Dutch court orders Sega Sammy to finalise Stakelogic deal
A Dutch court delivered a legal bombshell that has gamers and investors talking. Sega Sammy Holdings, the Japanese gaming giant, has been ordered to follow through on its €130 million ($147.25 million) acquisition of Dutch iGaming developer Stakelogic. Despite trying to back out, Sega Sammy’s attempt was rejected, and the deal is now full steam ahead.
Background of the acquisition
Sega Sammy Creation (SSC), a subsidiary of Sega Sammy Holdings, entered this deal to boost its presence in the growing iGaming industry, particularly in Europe. With the online gaming market expanding faster than ever, tapping into Stakelogic’s European base made perfect strategic sense.
Stakelogic is a leading Dutch B2B content provider known for its online slots, live dealer products, and innovation in the iGaming space. Their games are widely played across regulated European markets, making them a hot acquisition target for companies like Sega Sammy, eager to expand globally.
In July 2024, Sega Sammy Creation (SSC) signed a €130 million Share Purchase Agreement (SPA) to acquire Stakelogic from a group of sellers, including Triple Bells, Bettor Capital, and Oakvale Ventures. The agreement stipulated that SSC would pay €130 million for full control of Stakelogic.
Both sides saw the potential. Sega Sammy envisioned access to Europe’s lucrative online gaming scene, while Stakelogic hoped to amplify its reach with Sega Sammy’s global influence and financial muscle.
The sudden turnaround
However, things started to fall apart by late 2024. Sega Sammy attempted to withdraw from the deal, citing alleged “unresolved regulatory concerns” that they claimed were not fully disclosed during due diligence. Specifically, the company alleged that Stakelogic may have breached gambling regulations in Japan and Turkey—jurisdictions where online gambling faces heavy restrictions. Sega Sammy argued that these potential violations placed them at legal risk, giving them the right to pull out of the SPA before its completion.
Legal battle in Amsterdam district court
Sega Sammy’s legal team argued that the regulatory violations breached “pre-completion obligations” and that the company needed more time to determine if Stakelogic’s games were accessible in blacklisted jurisdictions. Stakelogic, however, pushed backhard. They emphasised that demo versions of their games might be visible, but no real-money versions were being offered in restricted countries.
The court’s ruling
Judge C.W.D. Bom was not convinced by Sega Sammy’s arguments. In his view, the SPA clearly blocked either party from rescinding the agreement. The court ruled that any disputes or breaches could be handled through financial damages—not by cancelling the contract outright.
Judge Bom stated, “It is undisputed that Stakelogic is paying for geo-blocking services, so it is implausible that Stakelogic would not use these services for jurisdictions where online gambling is strictly prohibited.”
Judge Bom pointed out that Stakelogic already pays for geo-blocking services and uses them effectively. Also, internal testing only accessed demo versions, and there was no sign of actual gameplay in restricted regions.
The judge further added, “Stakelogic is not the company running the website that provided access to its games; it is only a content provider.”
The court’s decision could set a new legal precedent. Once you’ve signed a contract, backing out isn’t as easy as pointing fingers after the fact.
Despite their hesitations, Sega Sammy now has a powerful asset in Europe. With proper management, this deal could turn into a gold mine. Sega Sammy will have to tighten its legal and compliance teams. This is a new frontier, and one misstep could trigger penalties or worse.
