01—Abstract
Summary
Summary of the 8-K filed August 7, 2025. Cited figures are marked; the original filing is the authoritative source.
On August 7, 2025, Flutter Treasury DAC, an indirect wholly owned subsidiary of Flutter Entertainment plc, issued further senior secured notes due 2031: $625 milliona of 5.875% notes at par, €300 million of 4.000% notes at par, and £250 million of 6.125% notes at 100.125% of principal.
The notes are further issuances of series first issued on June 4, 2025, were sold under Rule 144A and Regulation S, and are guaranteed on a senior secured basis by Flutter Entertainment plc and other guarantors. The company also increased its term B loans outstanding by $500 millionb and its revolving credit facility by £50 million under a Fourth Incremental Assumption Agreement to its Credit Agreement dated November 24, 2023. The company states it intends to use the proceeds from the notes and the Fourth Incremental Term B Loans to fund the purchase price for the acquisition of the outstanding 5% minority interest in FanDuel and to extend its long-term strategic partnership with Boyd Interactive Gaming Holdings, L.L.C.
Cash on hand is expected to cover certain related costs, fees and expenses. The Fourth Incremental Term B Loans mature on June 4, 2032, bear interest at either ABR plus a 1.00%c margin (with a 1.00% floor) or Adjusted Term SOFR plus a 2.00% margin (with a 0.50% floor), and require quarterly amortization of 0.25% of original principal. Other terms of the credit agreement and revolving facility are substantially unchanged apart from the amendments in the assumption agreement.
02—Key points
Key Highlights
- Issued $625 million of 5.875% senior secured notes due 2031 at par, as a further issuance of notes first issued June 4, 2025.
- Issued €300 million of 4.000% senior secured notes due 2031 at par, as a further issuance of notes first issued June 4, 2025.
- Issued £250 million of 6.125% senior secured notes due 2031 at 100.125% of principal, as a further issuance of notes first issued June 4, 2025.
- Increased term B loans outstanding by $500 million and the revolving credit facility by £50 million.
- Proceeds from the notes and the new term B loans are intended to fund the purchase of the 5% minority interest in FanDuel and extend the strategic partnership with Boyd Interactive Gaming Holdings, L.L.C.
- Fourth Incremental Term B Loans mature June 4, 2032, with pricing of ABR plus 1.00% or Adjusted Term SOFR plus 2.00%, and 0.25% quarterly amortization.
- The notes are senior secured obligations guaranteed on a senior secured basis by Flutter Entertainment plc and other guarantors that are also borrowers or guarantors under the senior secured credit facilities.
03—Questions
Frequently Asked Questions
What debt did Flutter issue on August 7, 2025?
Flutter Treasury DAC issued $625 million of 5.875% senior secured notes at par, €300 million of 4.000% senior secured notes at par, and £250 million of 6.125% senior secured notes at 100.125% of principal. All are due 2031 and are further issuances of notes first issued on June 4, 2025.
Why is the company raising this capital?
The company intends to use the proceeds from the notes and the Fourth Incremental Term B Loans to fund the purchase price for the acquisition of the outstanding 5% minority interest in FanDuel and to extend its long-term strategic partnership with Boyd Interactive Gaming Holdings, L.L.C. Cash on balance sheet is expected to pay related costs, fees and expenses.
What are the key terms of the new term B loans?
The $500 million Fourth Incremental Term B Loans mature on June 4, 2032. Interest is, at the borrower's option, either ABR (floor 1.00%) plus a 1.00% margin or Adjusted Term SOFR (floor 0.50%) plus a 2.00% margin. Scheduled amortization is 0.25% of the original principal amount each quarter, with the balance due at maturity.
How are the notes secured and guaranteed?
The notes are senior secured obligations of Flutter Treasury DAC and are guaranteed on a senior secured basis by Flutter Entertainment plc and the other guarantors. These guarantors are also borrowers under or guarantors of the company's senior secured credit facilities.
Were the notes registered with the SEC?
No. The notes were sold in the United States only to persons reasonably believed to be qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended, and outside the United States to non-U.S. persons under Regulation S.
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