59.9                                   76.4             (21.6))                                           59.9                75.2   (20.3)
                                                                          %                                     %                  %                                             %                  %       %





             General and administrative                             28,821                                 40,270              (28.4)                                        54,903              44,607     23.1
                                                                                                                                   %                                                                        %



             Sales and marketing                                    13,304                                 12,262                 8.5                                         24,068              16,473     46.1
                                                                                                                                   %                                                                        %



             Research and development                                  576                                    768              (25.0)                                         2,149                 984    118.4
                                                                                                                                   %
                                                                                                                                                                                                            %




             
                Operating loss                           (4,325)                               (6,501)               33.5                                        (5,463)            (7,629)    28.4


                                                                                                                                   %                                                                        %





             
                Adjusted EBITDA (2)                        7,192                                 13,489              (46.7)                                        15,822              12,643     25.1


                                                                                                                                   %                                                                        %



             
                Adjusted EBITDA Margin (%) (2)              11.2                                   22.0              (49.1)                                          12.5                17.4   (28.2)

                                                                          %                                     %                                                                %                  %
                                                                                                                                   %                                                                        %

_____________________________

(1) The Stars Group acquired 62% of BetEasy on February 27, 2018 and a further 18% on April 24, 2018, with BetEasy acquiring William Hill Australia on the same day.

(2 )Non-IFRS measure. For important information on The Stars Group's non-IFRS measures, see below under "Non-IFRS Measures" and the tables under "Reconciliation of Non-IFRS Measures to Nearest IFRS Measures".

    --  Revenue - Revenue for the quarter increased year-over-year primarily as
        a result of Stakes growth driven by the migration of customers of the
        former William Hill Australia business to the BetEasy platform and the
        launch of MyRewards towards the end of the first quarter. This was
        partially offset by the positive impact of the FIFA World Cup in the
        prior year period. Betting Net Win Margin of 8.5% was in line with the
        long-term historical average.

    --  Customers - QAUs improved from the prior quarter driven by continued
        player acquisition, but decreased from the prior year period primarily
        as a result of the migration of customers of the former William Hill
        Australia business to the BetEasy platform beginning in August 2018, and
        an increased focus on high-value, recreational customers. QNY benefited
        from encouraging results from the continued roll-out of MyRewards,
        allowing for targeted, personalized promotions.
    --  Kayo Sports - In May 2019, BetEasy announced a new partnership with Kayo
        Sports to become the exclusive wagering partner of the Australian
        multi-sport streaming service. Under the two-year agreement, BetEasy and
        Kayo will work together to deliver innovative content, statistics and
        promotional integrations that deepen engagement and enhance the wagering
        and viewing experience for Australian customers.

For additional information regarding The Stars Group's reporting segments and major lines of operations, please see The Stars Group's interim condensed consolidated financial statements for the three and six months ended June 30, 2019 (the "Q2 2019 Financial Statements"), including note 5 therein, and management's discussion and analysis thereon (the "Q2 2019 MD&A").

2019 Updated Full Year Guidance

The Stars Group is updating its 2019 full year consolidated financial guidance ranges as follows:

    --  Revenue of between $2,500 and $2,575 million (previously $2,640 and
        $2,765 million);
    --  Adjusted EBITDA of between $905 and $930 million (previously $960 and
        $1,010 million); and
    --  Adjusted Diluted Net Earnings per Share of between $1.68 and $1.83
        (previously $1.87 and $2.11).

In addition to the updated assumptions detailed below, the expected revenue and Adjusted EBITDA ranges reflect the impact of negative foreign exchange fluctuations, a historically low Betting Net Win Margin in the first quarter for the United Kingdom segment, the slower than planned recovery in certain disrupted markets and some delays in launching The Stars Group's newly licensed operations in certain jurisdictions, such as Switzerland.

In addition to approximately $15 million for negative foreign exchange fluctuations, the expected Adjusted EBITDA range also reflects the impact of the following factors:

    --  Approximately $40 million for The Stars Group's investment in FOX Bet
        and its U.S. operations; and
    --  An offsetting underlying improvement in operations, primarily driven by
        an operational excellence program to streamline certain fixed costs and
        currently expected sequential improvements in disrupted markets.

The Stars Group continues to expect to achieve the medium-term financial and leverage target ranges set out in its news release on March 27, 2019, but now over the three to five year period from the updated 2019 financial guidance ranges above.

In addition, to provide further clarity with respect to certain key assumptions and the impact of its 2018 acquisitions on its full year 2019 expected results, The Stars Group is also updating information for certain financial items, which unless noted below remain unchanged from the previously announced ranges:

    --  Depreciation and amortization (excluding purchase price allocation
        amortization) of between $75 and $85 million;
    --  Cash interest expense of between $280 and $290 million (previously
        between $290 and $300 million);
    --  Effective tax rate (applied to Adjusted EBITDA less cash interest
        expense and non-purchase price allocation related depreciation and
        amortization) of approximately 10% (previously between 8% and 10%);
    --  Diluted Shares of 283 million (previously 277 million); and
    --  Capital expenditures, which includes estimated spend on intangible
        assets, property, plant and equipment and certain development costs, of
        approximately $150 million (previously between $110 and $150 million)

These unaudited expected results, targets and other information reflect management's view of current and future market and business conditions, including certain accounting assumptions and, other than as noted directly above or below, assumptions of (i) expected Betting Net Win Margin of approximately 8.5% (with the remainder of the year and the medium-term targets unchanged from the previous estimates of approximately 9%), (ii) no further material changes in the current challenging operating conditions in certain markets from prior regulatory changes, including constraints on payment processing and accessing certain products, and no material changes to current expectations with respect to certain macroeconomic or political events, including Brexit, (iii) no other material regulatory events or material changes in applicable taxes or duty rates, (iv) no other material investments associated with the entry into new markets and no material change in The Stars Group's current estimate of its aggregate addressable U.S. market size of approximately 23 states and $9.3 billion by 2025, (v) other than as updated below, no further material foreign currency exchange rate fluctuations, particularly against the Euro, Great Britain pound sterling and Australian dollar, (vi) no material impairment or write-down of the assets to which depreciation and amortization relates, (vii) no material change in the prevailing EURIBOR or LIBOR rates as at June 30, 2019 (previously December 31, 2018) and no material adverse impact on applicable hedging counterparties, (viii) no material change in the mix of taxable income by jurisdiction, rate of corporate tax or tax regimes in the jurisdictions in which The Stars Group currently operates; (ix) no material change in the mix of geographies where The Stars Group currently offers its products, and (x) no material change in The Stars Group's Diluted Shares.

Such guidance, targets and information are also now based on an updated Euro to U.S. dollar exchange rate of 1.12 to 1.00 (previously 1.135 to 1.00), a Great Britain pound sterling to U.S. dollar exchange rate of 1.22 to 1.00 (previously 1.31 to 1.00) and an Australian dollar to U.S. dollar exchange rate of 0.69 to 1.00 (previously 0.712 to 1.00), for the second half of 2019.

Consolidated Financial Statements, Management's Discussion and Analysis and Additional Information

The Stars Group's Q2 2019 Financial Statements, Q2 2019 MD&A, and additional information relating to The Stars Group and its business, can be found on SEDAR at www.sedar.com, Edgar at www.sec.gov and The Stars Group's website at www.starsgroup.com. The financial information presented in this news releases was derived from the Q2 2019 Financial Statements.

In addition to press releases, securities filings and public conference calls and webcasts, The Stars Group intends to use its investor relations page on its website as a means of disclosing material information to its investors and others and for complying with its disclosure obligations under applicable securities laws. Accordingly, investors and others should monitor the website in addition to following The Stars Group's press releases, securities filings and public conference calls and webcasts. This list may be updated from time to time.

Conference Call and Webcast Details

The Stars Group will host a conference call today, August 12, 2019 at 8:30 a.m. ET to discuss its financial results for the second quarter 2019 and related matters, and provide additional detail with respect to the information in this news release, its webcast presentation and related filings. To access via tele-conference, please dial +1-877-451-6152 or +1-201-389-0879 ten minutes prior to the scheduled start of the call. The playback will be made available two hours after the event at +1-844-512-2921 or +1-412-317-6671. The Conference ID number is 13693490. To access the webcast please use the following link: http://public.viavid.com/index.php?id=134939.

Reconciliation of Non-IFRS Measures to Nearest IFRS Measures

The tables below present reconciliations of Adjusted EBITDA, Adjusted Net Earnings and Adjusted Diluted Net Earnings per Share to net earnings (loss), which is the nearest IFRS measure. For additional information, see "Reconciliations" in the Q2 2019 MD&A.


                                                                 
      
                Three Months Ended June 30, 2019



       In thousands of U.S. Dollars               International   United Kingdom                                 Australia Corporate   Consolidated

    ---


       
                Net earnings (loss)                  95,502                           34,881                               (4,325)               (121,429)       4,629





       Income tax expense                                                                                                                           (21,081)    (21,081)



       Net financing charges                                                                                                                        (68,245)    (68,245)





       
                Operating income (loss)              95,502                           34,881                               (4,325)                (32,103)      93,955






       Depreciation and amortization                     39,377                           60,146                                 9,404                      154      109,081



       Add (deduct) the impact of the following:



       Stock-based compensation                                                                                                                        4,726        4,726



       (Gains) losses from investments                    (463)                              44                                                            93        (326)



       (Recovery) impairment of intangible assets           (1)                           2,499                                                                     2,498



       Other costs                                        8,808                            3,483                                 2,113                   12,396       26,800




       
                Total adjusting items                 8,344                            6,026                                 2,113                   17,215       33,698






       
                Adjusted EBITDA                     143,223                          101,053                                 7,192                 (14,734)     236,734


                                                                
       
                Six Months Ended June 30, 2019



       In thousands of U.S. Dollars              International   United Kingdom                                Australia Corporate   Consolidated

    ---


       
                Net earnings (loss)                210,085                            8,889                              (5,463)                (181,224)       32,287





       Income tax expense                                                                                                                           (7,983)      (7,983)



       Net financing charges                                                                                                                      (115,222)    (115,222)





       
                Operating income (loss)            210,085                            8,889                              (5,463)                 (58,019)      155,492






       Depreciation and amortization                    77,356                          121,817                               18,846                       356       218,375



       Add (deduct) the impact of the following:



       Stock-based compensation                                                                                                                       7,462         7,462



       (Gains) losses from investments                   (530)                              44                                                            93         (393)



       Impairment of intangible assets                      11                            2,641                                                                      2,652



       Other costs                                      15,641                            9,881                                2,439                    20,540        48,501




       
                Total adjusting items               15,122                           12,566                                2,439                    28,095        58,222






       
                Adjusted EBITDA                    302,563                          143,272                               15,822                  (29,568)      432,089


                                                                             
     
     Three Months Ended June 30, 2018



       In thousands of U.S. Dollars                           International       United Kingdom                 Australia Corporate  Consolidated

    ---


       
                Net earnings (loss)                             125,084                                                   (6,501)               (273,407)   (154,824)





       Income tax recovery                                                                                                                             3,404        3,404



       Net financing charges                                                                                                                       (160,360)   (160,360)



       Net earnings from associates                                   1,068                                                                                         1,068





       
                Operating income (loss)                         124,016                                                   (6,501)               (116,451)       1,064






       Depreciation and amortization                                 35,987                                                     8,588                       10       44,585



       Add (deduct) the impact of the following:



       Acquisition-related costs and deal contingent forwards                                                                                         95,627       95,627



       Stock-based compensation                                                                                                                        3,265        3,265



       (Gain) loss from investments                                   (270)                                                        5                                (265)



       Impairment of intangible assets                                  959                                                                                           959



       Other costs                                                    3,775                                                    11,397                    7,864       23,036




       
                Total adjusting items                             4,464                                                    11,402                  106,756      122,622






       
                Adjusted EBITDA                                 164,467                                                    13,489                  (9,685)     168,271


                                                                          
     
     Six Months Ended June 30, 2018



             In thousands of U.S. Dollars                  International      United Kingdom                Australia Corporate  Consolidated

    ---


             
                Net earnings (loss)                    271,922                                                 (7,629)               (344,756)    (80,463)





             Income tax recovery                                                                                                                  2,249        2,249



             Net financing charges                                                                                                            (198,711)   (198,711)



             Net earnings from associates                          1,068                                                                                       1,068





             
                Operating income (loss)                270,854                                                 (7,629)               (148,294)     114,931






             Depreciation and amortization                        73,956                                                   9,868                       19       83,843



             Add the impact of the following:



             Acquisition-related costs and deal contingent                                                                                      110,818      110,818
        forwards



             Stock-based compensation                                                                                                             5,648        5,648



             Loss from investments                                   247                                                                                         247



             Impairment of intangible assets                       1,074                                                                                       1,074



             Other costs                                           4,743                                                  10,404                   11,585       26,732




             
                Total adjusting items                    6,064                                                  10,404                  128,051      144,519






             
                Adjusted EBITDA                        350,874                                                  12,643                 (20,224)     343,293


                                                                                  Three Months Ended June 30,                   Six Months Ended June 30,



             In thousands of U.S. Dollars (except per share amounts)        2019           2018                 2019         2018

    ---


             
                Net earnings (loss)                              4,629                      (154,824)          32,287                            (80,463)



             Income tax expense (recovery)                                21,081                        (3,404)           7,983                             (2,249)




             
                Earnings (loss) before income taxes             25,710                      (158,228)          40,270                            (82,712)



             Add (deduct) the impact of the following:



             Interest accretion                                           14,088                          9,029           22,357                              21,080



             Loss on debt extinguishment                                                               124,976                                             124,976



             Re-measurement of contingent consideration                  (3,335)                         3,697         (12,713)                              3,697



             Re-measurement of embedded derivative                      (12,200)                                      (34,800)



             Unrealized foreign exchange (gain) loss on financial          (292)                                         1,340
        instruments associated with financing activities



             Ineffectiveness on cash flow hedges                           5,708                                          7,564



             Acquisition-related costs and deal contingent forwards                                     95,627                                             110,818



             Amortization of acquisition intangibles                      87,789                         31,482          177,744                              62,858



             Stock-based compensation                                      4,726                          3,265            7,462                               5,648



             Gain from investments and earnings from associates            (326)                       (1,333)           (393)                              (821)



             Impairment of intangible assets                               2,498                            959            2,652                               1,074



             Other costs                                                  26,800                         23,036           48,501                              26,732



             Adjust for income tax expense                              (13,697)                       (1,487)        (16,915)                            (3,565)




             
                Adjusted Net Earnings                          137,469                        131,023          243,069                             269,785




             
                Adjusted Net Earnings attributable to



             Shareholders of The Stars Group Inc.                        136,584                        129,237          241,410                             269,469



             Non-controlling interest                                        885                          1,786            1,659                                 316





             Diluted Shares                                          282,399,213                    215,380,175      278,181,337                         212,449,078




             
                Adjusted Diluted Net Earnings per Share           0.48                           0.60             0.87                                1.27

The table below presents certain items comprising "Other costs" in the reconciliation tables above:


                                                                                Three Months Ended June 30,              Six Months Ended June 30,



              In thousands of U.S. Dollars                                2019       2018                  2019    2018

    ---


              Integration costs of acquired businesses                   4,899                 11,467           12,922                         11,467



              Financial expenses                                         1,083                  4,330            2,113                          2,049



              Restructuring expenses                                     2,320                  1,426            6,229                          2,058



              AMF, foreign payments and other investigation and related  6,511                  2,875            9,220                          4,659
    professional fees



              Lobbying (U.S. and Non-U.S.) and other legal expenses      3,290                  2,665            6,562                          5,658



              Professional fees in connection with non-core activities   8,643                    102           10,463                            553



              Retention bonuses                                                                  117                                            234



              (Gain) loss on disposal of assets                          (393)                    41            (393)                            41



              Other                                                        447                     13            1,385                             13




              
                Other costs                                  26,800                 23,036           48,501                         26,732

The table below presents a reconciliation of Free Cash Flow to net cash flows from operating activities, which is the nearest IFRS measure:


                                                                             Three Months Ended June 30,                   Six Months Ended June 30,



       In thousands of U.S. Dollars                                    2019       2018                  2019         2018

    ---


       Net cash inflows from operating activities                   173,208                164,011               283,593                          296,080



       Customer deposit liability movement                           12,995               (14,090)              (2,346)                        (13,901)



                                                                     186,203                149,921               281,247                          282,179



       Capital expenditure:



       Additions to deferred development costs                     (18,887)               (9,759)             (39,033)                        (16,190)



       Additions to property and equipment                          (4,131)               (5,676)              (8,178)                         (9,261)



       Additions to intangible assets                              (13,971)               (9,415)             (18,505)                        (11,842)



       Interest paid                                               (50,524)              (34,790)            (142,285)                        (66,278)



       Debt servicing cash flows (excluding voluntary prepayments) (13,870)               (5,425)             (25,939)                        (11,493)




       
                Free Cash Flow                                   84,820                 84,856                47,307                          167,115

The table below presents a reconciliation of Net Debt:





       In thousands of U.S. Dollars                  As at June 30, 2019

    ---


       Current portion of long-term debt                          35,750



       Long-term debt                                          5,053,165



       Less: Cash and cash equivalents - operational             339,239




       
                Net Debt                                   4,749,676

The table below presents a reconciliation of The Stars Group's updated 2019 financial guidance ranges for Adjusted EBITDA and Adjusted Diluted Net Earnings per Share to their corresponding 2018 historical balances. Reconciliations of such 2018 historical balances to their nearest non-IFRS measures are as presented in the news release issued by The Stars Group on March 6, 2019, under the heading "Reconciliation of Non-IFRS Measures to Nearest IFRS Measures".


                                                               2018 Actual      2019 Full Year        2019 Full Year



       In millions of U.S. Dollars (except per share amounts)                     Guidance              Guidance
                                                                           Low
             (1)     High
              (1)

    ---


       
                Operating Income (loss)                           253                  330                    355





       Depreciation and amortization                                  283                  450                    430



       Add (deduct) the impact of the following:



            Adjusting items(2)                                        136                   10                     20



            Other costs(3)                                            109                  115                    125



       Total Adjustments                                              245                  125                    145






       
                Adjusted EBITDA                                   781                  905                    930





       Depreciation and amortization4                                  41                   85                     75



       Interest5                                                      184                  290                    280



       Taxes6                                                          22                   50                     53



       
                Adjusted Net Earnings                             534                  480                    522






       Adjusted Net Earnings attributable to



       Shareholders of Stars Group Inc.                               531                  475                    518



       Non-controlling Interest                                         3                    5                      4





       Diluted Shares                                                 243                  283                    283



       
                Adjusted Diluted Net Earnings per Share          2.19                 1.68                   1.83

_____________________________

(1) For relevant assumptions, see above under "2019 Updated Financial Guidance". Note that certain reconciling or adjusting items and costs for 2019 cannot be projected or predicted with reasonable certainty without unreasonable effort due to a number of factors, including variability from potential foreign exchange fluctuations impacting financial expenses, the nature and timing of other non-recurring or one-time costs (such as impairment of intangibles assets and certain professional fees), which could vary materially based on actual events or transactions or unknown or unpredictable variables, as well as the typical variability arising from the preparation and completion of annual financial statements, including, without limitation, certain income tax provision accounting, annual impairment testing and other accounting matters. Other adjusting items and costs (such as stock-based compensation, acquisition and integration-related costs, operational efficiency-related costs and other strategy-related expenses) may otherwise reveal commercially or competitively sensitive information. The Stars Group has also not provided a reconciliation of the non-IFRS measures to the nearest IFRS measures included in its updated full year 2019 guidance provided in this news release because of these reasons.

(2) With respect to the relevant adjusting items for 2018, see the Adjusted EBITDA reconciliation in the news release issued by The Stars Group on March 6, 2019, under the heading "Reconciliation of Non-IFRS Measures to Nearest IFRS Measures". With respect to 2019, The Stars Group currently expects to incur and adjust for substantially similar items as it did in 2018 except for "acquisition-related costs and deal contingent forwards", which related to the acquisitions of Sky Betting & Gaming and BetEasy and comprised the majority of such adjusting items in that year.

(3) With respect to the Other costs for 2018, see the "Other costs" reconciliation in the news release issued by The Stars Group on March 6, 2019, under the heading "Reconciliation of Non-IFRS Measures to Nearest IFRS Measures". With respect to 2019, The Stars Group currently expects to incur and adjust for substantially similar costs as it did in 2018.

(4) "Depreciation and amortization" means total depreciation and amortization, excluding amortization of acquisition intangibles, which is not adjusted for in this measure.

(5) "Interest" means total net financing charges, including interest on long term debt and other interest (income) expense but excluding interest accretion, ineffectiveness on cash flow hedges, re-measurement of deferred contingent consideration, and re-measurement of embedded derivatives, each of which is not adjusted for in this measure.

(6) "Taxes" means total income tax expense, excluding the impact of tax on "Adjusting items" and "Other costs" included in the calculation of Adjusted EBITDA for each period.

For additional information on The Stars Group's non-IFRS measures, see the Q2 2019 MD&A, including under the headings "Management's Discussion and Analysis", "Non-IFRS Measures, Key Metrics and Other Data", "Segment Results of Operations" and "Reconciliations".

About The Stars Group

The Stars Group is a provider of technology-based product offerings in the global gaming and interactive entertainment industries. Its brands have millions of registered customers globally and collectively are leaders in online and mobile betting, poker, casino and other gaming-related offerings. The Stars Group owns or licenses gaming and related consumer businesses and brands, including PokerStars, PokerStars Casino, BetStars, Full Tilt, FOX Bet, BetEasy, Sky Bet, Sky Vegas, Sky Casino, Sky Bingo, Sky Poker, and Oddschecker, as well as live poker tour and events brands, including the PokerStars Players No Limit Hold'em Championship, European Poker Tour, PokerStars Caribbean Adventure, Latin American Poker Tour, Asia Pacific Poker Tour, PokerStars Festival and PokerStars MEGASTACK. The Stars Group is one of the world's most licensed online gaming operators with its subsidiaries collectively holding licenses or approvals in 21 jurisdictions throughout the world, including in Europe, Australia, and the Americas. The Stars Group's vision is to become the world's favorite iGaming destination and its mission is to provide its customers with winning moments.

Cautionary Note Regarding Forward Looking Statements

This news release contains forward-looking statements and information within the meaning of the Private Securities Litigation Reform Act of 1995 and applicable securities laws, including, without limitation, certain financial and operational expectations and projections, such as certain future operational and growth plans and strategies, and certain financial items relating to the full year 2019 results. Forward-looking statements and information can, but may not always, be identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "would", "should", "believe", "objective", "ongoing", "imply", "assumes", "goal", "likely" and similar references to future periods or the negatives of these words or variations or synonyms of these words or comparable terminology and similar expressions. These statements and information, other than statements of historical fact, are based on management's current expectations and are subject to a number of risks, uncertainties, and assumptions, including market and economic conditions, business prospects or opportunities, future plans and strategies, projections, technological developments, anticipated events and trends and regulatory changes that affect The Stars Group and its customers, partners, suppliers and industries in which it operates or may operate in the future. Although The Stars Group and management believe the expectations reflected in such forward-looking statements and information are reasonable and are based on reasonable assumptions and estimates as of the date hereof, there can be no assurance that these assumptions or estimates are accurate or that any of these expectations will prove accurate. Forward-looking statements are inherently subject to significant business, regulatory, economic and competitive risks, uncertainties and contingencies that could cause actual events to differ materially from those expressed or implied in such statements. Specific risks and uncertainties include, but are not limited to: customer and operator preferences and changes in the economy; reputation and brand growth; competition and the competitive environment within addressable markets and industries; macroeconomic conditions and trends in the gaming and betting industry; ability to predict fluctuations in financial results from quarter to quarter; ability to mitigate tax risks and adverse tax consequences, including, without limitation, changes in tax laws or administrative policies relating to tax and the imposition of new or additional taxes, such as value-added and point of consumption taxes, and gaming duties; The Stars Group's substantial indebtedness requires that it use a significant portion of its cash flow to make debt service payments; impact of inability to complete future or announced acquisitions or to integrate businesses successfully, including, without limitation, Sky Betting & Gaming and BetEasy; contractual relationships of The Stars Group with FOX Corporation and Sky plc and/or their respective subsidiaries; an ability to realize all or any of The Stars Group's estimated synergies and cost savings in connection with acquisitions, including, without limitation, the acquisition of Sky Betting & Gaming and the Australian acquisitions; ability to mitigate foreign exchange and currency risks; legal and regulatory requirements; potential changes to the gaming regulatory framework, including without limitation, those that may impact The Stars Group's ability to access and operate in certain jurisdictions, whether directly or through arrangements with locally based operators; the heavily regulated industry in which The Stars Group carries on its business; ability to obtain, maintain and comply with all applicable and required licenses, permits and certifications to offer, operate and market its product offerings, including difficulties or delays in the same; social responsibility concerns and public opinion; protection of proprietary technology and intellectual property rights; intellectual property infringement or invalidity claims; and systems, networks, telecommunications or service disruptions or failures or cyber-attacks and failure to protect customer data, including personal and financial information. These factors are not intended to represent a complete list of the factors that could affect The Stars Group; however, these factors as well as other applicable risks and uncertainties include, but are not limited to, those identified in its most recently filed annual information form, including under the heading "Risk Factors and Uncertainties", and in its most recently filed management's discussion and analysis, including under the headings "Caution Regarding Forward-Looking Statements", "Risk Factors and Uncertainties" and "Non-IFRS Measures, Key Metrics and Other Data", each available on SEDAR at www.sedar.com, EDGAR at www.sec.gov and The Stars Group's website at www.starsgroup.com, and in other filings that The Stars Group has made and may make in the future with applicable securities authorities in the future, should be considered carefully. Investors are cautioned not to put undue reliance on forward-looking statements or information. Any forward-looking statement or information in this news release are expressly qualified by this cautionary statement. Any forward-looking statement or information speaks only as of the date hereof, and The Stars Group undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

Non-IFRS Measures

This news release references non-IFRS financial measures. The Stars Group believes these non-IFRS financial measures will provide investors with useful supplemental information about the financial and operational performance of its business, enable comparison of financial results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management in operating its business, identifying and evaluating trends, and making decisions. The Stars Group believes that such non-IFRS financial measures provide useful information about its underlying, core operating results and trends, enhance the overall understanding of its past performance and future prospects and allow for greater transparency with respect to metrics and measures used by management in its financial and operational decision-making.

Although management believes these non-IFRS financial measures are important in evaluating The Stars Group, they are not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with IFRS. They are not recognized measures under IFRS and do not have standardized meanings prescribed by IFRS. These measures may be different from non-IFRS financial measures used by other companies any may not be comparable to similar meanings prescribed by other companies, limiting its usefulness for comparison purposes. Moreover, presentation of certain of these measures is provided for period-over-period comparison purposes, and investors should be cautioned that the effect of the adjustments thereto provided herein have an actual effect on The Stars Group's operating results. In addition to QNY, which is defined below under "Key Metrics and Other Data",

The Stars Group provides the following non-IFRS measures in this news release:

Adjusted EBITDA means net earnings before financial expenses, income tax expense (recovery), depreciation and amortization, stock-based compensation, restructuring, net earnings (loss) on associate and certain other items as set out in the reconciliation tables under "Reconciliation of Non-IFRS Measures to Nearest IFRS Measures" above.

Adjusted EBITDA Margin means Adjusted EBITDA as a proportion of total revenue.

Adjusted Net Earnings means net earnings before interest accretion, amortization of intangible assets resulting from purchase price allocations following acquisitions, stock-based compensation, restructuring, net earnings (loss) on associate, and certain other items. In addition, as previously disclosed, The Stars Group makes adjustments for (i) the re-measurement of contingent consideration, which was previously included in, and adjusted for through, interest accretion, but starting with The Stars Group's interim condensed consolidated financial statements and related notes for the three and nine months ended September 30, 2018 (the "Q3 2018 Financial Statements"), it is a separate line item, (ii) the re-measurement of embedded derivatives and ineffectiveness on cash flow hedges, each of which were new line items in the Q3 2018 Financial Statements, and (iii) certain non-recurring tax adjustments and settlements. Each adjustment to net earnings is then adjusted for the tax impact, where applicable, in the respective jurisdiction to which the adjustment relates. Adjusted Net Earnings and any other non-IFRS measures used by The Stars Group that relies on or otherwise incorporates Adjusted Net Earnings that was reported for previous periods have not been restated under the updated definition on the basis that The Stars Group believes that the impact of the change to those periods would not be material.

Adjusted Diluted Net Earnings per Share means Adjusted Net Earnings attributable to the Shareholders of The Stars Group Inc. divided by Diluted Shares. Diluted Shares means the weighted average number of Common Shares on a fully diluted basis, including options, other equity-based awards such as warrants and any convertible preferred shares of The Stars Group then outstanding. The effects of anti-dilutive potential Common Shares are ignored in calculating Diluted Shares. Diluted Shares used in the calculation of diluted earnings per share may differ from diluted shares used in the calculation of Adjusted Diluted Net Earnings per Share where the dilutive effects of the potential Common Shares differ. See note 8 in the Q2 2019 Financial Statements. For the three and six months ended June 30, 2019, Diluted Shares used for the calculation of Adjusted Diluted Net Earnings per Share equaled 282,399,213 and 278,181,337, respectively, compared with 215,380,175 and 212,449,078 for the prior year periods, respectively.

Constant Currency Revenue means IFRS reported revenue for the relevant period calculated using the applicable prior year period's monthly average exchange rates for its local currencies other than the U.S. dollar. Currently, The Stars Group provides Constant Currency Revenue for the International segment and its applicable lines of operations. It does not currently provide Constant Currency Revenue for the United Kingdom and Australia segments because The Stars Group does not yet have full reported comparative periods for these segments as a result of the respective acquisition dates of Sky Betting & Gaming and BetEasy, and with respect to BetEasy, the Corporation had not yet completed the previously announced migration of the former William Hill Australia customers onto the BetEasy platform. The Corporation intends to provide information on the impact of foreign exchange rates for these segments either individually or on a consolidated basis when applicable reported comparative period information is available that the Corporation believes would be reasonably comparable to the current periods as noted above.

Free Cash Flow means net cash flows from operating activities after adding back customer deposit liability movements and after capital expenditures and debt servicing cash flows (excluding voluntary prepayments).

Net Debt means total long-term debt less operational cash.

For additional information on certain of The Stars Group's non-IFRS measures and the reasons why it believes such measures are useful, see above and the Q2 2019 MD&A, including under the headings "Management's Discussion and Analysis", "Non-IFRS Measures, Key Metrics and Other Data", "Segment Results of Operations" and "Reconciliations".

Key Metrics and Other Data

The Stars Group provides the following key metrics in this news release:

QAUs for the International and Australia reporting segments means active unique customers (online, mobile and desktop client) who (i) made a deposit or transferred funds into their real-money account with The Stars Group at any time, and (ii) generated real-money online rake or placed a real-money online bet or wager during the applicable quarterly period. The Stars Group defines "active unique customer" as a customer who played or used one of its real-money offerings at least once during the period, and excludes duplicate counting, even if that customer is active across multiple lines of operation (Poker, Gaming and/or Betting, as applicable) within the applicable reporting segment. The definition of QAUs excludes customer activity from certain low-stakes, non-raked real-money poker games, but includes real-money activity by customers using funds (cash and cash equivalents) deposited by The Stars Group into such customers' previously funded accounts as promotions to increase their lifetime value.

QAUs for the United Kingdom reporting segment (which currently includes the Sky Betting & Gaming business operations only) means active unique customers (online and mobile) who have settled a Stake (as defined below) or made a wager on any betting or gaming product within the applicable quarterly period. The Stars Group defines "active unique customer" for the United Kingdom reporting segment as a customer who played at least once on one of its real-money offerings during the period, and excludes duplicate counting, even if that customer is active across more than one line of operation.

QNY means combined revenue for its lines of operation (i.e., Poker, Gaming and/or Betting, as applicable) for each reporting segment, excluding Other revenue, as reported during the applicable quarterly period (or as adjusted to the extent any accounting reallocations are made in later periods) divided by the total QAUs during the same period.

Net Deposits for the International segment means the aggregate of gross deposits or transfer of funds made by customers into their real-money online accounts less withdrawals or transfer of funds by such customers from such accounts, in each case during the applicable quarterly period. Gross deposits exclude (i) any deposits, transfers or other payments made by such customers into The Stars Group's play-money and social gaming offerings, and (ii) any real-money funds (cash and cash equivalents) deposited by The Stars Group into such customers' previously funded accounts as promotions to increase their lifetime value.

Stakes means betting amounts wagered on The Stars Group's applicable online betting product offerings, and is also an industry term that represents the aggregate amount of funds wagered by customers within the betting line of operation for the period specified.

Betting Net Win Margin means Betting revenue as a proportion of Stakes.

The Stars Group is also continuing the process of integrating its recent acquisitions, as applicable, and implementing its recently changed operating and reporting segments, and once complete, The Stars Group may revise or remove currently presented key metrics or report certain additional or other measures in the future.

For additional information on The Stars Group's key metrics and other data, see the Q2 2019 MD&A, including under the headings "Non-IFRS Measures, Key Metrics and Other Data" and "Segment Results of Operations".


                                                                                   
     
     UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)






                                                                                                                                                              Three Months Ended June 30,                   Six Months Ended June 30,



              In thousands of U.S. Dollars (except per share and share amounts)                                                             2019                    2018                 2019         2018

    ---


              Revenue                                                                                                                    637,618                              411,512           1,218,002                             804,403



              Cost of revenue (excluding depreciation and amortization)                                                                (173,910)                            (83,637)          (336,546)                          (163,901)




              
                Gross profit (excluding depreciation and amortization)                                                        463,708                              327,875             881,456                             640,502




              General and administrative                                                                                               (276,440)                           (262,786)          (535,797)                          (404,093)



              Sales and marketing                                                                                                       (79,915)                            (54,899)          (164,258)                          (104,317)



              Research and development                                                                                                  (13,398)                             (9,126)           (25,909)                           (17,161)




              
                Operating income                                                                                               93,955                                1,064             155,492                             114,931



              Gain (loss) on re-measurement of deferred contingent payment                                                                 3,335                              (3,697)             12,713                             (3,697)



              Gain on re-measurement of embedded derivative                                                                               12,200                                                  34,800



              Unrealized foreign exchange gain (loss) on financial instruments                                                               292                                                 (1,340)
    associated with financing activities



              Other net financing charges                                                                                               (84,072)                           (156,663)          (161,395)                          (195,014)




              
                Net financing charges                                                                                        (68,245)                           (160,360)          (115,222)                          (198,711)



              
                Net earnings from associates                                                                                                                        1,068                                                  1,068



              
                Earnings (loss) before income taxes                                                                            25,710                            (158,228)             40,270                            (82,712)



              Income tax (expense) recovery                                                                                             (21,081)                               3,404             (7,983)                              2,249



              
                Net earnings (loss)                                                                                             4,629                            (154,824)             32,287                            (80,463)




              
                Net earnings (loss) attributable to



              Shareholders of The Stars Group Inc.                                                                                         4,757                            (153,645)             32,670                            (78,194)



              Non-controlling interest                                                                                                     (128)                             (1,179)              (383)                            (2,269)



              
                Net earnings (loss)                                                                                             4,629                            (154,824)             32,287                            (80,463)




              
                Earnings (loss) per Common Share (U.S. dollars)



              Basic                                                                                                                        $0.02                              ($1.01)              $0.12                             ($0.52)



              Diluted                                                                                                                      $0.02                              ($1.01)              $0.12                             ($0.52)




              
                Weighted average Common Shares outstanding (thousands)



              Basic                                                                                                                      281,689                              152,788             277,557                             150,523



              Diluted                                                                                                                    282,399                              152,788             278,181                             150,523



       
                UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION






                                                                                               As at June 30, As at December 31,




       In thousands of U.S. Dollars                                                                     2019                2018

    ---


       
                ASSETS



       
                Current assets



       Cash and cash equivalents - operational                                                       339,239                        392,853



       Cash and cash equivalents - customer deposits                                                 326,628                        328,223




       Total cash and cash equivalents                                                               665,867                        721,076



       Restricted cash advances and collateral                                                         9,239                         10,819



       Prepaid expenses and other current assets                                                      45,296                         43,945



       Current investments - customer deposits                                                       105,196                        103,153



       Accounts receivable                                                                           121,190                        136,347



       Income tax receivable                                                                          25,074                         26,085



       
                Total current assets                                                             971,862                      1,041,425




       
                Non-current assets



       Restricted cash advances and collateral                                                        10,677                         10,630



       Prepaid expenses and other non-current assets                                                  31,605                         32,760



       Non-current accounts receivable                                                                15,418                         14,906



       Property and equipment                                                                        139,532                         85,169



       Income tax receivable                                                                          24,686                         15,611



       Deferred income taxes                                                                           8,405                          1,775



       Derivatives                                                                                    62,518                         54,583



       Intangible assets                                                                           4,590,758                      4,742,699



       Goodwill                                                                                    5,256,819                      5,265,980




       
                Total non-current assets                                                      10,140,418                     10,224,113




       
                Total assets                                                                  11,112,280                     11,265,538




       
                LIABILITIES



       
                Current liabilities



       Accounts payable and other liabilities                                                        439,349                        424,007



       Customer deposits                                                                             421,084                        423,739



       Current provisions                                                                             29,556                         39,189



       Derivatives                                                                                    10,051                         16,493



       Income tax payable                                                                             60,419                         72,796



       Current portion of lease liability                                                             18,764



       Current portion of long-term debt                                                              35,750                         35,750




       
                Total current liabilities                                                      1,014,973                      1,011,974




       
                Non-current liabilities



       Lease liability                                                                                44,121



       Long-term debt                                                                              5,053,165                      5,411,208



       Long-term provisions                                                                            3,637                          4,002



       Derivatives                                                                                    40,675                          6,068



       Other long-term liabilities                                                                                                  79,716



       Income tax payable                                                                             11,659                         18,473



       Deferred income taxes                                                                         574,392                        580,697




       
                Total non-current liabilities                                                  5,727,649                      6,100,164




       
                Total liabilities                                                              6,742,622                      7,112,138




       
                EQUITY



       Share capital                                                                               4,355,902                      4,116,287



       Reserves                                                                                    (525,270)                     (469,629)



       Retained earnings                                                                             535,431                        502,761




       
                Equity attributable to the Shareholders of The Stars Group Inc.                4,366,063                      4,149,419



       Non-controlling interest                                                                        3,595                          3,981




       
                Total equity                                                                   4,369,658                      4,153,400




       
                Total liabilities and equity                                                  11,112,280                     11,265,538


                                                         
              
           UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS






                                                                                                                                                        Six Months Ended June 30,



       In thousands of U.S. Dollars                                                                                                               2019        2018

    ---


       
                Operating activities



       Net earnings (loss)                                                                                                                      32,287                  (80,463)



       Add (deduct):



       Income tax expense (recovery) recognized in net earnings (loss)                                                                           7,983                   (2,249)



       Net financing charges                                                                                                                   115,222                   198,710



       Depreciation and amortization                                                                                                           218,375                    83,843



       Stock-based compensation                                                                                                                  7,462                     5,948



       Unrealized loss on foreign exchange                                                                                                         656                    68,996



       Unrealized gain on investments                                                                                                            (485)                    (164)



       Impairment of property and equipment and intangible assets                                                                                2,652                     1,074



       Net earnings from associates                                                                                                                                     (1,068)



       Realized (gain) loss on current investments and promissory note                                                                           (292)                       28



       Income taxes paid                                                                                                                      (46,512)                 (15,772)



       Changes in non-cash operating elements of working capital                                                                              (57,433)                   18,525



       Customer deposit liability movement                                                                                                       2,346                    13,901



       Other                                                                                                                                     1,332                     4,771




       
                Net cash inflows from operating activities                                                                                 283,593                   296,080




       
                Investing activities



       Acquisition of subsidiaries, net of cash acquired                                                                                                              (310,563)



       Additions to intangible assets                                                                                                         (18,505)                 (11,842)



       Additions to property and equipment                                                                                                     (8,178)                  (9,261)



       Additions to deferred development costs                                                                                                (39,033)                 (16,190)



       Net (purchase) sale of investments utilizing customer deposits                                                                          (2,043)                   16,044



       Settlement of minimum revenue guarantee                                                                                                   (675)                  (2,713)



       Net investments in associates                                                                                                                                      1,068



       Other                                                                                                                                     (356)                  (1,137)




       
                Net cash outflows from investing activities                                                                               (68,790)                (334,594)




       
                Financing activities



       Issuance of Common Shares                                                                                                               235,963                   646,000



       Transaction costs on issuance of Common Shares                                                                                                                  (24,225)



       Issuance of Common Shares in relation to stock options                                                                                    1,784                    27,627



       Issuance of long-term debt                                                                                                                                       425,041



       Repayment of long-term debt                                                                                                           (367,875)                (106,493)



       Transaction costs on long-term debt                                                                                                                             (23,061)



       Repayment of lease liability principal                                                                                                  (8,064)



       Interest paid                                                                                                                         (142,285)                 (66,278)



       Acquisition of further interest in subsidiaries                                                                                                                 (48,240)



       Proceeds on loan issued to the holders of non-controlling interest                                                                        4,894                    30,918




       
                Net cash (outflows) inflows from financing activities                                                                    (275,583)                  861,289




       (Decrease) increase in cash and cash equivalents                                                                                       (60,780)                  822,775



       Unrealized foreign exchange difference on cash and cash equivalents                                                                       5,571                   (6,090)



       Cash and cash equivalents - beginning of period                                                                                         721,076                   510,323




       
                Cash and cash equivalents - end of period                                                                                  665,867                 1,327,008

For investor relations and media inquiries, please contact: Vaughan Lewis, Senior Vice President, Communications, press@starsgroup.com, ir@starsgroup.com

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SOURCE The Stars Group