Sale of Enjoy’s casinos to creditor consortium approved in Chile
The National Economic Prosecutor’s Office (FNE) has approved the sale of six of Enjoy’s main casinos by its creditors Avla Seguros S.A, WEG Capital SpA, and Banco BTG Pactual, as part of the second judicial reorganization process for the gaming operator.
According to the Chilean newspaper La Tercera, the notification of the operation by the involved parties was made on November 22, 2024, after the 8th Civil Court of Santiago approved the proposed judicial reorganization agreement for Enjoy, aimed at ensuring operational continuity for these subsidiaries.
This authorization came after the departure of Esteban Rigo-Righi from the general management of the company. The executive was in charge of the recent judicial reorganization process.
According to this plan, Enjoy was divided into three new companies with different owners, primarily corresponding to the creditors: Newco 1, which retains the casino in Punta del Este and two other real estate assets in Chile; NewCo 2, which will manage the assets corresponding to the casinos and hotels in Rinconada de Los Andes (known as Enjoy Santiago), Antofagasta, Chiloé, Viña del Mar, Coquimbo, Pucón, and the hotel in Puerto Varas; and the remaining assets will be under the administration of Enjoy S.A., mainly involving operations in San Antonio and Los Ángeles.
As a result, the operation approved by the FNE corresponds to the sale of NewCo 2, which includes the casinos in Rinconada, Antofagasta, Chiloé, Viña del Mar, Coquimbo, Pucón, and the hotel in Puerto Varas — since the casino permit was revoked.
There were three buyers: Avla, a company with a presence in the credit insurance industry in Chile, Peru, Mexico, Brazil, and the United States; WEG Capital, a firm dedicated to financial advisory and investments; and Banco BTG Pactual, a unit of that bank based in the Cayman Islands.
The FNE determined that this operation will not create a monopoly in the casino market, as the new owners do not have participation in other gambling-related areas.
“The Division was able to verify that, since the Buyers do not participate in activities related to the operation of gaming casinos or the provision of other services associated with that industry, the Operation would not result in any current or potential overlap in the activities of the Parties, either directly or indirectly, nor at a horizontal, vertical, or conglomerate level. Therefore, the Operation would not lead to an increase in market concentration in the activities involving the economic agents and assets of the Operation,” the FNE said.
The newly formed NewCo 2, named Casinos de Chile SpA, will have series A and B shares. The former will be fully subscribed and paid by Enjoy with the contribution of certain assets transferred to this company, while the latter will belong to Avla.
Regarding the privileges of each series, the document states that series A can appoint one board member of Casinos de Chile SpA, and series B has the right to appoint the remaining four members.
Thus, the assets that the entertainment company would contribute to Casinos de Chile correspond to shares of the companies that control the respective casinos and hotels in Antofagasta, Coquimbo, Viña del Mar, Rinconada, Pucón, and Castro.
Once these shares are transferred to NewCo 2, Avla is expected to subscribe to Series B of Casinos de Chile with 95.2% of its capital through Inversiones Casinos de Juego SpA (NewCo C). This action would allow Avla to “influence decisively” over NewCo 2.
Regarding the participation of BTG and WEG, it is stipulated that they will, through the formation of Holding Casino Rinconada SpA (NewCo D) and via a promise of sale, acquire 100% of the shares comprising the economic unit of Casino Enjoy Rinconada.
Once NewCo C takes control of NewCo 2’s shares, it is expected that this “will sell, assign, and transfer all the assets” to NewCo D.
“The Parties assert that all acts and agreements constitute a single concentration operation, considering that both the transaction through which Avla acquires indirect control in NewCo 2 and the transaction by which BTG and WEG acquire joint control of Casino Rinconada are interrelated and dependent on each other,” summarized the regulatory body.
Based on all the information presented by the parties to the FNE, the agency recommended approving the proposed business reorganization without any obstacles.
