Galaxy Gaming (OTC: GLXZ)
Written on November 11th, 2021
Disclaimer: This is not financial advice – please do your own due diligence.
Share price: $4.40
EV = $135 million
Market Cap = $98 million
Business Overview
Galaxy Gaming is a licensor of casino table games, side bets, and progressive jackpots. Side bets are simply bets that players can place alongside the main game, which do not affect the overall play of the main game. Galaxy licenses these games to both land-based casinos and online operators (otherwise known as iGaming). The company’s portfolio of games includes 21+3, which is a Blackjack side bet and also happens to be the #1 side bet in the world. If you're interested in learning how the actual mechanics of the game work, take a look at this YouTube video.
The other main component of Galaxy's revenue stream comes from progressives. Progressives are jackpots that players place bets towards during the game, and also allow casinos to collect player data. Progressives are an extremely lucrative proposition for casinos and Galaxy as they only payout with low probability events and significantly increase the payout per table.
Galaxy’s business model is straightforward: land-based casinos pay Galaxy a flat monthly fee per table that uses Galaxy’s games, as well as a % of the casino’s winnings (around 3-5%). The iGaming is primarily based around just a % of the operator's winnings. Galaxy's licensing model gives it a massive scale advantage, as every additional table that uses their games flows straight to the bottom line. Gross margins are ~99%, and their largest expenses are personnel (they have just 30 employees) and the marketing and development of new games. And for a small company, its games pack a punch: Galaxy titles currently produce 2% of the gross gaming revenue in the US.
Galaxy’s previous primary method of expansion was via signing up more land-based casinos that use its games. However, it can now coast on the tailwinds propelling the massive online gambling market, since Galaxy’s largest customer is Evolution, the world’s largest online casino operator. Evolution is poised to be the prime beneficiary in the legalization of online casino in the US, as it is currently allowed to operate in only four US states: Pennsylvania, West Virginia, New Jersey, and Michigan. Figure 1 below highlights how quickly Evolution is growing - as momentum in the legalization of online casino in the US snowballs, Galaxy will continue to piggyback on Evolution’s success.


Figure 1. Evolution revenues in thousands of euros.
Pre-COVID, Galaxy's revenues were CAGR’ing at 14% since 2016, almost doubling from $12m in 2016 to $21m in 2019, with EBITDA margins in the mid 30’s. Additionally, Galaxy only recently started breaking out its revenue into iGaming and land-based, which we now know to be a rough 66%/34% split, respectively. Given the lack of disclosure pre-2021, we don't know much about the growth rate of each respective business line, but I expect that the iGaming business to significantly outpace the land-based business going forward.
There is, of course, the obvious risk that a competitor may try to copy their games and undercut them, which would completely invalidate their business model. It’s reassuring to the investment thesis that Evolution has tried to do this in the past, but had to revert back to Galaxy’s games. The primary reason for this is due to the patent laws regarding games. If Evolution wants to use its version of 21+3 for example, it can't just change the name of the game, add it to its tables, and keep the same payout table. It has to change the payout of the game as well for the game to be legal. So if a three-of-a-kind in 21+3 pays 30 to 1, Evolution would have to change that as well. Galaxy takes such a small cut (3% to 5%) already of Evolution's side bet revenues, that it is not in Evolution's interest to try to undercut them. And if Evolution wanted to increase their house edge, players would just demand the Galaxy IP as they've done before.
From an anecdotal perspective, this makes sense if you understand that most gamblers are extremely superstitious. If a gambler is used to making a certain bet, they will likely be skeptical of placing more bets if the look, rules, and payouts of the game change drastically. Galaxy has therefore established a wide moat around its IP, seeing as it successfully defended itself against Evolution, the world's leading live casino operator.
Why does the opportunity exist?
1. Lawsuit
In 2019, the Board of Directors decided to redeem the shares of its founder, Robert Saucier, in exchange for a $39 million 10-year bullet note that accrues at 2%. The board decided to do so because Saucier’s involvement with the company had cost them the ability to secure gaming licenses in several states due to his run-ins with the law. As a result, Saucier sued the company, which has burdened Galaxy with mounting overhead and legal fees.
Galaxy, however, recently announced that it had reached a settlement with Saucier where the note would be settled at face value by the end of 2021, which significantly defogs Galaxy’s future. Given the company’s liquidity position, it will either have to raise debt or equity (hopefully mostly debt) to fund the note, but the company can now peacefully operate without having to deal with any lawsuits or major competitors. In the next section, I'll highlight how regardless of how the note is financed, the return for profile for Galaxy remains extremely attractive.
2. Illiquidity and lack of coverage
Galaxy is an incredibly illiquid and underfollowed company. The stock trades on the OTC exchange in the US and is really illiquid – only ~40k shares trade a day. Moreover, the company does no investor calls or presentations and has no analyst coverage. This makes the company un-investable for major institutions and is only suitable for investors’ personal portfolios.
Valuation
Galaxy’s cap table prior to the Saucier note stood as follows:
The question then becomes how the return profile will look like depending on how much debt or equity the company raises to finance the Saucier note. It is worth mentioning that Galaxy had to ask itself this exact question in 2020 when it had to choose how to finance the acquisition of PGP. PGP served as a distributor for Galaxy (effectively a middle-man, similar to how Galaxy is to Evolution). CEO Todd Cravens understood the relative value of Galaxy’s shares, so instead of diluting the share count by purely financing the deal with equity, the $10m deal was completed at a 60/40 cash/equity split. The point here is to state that Galaxy management is experienced and financially savvy – they will not move forward with a value-destroying deal.
The sensitivity analysis shown below highlights how the different financing structures may affect a potential investor’s IRR from this price. Even if the deal were to be as much as 80% equity financed (which is highly unlikely for the previously stated reasons), investors could still potentially see a 20% IRR with extremely conservative growth estimates. The margins used to arrive at 2025 free cash flow are consistent with Galaxy’s pre-COVID history, with declining SG&A margins as the company improves its scale.

Figure 2. Galaxy's cap table.



Management
Galaxy’s management is well aligned, as insiders own ~24% of the outstanding shares. The Chairman of the Board Mark Liparelli owns 8% of the shares and CEO Todd Cravens owns 5%.
Moreover, Galaxy’s management is extremely well advised by a more than competent board in the iGaming space that have led and sit in boards of several major industry players:
Liparelli (Chairman) previously served as the Chairman of the Nevada Gaming Control Board.
Cravens (CEO) previously led the American operations for TCS John Huxley, a casino table game product supplier.
Hagerty (CFO) was previously the President/CFO of Sightline Payments, a gaming payments company.
Gavin Isaacs (Board Member) sits on the board of DraftKings and was previously the ex-CEO of Scientific Games.
Risks
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Acquisition
Now that Galaxy has put aside its legal issues, it risks being acquired at a price that would generate lower long-term returns for shareholders than if it were to remain independent. Evolution would be the natural acquirer for several reasons: Evolution would avoid paying Galaxy a licensing fee ad infinitum and Galaxy is small enough that Evolution could easily finance the transaction with cash or shares without stressing its balance sheet. Scientific Games, a competitor, could also be a potential acquirer, since its previous CEO, Gavin Isaacs, currently sits on Galaxy’s board.
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Galaxy Games Lose Relevance
There is also the risk that customers stop playing games licensed and developed by Galaxy. This risk is mitigated by the sheer popularity and momentum of Galaxy’s games. A faddish game would not come close to generating 2% of the US’s gross gaming revenues.
Conclusion
Galaxy represents a highly asymmetric opportunity to generate high rates of return even with conservative growth estimates. The illiquidity and lack of coverage fog the story of an emerging company that has finally cleared up its legal issues and is riding the tailwinds of the burgeoning iGaming industry.