{ "docId": "019dd923-622c-750b-8b99-d28212128988", "docSlug": "974fc008da73", "documentTitle": "Super Group (SGHC) Limited (SGHC)", "authorId": "54_Spruce_Point_Capital", "authorName": "Spruce Point Capital Management", "documentKindSlug": "activist-deck", "documentKindLabel": "Activist deck", "sourceTypeSlug": "short_seller", "sourceTypeLabel": "Short seller", "presentationDate": "2026-02-12 00:00:00", "orientation": "landscape", "aspectRatio": 1.3333334, "pageNumber": 12, "pageCount": 16, "prevPage": 11, "nextPage": 13, "slideType": "expose_contradiction", "function": "expose_contradiction", "density": "overcrowded", "nDataPoints": 6, "notes": "Includes a direct quote from a former director to support the thesis of asset duplication.", "elementsJson": [ "headline_text", "paragraph", "quote_block", "comparison_table", "footnote" ], "metadataConfidence": 1, "imagePath": null, "slideHref": "/slides/019dd923-622c-750b-8b99-d28212128988/12", "deckHref": "/decks/019dd923-622c-750b-8b99-d28212128988", "deckJsonHref": "/decks/019dd923-622c-750b-8b99-d28212128988.json", "deckAnchorHref": "/decks/019dd923-622c-750b-8b99-d28212128988#slide-12", "components": [ { "bbox": null, "kind": "callout", "text": "If SGHC's internal South African software is robust enough to run one of their leading markets, it begs the question: why pay €140m+ to consolidate a potentially duplicative asset from Apricot?", "attrs": null, "subkind": null, "toolName": "Visual emphasis", "toolSlug": "visual-emphasis", "confidence": null, "componentId": "019dd953-203c-716b-be67-235f7ec2ee86", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.28, "w": 0.96, "x": 0.02, "y": 0.16 }, "kind": "paragraph", "text": "Spruce Point believes the Apricot sportsbook software acquisition by SGHC deserves more scrutiny given SGHC's largest shareholder is connected to Apricot. SGHC closed its SPAC transaction and raised €170.6m in January 2022. By November 2022, SGHC announced a €43m loan to Apricot, with intentions to possibly acquire its sportsbook technology. €22m was drawn before year-end, and the full €43m was funded by April 2023. The loan was subsequently upsized to €98m and again to €102.4m just before the acquisition agreement was revealed. Despite the headline announcement, the deal has not closed. While management has claimed that acquiring Apricot's technology “enables full control” and future flexibility, the reality is that South Africa, Betway's largest and most profitable market, continues to be run on a separately developed proprietary platform with third-party pricing powered by Sportradar. If SGHC's internal South African software is robust enough to run one of their leading markets, it begs the question: why pay €140m+ to consolidate a potentially duplicative asset from Apricot?", "attrs": null, "subkind": "paragraph", "toolName": null, "toolSlug": null, "confidence": null, "componentId": "401be5c6-7be5-4277-bb28-96929b7f0b35", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.15, "w": 0.96, "x": 0.02, "y": 0.46 }, "kind": "quote", "text": "“That's a purchase of software or an infrastructure and hardware that powers their sportsbook, but that sportsbook doesn't power their entire sportsbook. Betway Africa is powered by their own proprietary software and uses a third party to power this engine.. You would think that if you had an investment like that it would power your entire global sportsbook, but your biggest market or your biggest revenue generator for your sportsbook is powered by its own software and is using a third party, Sportradar, to power it, to provide the pricing. It doesn't quite seem like they've acquired something.”", "attrs": null, "subkind": "testimonial", "toolName": null, "toolSlug": null, "confidence": null, "componentId": "4630fb06-4b35-42bd-94d2-85d3585224fd", "frameworkName": null, "frameworkSlug": null }, { "bbox": null, "kind": "quote", "text": "\"That's a purchase of software or an infrastructure and hardware that powers their sportsbook, but that sportsbook doesn't power their entire sportsbook. Betway Africa is powered by their own proprietary software and uses a third party to power this engine.. You would think that if you had an investment like that it would power your entire global sportsbook, but your biggest market or your biggest revenue generator for your sportsbook is powered by its own software and is using a third party, Sportradar, to power it, to provide the pricing. It doesn't quite seem like they've acquired something.\" — Former Sportsbook Director at Betway Group", "attrs": null, "subkind": null, "toolName": "Authority citation", "toolSlug": "authority-citation", "confidence": null, "componentId": "019dd953-203c-716b-be67-26a1c17e4db4", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.03, "w": 0.35, "x": 0.02, "y": 0.96 }, "kind": "source-note", "text": "Source: Company Filings, Tegus. Spruce Point red emphasis.", "attrs": null, "subkind": null, "toolName": null, "toolSlug": null, "confidence": null, "componentId": "5ce9e54f-0507-4d56-8c62-300773910488", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.28, "w": 0.96, "x": 0.02, "y": 0.64 }, "kind": "table", "text": "Deal Consideration, Amount (€m), Comment; Forgiven Loan, €102.4, Loan is being forgiven as part of deal consideration.; Tranche 2 & 3, €40.0, €15.1 has been advanced prior to deal closing.; Contingent Consideration, ??, Additional payments of up to €210 million...", "attrs": null, "subkind": "data", "toolName": null, "toolSlug": null, "confidence": null, "componentId": "680e4dab-88a0-4cba-ab13-934d0bd1f97d", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.08, "w": 0.68, "x": 0.28, "y": 0.02 }, "kind": "title", "text": "Spruce Point Believes The Apricot Acquisition Merits More Scrutiny", "attrs": null, "subkind": "headline", "toolName": null, "toolSlug": null, "confidence": null, "componentId": "5925f01b-d977-47d3-b12e-e712658314f6", "frameworkName": null, "frameworkSlug": null } ], "metrics": [], "tools": [], "frameworks": [ { "name": "fraud-exposure", "slug": null, "matchId": "50440230-5a89-4909-bae7-28aa9d58ba9d", "evidence": "Highlights potential conflict of interest and questionable asset valuation.", "confidence": 0.9 } ], "arcBeats": [ { "to": 14, "from": 6, "beatId": "708aaebc-91ab-4dee-a32b-67523435cc07", "arcName": "Overcoming the Monster", "arcSlug": "overcoming-monster", "beatName": "Expose Contradiction", "beatSlug": null, "evidence": "The document highlights several contradictions and concerns, including material weaknesses, complex corporate structure, and potential financial engineering.", "position": 0, "confidence": 0.8, "parentBeatName": null, "parentBeatSlug": null }, { "to": 15, "from": 10, "beatId": "30b528d8-817d-489d-a42b-6ef61af4f2e3", "arcName": "Overcoming the Monster", "arcSlug": "overcoming-monster", "beatName": "Valuation Table", "beatSlug": null, "evidence": "The document presents valuation concerns and tables.", "position": 3, "confidence": 0.8, "parentBeatName": null, "parentBeatSlug": null } ], "loops": [], "imagePathAlt": null, "thumbSrc": null, "thumbSrcAlt": null, "locked": true }