Merkur Moves to Take Control of Société Française de Casinos in French Casino Expansion
Merkur has agreed to acquire 95% of Casigrangi, indirectly gaining control of Société Française de Casinos and setting up a mandatory tender offer.
Germany's Merkur Group has agreed to acquire a controlling 95% stake in Casigrangi, the French holding company behind the Le Stelsia casino group, in a transaction that would give it indirect control of listed operator Société Française de Casinos (SFC). The agreement was entered into on August 27, 2026, and publicly disclosed by SFC in a regulated announcement the following morning, August 28, at 08:00 Paris time.
Merkur is not buying SFC shares directly. The acquiring entity, Merkur Spielbanken Beteiligungs GmbH — a subsidiary of MERKUR.COM AG, wholly owned by the Gauselmann Family Foundation — has entered a put option agreement with sellers GPG Groupe Philippe Ginestet and DOFA for the contemplated acquisition of 95% of Casigrangi. Casigrangi in turn holds 4,135,434 SFC shares, equivalent to approximately 81.21% of SFC's capital and voting rights. Because that stake would pass under Merkur's control if the Casigrangi transaction closes, SFC's disclosure states that the deal is expected to trigger a mandatory tender offer for SFC's remaining shares.
The transaction implies a "price by transparency" of €6.19 per SFC share — a figure derived from the Casigrangi deal terms rather than a disclosed direct purchase price for SFC stock. That price represents a premium of 157.9% over SFC's closing share price on August 27 (€2.40), 145.2% over the 60-day volume-weighted average price, and 195.9% over the 240-day volume-weighted average price. As of September 4, 2026, SFC remained listed on Euronext Paris under ticker SFCA, still trading at around €2.40, with no evidence that the underlying transaction has closed or that any tender offer has formally opened.
The Transaction
The ownership chain runs from Merkur Spielbanken Beteiligungs GmbH, through the proposed 95% stake in Casigrangi, to Casigrangi's existing 81.21% holding in SFC. The put option agreement covers the 95% stake; the announcement does not specify further arrangements regarding the remaining 5% of Casigrangi, so this article does not characterize that portion beyond noting it falls outside the announced 95% acquisition.
Because Merkur would acquire Casigrangi rather than SFC itself, its resulting economic interest in SFC and its resulting control of SFC are two different figures. Merkur's economic look-through interest, calculated as 95% of Casigrangi's 81.21% SFC stake, comes to approximately 77.15%. But the SFC block actually controlled through Casigrangi remains 81.21% — the figure that matters for determining control of the listed company. The €6.19 transparency price should also not be read as a disclosed cash amount Merkur is paying per SFC share; it is a valuation reference used within the Casigrangi transaction and carried over as the proposed price for the subsequent SFC offer.
Why a Tender Offer Could Follow
SFC's own announcement states that if the Casigrangi transaction is completed, Merkur will have an obligation to file a simplified tender offer (offre publique d'achat simplifiée) for SFC's remaining shares. This obligation arises because Casigrangi's 81.21% SFC stake would pass under Merkur's control, crossing the threshold under French takeover rules that requires an acquirer coming to hold a controlling interest in a listed company, directly or indirectly, to file a public offer for the remaining shares.
The proposed offer price mirrors the transparency valuation: €6.19 in cash per SFC share. As part of the offer process, SFC's board is expected to establish an ad hoc committee and appoint an independent expert under Article 261-1 of the AMF General Regulation. No offer has yet been filed with the AMF, and no compliance decision from the regulator has been identified as of the research date.
Possible Squeeze-Out and Delisting
Merkur has stated an intention, at this stage, to pursue a compulsory withdrawal procedure — commonly known as a squeeze-out — over SFC's remaining minority shares if the applicable legal and regulatory thresholds are met following the tender offer, with a view to delisting SFC from Euronext Paris. French rules provide for compulsory transfer of remaining shares once minority holdings fall to 10% or below of a company's capital and voting rights, subject to the applicable procedure and compensation for remaining shareholders.
This is a stated intention rather than a confirmed outcome. The squeeze-out and any resulting delisting would depend on the outcome of the tender offer and on statutory thresholds being satisfied; neither has occurred, and SFC remains listed as of the most recent available data.
SFC's French Casino Business
Société Française de Casinos currently operates four casinos: Châtel-Guyon in Auvergne-Rhône-Alpes, and Collioure, Gruissan and Port-la-Nouvelle in Occitanie. The wider Casigrangi/Le Stelsia group, which owns SFC's controlling stake, separately operates three additional casinos directly — in Megève, Granville and Mimizan — bringing the combined group total to seven properties across the two structures.
SFC reported gross gaming revenue of approximately €22.41 million and net revenue after gaming levies of around €13.63 million for the 2024–25 financial year, with EBITDA of €2.96 million. The company's first-half 2025–26 results showed continued momentum, and management has forecast full-year gross gaming revenue of roughly €22.5 million and EBITDA of approximately €3.5 million for 2025–26, based on current assumptions rather than confirmed results.
Merkur's French Expansion
According to SFC's announcement, Merkur has described the transaction as combining Casigrangi's operational experience and French market expertise with Merkur's pan-European footprint and technological capabilities, framing it as a route to strengthen and grow its presence in the French gaming market. That characterization is attributed to the companies' joint disclosure rather than to an independent statement.
Beyond that stated rationale, the deal would give Merkur an established platform in French land-based casinos without pursuing a new municipal concession from scratch — a route into the market that analysts might view as faster than organic entry, though this framing reflects industry interpretation rather than a company-confirmed strategy.
What the Deal Means for French Casino Consolidation
The transaction adds Merkur to a list of international operators showing renewed interest in France's regional casino sector, alongside other recent consolidation activity involving established French groups. SFC's four properties, combined with Casigrangi's other holdings, would give Merkur a regional rather than metropolitan casino portfolio spanning multiple French departments.
For SFC's minority shareholders, the proposed €6.19 cash offer — well above the stock's recent trading levels — would represent a substantial premium and a potential exit opportunity, while the prospect of a subsequent squeeze-out raises the possibility that SFC could eventually cease to be publicly traded. For smaller regional casino groups more broadly, the transaction illustrates continued appetite among larger European operators for consolidating mid-market gaming assets rather than building comparable footprints independently. These are potential implications rather than confirmed market outcomes.
What Happens Next
Completion of the Casigrangi acquisition remains conditional on several steps, including employee information and consultation procedures at Casigrangi and at Casino de Gruissan, and prior authorization from the French Interior Ministry under Article L.323-3 of the Code of Internal Security, which governs changes of control at casino license holders. The parties currently anticipate completing the transaction in the first quarter of 2027.
If the Casigrangi transaction closes, Merkur would then be expected to file the simplified tender offer for SFC's remaining shares with the AMF, a step the parties anticipate could occur during the first half of 2027. Any squeeze-out and delisting would follow only after the tender offer concludes and only if statutory ownership thresholds are met. As of the most recent available data, the underlying transaction has not closed, no tender offer has been filed, and SFC continues to trade on Euronext Paris.
