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Genius Sports to acquire Legend in a blockbuster transaction valued at up to $1.2 billion, a move that signals a seismic shift in the global sports and gaming media landscape.

The New York-listed sports data and technology company (NYSE: GENI) said it has signed a definitive agreement to purchase Legend, a global digital sports and gaming media network built to turn audience attention into revenue. The deal includes $900 million payable at closing and a potential earnout of up to $300 million.

If sports media is a high-speed racetrack, Genius Sports is adding a turbocharger.

Deal Structure and Financial Muscle

The upfront consideration totals $900 million, made up of $800 million in cash and $100 million in Genius Sports stock. An additional earnout of as much as $300 million — split evenly across two years following closing — is tied to profitability and cash flow targets. That earnout can be paid in cash or shares, at Genius’ discretion, subject to customary conditions.

To finance the transaction, Genius Sports plans to issue an $850 million Term Loan B at closing, leaving its revolving credit facility untouched. Pro forma leverage is expected to remain below 3.0x, with the company projecting it will cut leverage by more than half by 2028, fueled by what it describes as strong and visible growth.

The acquisition is expected to close in the second quarter of 2026, pending regulatory approvals and standard closing conditions.

Deutsche Bank Securities Inc. and Goldman Sachs & Co. LLC are advising Genius Sports and providing committed financing. Legal counsel includes Macfarlanes LLP and Kirkland & Ellis LLP.

Legend is being advised by Oakvale Capital LLP and The Raine Group, with Latham & Watkins LLP and Herzog Fox & Neeman serving as legal counsel.

A Data-Driven Engine for Monetization

Legend operates a scaled media network powered by advanced marketing technology across its owned and operated digital platforms. It also distributes sports and betting content to major outlets including Sports Illustrated and Yahoo Sports.

When fans search for teams, odds or scores, Legend’s systems connect them with sportsbooks, gaming platforms and advertisers at precisely the moment intent peaks.

In 2025, Legend generated 320 million annual visits from 118 million unique users, with more than two-thirds returning regularly. The acquisition folds that deeply engaged audience into Genius Sports’ expanding ecosystem, adding predictable revenue streams.

Through FANHub — described as the world’s first sports fan activation platform — Genius Sports plans to integrate Legend’s audience and marketing engine with its network of more than 2,000 sports, media and betting partners via a unified platform.

“This deal accelerates our strategic and financial objectives, supercharges fan monetization, and builds a fully integrated sports and gaming media network,” said Mark Locke, CEO of Genius Sports. He added the transaction would deliver “more data, more audience, more inventory and greater monetization of sports fans,” while lifting margins and free cash flow.

Nick Kisberg, Founder of Legend, called the merger of the two companies’ capabilities a growth catalyst. “Joining forces with Genius Sports brings together two world-class teams,” he said, adding that the combined platform will unlock new opportunities for partners and products.

Financial Outlook: Growth in High Gear

Genius Sports released preliminary, unaudited estimates for fiscal year 2025, reporting:

• Group Revenue of $669 million, up 31% year over year

• Group Adjusted EBITDA of $136 million, up 59% year over year

• Adjusted EBITDA margin of 20%

• Cash and cash equivalents of $281 million

On a standalone basis, the company expects 2026 revenue of approximately $810 million to $820 million and Adjusted EBITDA of $180 million to $190 million. At the midpoint, that reflects revenue growth of 22% and EBITDA growth of 36%, with margins rising to 23%.

With Legend integrated, the combined company projects 2026 pro forma revenue of roughly $1.1 billion and Adjusted EBITDA between $320 million and $330 million, with free cash flow conversion near 50%.

Looking further ahead, Genius Sports set ambitious 2028 targets:

• Group Revenue of $1.6 billion, implying about 21% CAGR from 2026

• Adjusted EBITDA margin near 35%

• Free cash flow conversion of at least 60%

The company said the acquisition is expected to be immediately accretive to Group Adjusted EBITDA margins and free cash flow conversion while maintaining at least 20% Group Revenue CAGR through 2028.

Definitions and Disclosures

Genius Sports emphasized that Adjusted EBITDA, Adjusted EBITDA margin, Free Cash Flow and Free Cash Flow Conversion are non-GAAP measures. Adjusted EBITDA excludes items such as stock-based compensation, litigation costs, transaction expenses and foreign currency gains or losses.

Free Cash Flow is defined as Adjusted EBITDA minus capitalized software costs, property and equipment purchases, changes in working capital and taxes. These measures, the company said, are used internally to assess core operating performance and are not substitutes for GAAP metrics.

Forward-looking statements in the announcement include projections about closing timelines, integration, financial performance and synergies. The company cautioned that risks — including regulatory approvals, financing conditions, integration challenges, litigation, market volatility, inflation, interest rates and broader macroeconomic factors — could cause actual results to differ materially.

Projected combined financial information has not been prepared in accordance with Regulation S-X pro forma standards, and independent auditors have not reviewed or audited those projections.

Powering the Global Sports Ecosystem

Genius Sports operates as an official data, technology and broadcast partner across more than 150 countries, serving over 1,000 sports organizations including the NFL, English Premier League, NCAA, DraftKings, FanDuel, bet365, Coca-Cola, EA Sports, CBS, NBC and ESPN.

Leveraging artificial intelligence, computer vision and big data, the company delivers augmented broadcasts, automated officiating tools, immersive betting products and personalized marketing activations.

Legend, founded more than 20 years ago, powers over 25 sports and gaming brands with a team of more than 800 employees. It positions itself as a next-generation player experience platform, blending marketing technology and data to make sports engagement faster, smarter and more interactive.

With this acquisition, Genius Sports is not just buying traffic — it is staking a claim on the very moments when fans lean forward, wallets ready, eyes locked on the action.