EX-99.1

Exhibit 99.1

SGHC Limited

Unaudited Interim Condensed Consolidated Statements of Profit or Loss

and Other Comprehensive Income

for the three months ended March 31, 2022 and 2021


	2022 € ‘000s			2021 € ‘000s
Revenue		334,478			311,811
Direct and marketing expenses		(240,717	)		(214,449	)
Other operating income		2,407			263
General and administration expenses		(34,701	)		(43,618	)
Depreciation and amortization expense		(15,990	)		(20,022	)
Transaction fees		(21,405	)		—

Profit from operations		24,072			33,985
Finance income		313			338
Finance expense		(349	)		(2,879	)
Gain on derivative contracts		1,712			—
Share listing expense		(126,252	)		—
Change in fair value of warrant liability		(29,374	)		—
Change in fair value of earnout liability		(24,385	)		—
Gain on bargain purchase		—			10,047

(Loss)/profit before taxation		(154,263	)		41,491
Income tax expense		(8,959	)		(2,920	)

(Loss)/profit for the period attributable to owners of the parent		(163,222	)		38,571
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation		1,117			526

Other comprehensive income for the period		1,117			526

Total comprehensive (loss)/profit for the period attributable to owners of the parent		(162,105	)		39,097

Weighted average shares outstanding, basic and diluted		488,324,769			460,395,838
(Loss)/Net profit per share, basic and diluted		(0.33	)		0.08

SGHC Limited

Unaudited Interim Condensed Consolidated Statements of Financial Position

as at March 31, 2022 and December 31, 2021


	2022 € ‘000s			2021 € ‘000s
ASSETS
Non-current assets
Intangible assets		165,904			172,954
Goodwill		25,003			25,023
Property, plant and equipment		13,707			12,498
Right-of-use assets		13,887			14,541
Deferred tax assets		29,422			24,108
Regulatory deposits		8,980			8,594
Loans receivable		7,500			25,516
Financial assets		1,686			1,686

		266,089			284,920
Current assets
Trade and other receivables		167,154			169,252
Income tax receivables		33,923			35,806
Restricted cash		88,231			60,296
Cash and cash equivalents		272,684			293,798

		561,992			559,152

TOTAL ASSETS		828,081			844,072

Non-current liabilities
Lease liabilities		10,938			10,896
Deferred tax liability		9,634			9,248
Interest-bearing loans and borrowings		532			764

		21,104			20,908
Current liabilities
Earnout liability		274,340			—
Warrant liability		76,489			—
Lease liabilities		4,807			5,353
Deferred consideration		—			13,200
Shareholders’ repurchase payable		44,311			—
Interest-bearing loans and borrowings		3,294			3,008
Trade and other payables		150,561			147,353
Customer liabilities		52,883			51,959
Provisions		47,920			47,715
Income tax payables		47,708			40,524

		702,313			309,112

TOTAL LIABILITIES		723,417			330,020

EQUITY
Issued capital		273,436			269,338
Earnout reserve		(249,955	)		—
Foreign exchange reserve		(977	)		(2,094	)
Retained profit		82,160			246,808

TOTAL EQUITY		104,664			514,052

TOTAL LIABILITIES AND SHARHOLDERS’ EQUITY		828,081			844,072

SGHC Limited

Unaudited Interim Condensed Consolidated Statements of Cash Flows

for the three months ended March 31, 2022 and 2021


	2022 € ‘000s			2021 € ‘000s
Cash flows from operating activities
(Loss)/profit for the period		(163,222	)		38,571
*Add back:*
Income tax expense		8,959			2,920
Loss on disposal of assets		—			(7	)
Fair value - warrant liability		29,374			—
Fair value - earnout liability		24,385			—
Share listing expense		126,252			—
Depreciation of property, plant and equipment		1,323			587
Waiver of loans		—			462
Gain on bargain purchase		—			(10,047	)
Amortization of right-of-use assets		1,162			542
Amortization of intangible assets		13,505			18,893
Increase in provisions		387			255
Finance income		(313	)		(338	)
Finance expense		242			2,770
Unrealized foreign currency (loss)/gain		(1,688	)		2,483
*Changes in working capital:*
Decrease in trade and other receivables		2,289			19,161
Decrease in trade and other payables		(20,128	)		(17,083	)
Increase in customer liabilities		924			6,302
Change in restricted cash		(731	)		(1,169	)

Cash from operating activities		22,720			64,302
Dividends tax paid		(5,461	)		(154	)
Corporation tax rebates received		1,846			2,387
Corporation tax paid		(1,422	)		(3,292	)

Net cash flows from operating activities		17,683			63,243
Cash flows from investing activities
Cash received in interest		237			200
Acquisition of intangible assets		(6,252	)		(3,628	)
Acquisition of property, plant and equipment		(2,533	)		(524	)
Acquisition of businesses, net of cash acquired		—			10,301
Restricted cash guarantee		(27,204	)		—
Receipts from loans receivable		17,541			1,041
Issuance of loans receivable		(6	)		(25	)
Cash used in regulatory deposits		(386	)		(463	)

Net cash flows from investing activities		(18,603	)		6,902
Cash flows used in financing activities
Shares repurchased		(179,985	)		(10,733	)
Capitalized transaction fees		(1,488	)		—
Proceeds from shares issued		172,119			—
Cash paid for deferred consideration		(13,200	)		—
Repayment of interest-bearing loans and borrowings		(349	)		(1,932	)
Repayment of lease liabilities - interest		(261	)		(352	)
Repayment of lease liabilities - principal		(1,186	)		(1,027	)

Net cash flows used in financing activities		(24,350	)		(14,044	)
(Decrease)/increase in cash and cash equivalents		(25,270	)		56,101
Cash and cash equivalents at beginning of the period		293,798			138,540
Effects of exchange rate fluctuations on cash held		4,156			1,553

Cash and cash equivalents at end of the period		272,684			196,194