01—Abstract
Summary
Summary of the 10-Q filed August 7, 2025. Cited figures are marked; the original filing is the authoritative source.
Flutter Entertainment plc's Form 10-Q for the quarter ended June 30, 2025 reports Q2 revenue of $4,187 milliona, up from $3,611 million a year earlier, with operating profit of $389 million versus $369 million and net income of $37 million versus $297 million.
The decline in net income is driven largely by a $81 millionb fair value loss on the Fox Option liability in the quarter, compared with a $91 million gain in the prior-year quarter, and by income tax expense of $168 million. Adjusted EBITDA rose to $919 million from $738 million, with Adjusted EBITDA margin of 21.9% versus 20.4%. For the six months, revenue was $7,852 million and net income was $372 million, against $120 million a year earlier.
The U.S. segment generated revenue of $1,791 millionc for the quarter, up 17% per the filing, with Adjusted EBITDA of $400 million. The International segment, which now includes the Snai and NSX acquisitions completed in April and May 2025, produced revenue of $2,396 million and Adjusted EBITDA of $591 million. The company reported cash and cash equivalents of $1,691 million and total long-term debt principal of $10,038 million, after issuing senior secured notes and a $750 million incremental term loan in June 2025 to refinance the Snai bridge facility.
The filing also discloses that disclosure controls were not effective as of June 30, 2025, due to material weaknesses in internal control over financial reporting that remain unremediated. Subsequent events include the July 2025 agreement to acquire Boyd's 5% redeemable non-controlling interest in FanDuel for $1.76 billiond, which closed July 31, 2025, and state tax increases in Maryland, New Jersey, Louisiana and Illinois. The company also disclosed significant contingent exposures, including a GST assessment in India of ₹198.5 billion ($2.3 billion), for which no liability has been accrued.
02—Key points
Key Highlights
- Q2 2025 revenue rose to $4,187 million from $3,611 million, with U.S. revenue up 17% to $1,791 million and International revenue up 15% to $2,396 million, including contributions from the Snai and NSX acquisitions.
- Net income fell to $37 million from $297 million in Q2 2024, largely reflecting an $81 million fair value loss on the Fox Option liability versus a $91 million gain a year earlier, and income tax expense of $168 million versus $53 million.
- Adjusted EBITDA increased to $919 million from $738 million, and Adjusted EBITDA margin expanded to 21.9% from 20.4%, per the filing's non-GAAP reconciliation.
- Six-month net income was $372 million versus $120 million, and six-month operating cash flow was $547 million versus $660 million.
- Acquisitions of Snai (about $2.6 billion, completed April 30, 2025) and NSX (56% interest, total consideration $678 million, completed May 14, 2025) drove net investing outflows of $2,965 million for the six months.
- Long-term debt principal rose to $10,038 million, after $6,004 million of gross proceeds from debt issuance, with the Snai bridge facility repaid; the company remained in compliance with debt covenants.
- Management concluded disclosure controls were not effective as of June 30, 2025, due to material weaknesses in internal control over financial reporting identified in the 2024 Annual Report that were not yet remediated.
03—One dollar
Follow one dollar
Of each $1.00 of revenue in Q2 FY2025, Flutter Entertainment kept $0.01.
- Revenue$4.19B100.0%
- Cost of revenue−$2.23B53.2%
- Gross profit$1.96B46.8%
- Operating costs−$1.57B37.5%
- Operating income$389.0M9.3%
- Interest, other & tax−$352.0M8.4%
- Net income$37.0M0.9%
04—Financials
Financial Highlights
Figures from 10-QQ2 FY2025filed August 7, 2025Financial Statements
Q2 FY2025 against Q2 FY2024
| Line item | Q2 FY2025Q2 FY2024 | Change |
|---|---|---|
| Revenue | $4.19B$3.61B | +16.0% |
| Cost of Revenue | $2.23B$1.83B | +21.4% |
| Gross Profit | $1.96B$1.78B | +10.3% |
| R&D Expenses | $256.00M$216.00M | +18.5% |
| Operating Income | $389.00M$369.00M | +5.4% |
| Interest Expense | $128.00M$122.00M | +4.9% |
| Net Income | $37.00M$297.00M | −87.5% |
| EPS (Basic) | $0.59$1.47 | −59.9% |
| EPS (Diluted) | $0.59$1.45 | −59.3% |
| Shares Outstanding (Basic) | 177.00M178.00M | −0.6% |
| Shares Outstanding (Diluted) | 179.00M180.00M | −0.6% |
05—Questions
Frequently Asked Questions
Why did net income drop so sharply despite higher revenue and Adjusted EBITDA?
Net income fell to $37 million from $297 million mainly because of non-operating and tax items. Other expense was $74 million, including an $81 million fair value loss on the Fox Option liability, compared with an $89 million other income figure a year earlier that included a $91 million Fox gain. Income tax expense also rose to $168 million from $53 million, reflecting jurisdictional mix, a Betfair Brazil reorganization charge of $28 million, and loss-making jurisdictions for which no tax benefit is recognized. Operating profit increased to $389 million from $369 million.
What did the Snai and NSX acquisitions contribute to results?
The filing states that Snai and NSX contributed an 11% increase in International segment revenue in the quarter. Snai contributed $202 million of revenue and $8 million of net income from April 30, 2025 through June 30, 2025. The NSX revenue and net loss contribution was described as not material. Goodwill of $1,505 million from Snai and $414 million from NSX was recorded on a provisional basis, and purchase accounting for both acquisitions remains open.
How is the company financing its growth and what are its debt obligations?
In June 2025, Flutter issued $1,000 million of 5.875% senior secured notes due 2031, €550 million of 4.000% notes, and £450 million of 6.125% notes, and entered into a $750 million incremental Term Loan B due 2032. Proceeds repaid the $3,140 million Bridge Credit Agreement used for Snai. Total long-term debt principal was $10,038 million as of June 30, 2025, with $70 million classified as current. The filing also states that subsequent to quarter end, the company drew a $1.75 billion bridge facility to fund the Boyd transaction and priced additional notes and a term loan intended to repay it.
What are the main material risks and contingencies disclosed?
The filing discloses several contingencies with no accrual for the largest items. Indian GST authorities have issued notices to PokerStars India for ₹198.5 billion ($2.3 billion), which the company disputes; the Supreme Court has stayed enforcement, and no liability has been accrued. Austrian and German player claims have a €17 million ($20 million) accrual, with a further €45 million ($53 million) of claims not accrued. The company also has an HMRC discovery assessment it is appealing. Additionally, the Fox Option liability is valued at $750 million, and fair value may fluctuate materially.
What regulatory and tax changes could affect U.S. profitability?
The filing lists several state tax increases: Maryland raised its online sports betting tax from 15% to 20% on June 1, 2025; New Jersey raised sports betting tax to 19.75% from 13.5% and gaming tax to 19.75% from 15% from July 1, 2025; and Louisiana will raise its rate from 15% to 21.5% from August 1, 2025. Illinois introduced a betting transaction fee, and FanDuel will add a $0.50 fee per bet from September 1, 2025. The company estimates a fiscal 2025 net impact of $5 million for Illinois, $35 million for New Jersey and Louisiana combined, and $10 million before mitigation for Maryland.
06—Continue