Dear Shareholders,
Why We Acquired Legend
The market's reaction to our acquisition of Legend has been divided. That has happened before when we made transformative deals.
When we entered official data rights agreements, the economics were questioned. When we signed our long-term partnership with the
This acquisition follows the same pattern.
Some people think we bought a simple affiliate business.
Our view is different. We bought a participation layer built on two decades of technological investment that sits between official data infrastructure and the moment of transaction.
So, let's be clear about what we have bought and why.
What We Have Bought
Legend is not simply a media business. It is a technology company built around large, loyal sports and iGaming audiences. Across brands such as Covers.com, Casino.org and
That matters.
It shows durable audience relationships inside environments fans actively choose to return to time and time again.
But audience scale alone is not the asset.
The real value is the technology and behavioral intelligence that powers how that audience participates. Legend's systems capture how users engage in real-time. These are not static information pages. They are environments built for participation around live sport and gaming experiences.
For example:
- A user participating in a live match hub, following real-time data, interacting with dynamic markets and responding as the game unfolds, demonstrates active engagement.
- A user joining community discussions around a major event, contributing predictions or reacting to moments in real-time, signals sustained involvement and preference.
- A user repeatedly engaging with interactive tools, simulations or game-style experiences tied to specific teams or competitions shows behavioral commitment.
These actions generate rich signals. They show participation, preference and intent inside environments designed for interaction.
Legend uses these signals to continuously upgrade the experience. When a user ultimately completes a transaction with a sportsbook partner, that outcome feeds back into the system.
Over time, Legend’s models get better at understanding which engagement patterns lead to action, and Legend can rapidly optimize commercial models.
That feedback loop is where long-term value is created. It is not about answering factual queries. It is about facilitating participation inside owned environments and continuously improving the economics behind it. Outside of Legend’s owned properties, the application of this deep understanding of action carries enormous value to brand advertisers and leagues looking to optimize their digital assets. More on that later.
On the Word "Affiliate"
Much of the criticism has relied on a reductive use of the word "affiliate." The term has been applied as shorthand, without distinguishing between low-quality traffic brokers and technology platforms built on owned audiences and behavioral intelligence.
Booking.com earns commissions on travel revenue. No one would call it a simple affiliate business because it clearly owns consistent demand. The principle is the same here. The question is not the revenue model, it is whether we own the audience, the data and the participation layer. We do.
Viewed through a traditional affiliate framework, the focus remains on publisher risk and performance marketing multiples. Viewed through an infrastructure lens, the focus shifts to control of intent, first-party data and integrated distribution.
Why This Is Different
We are paying just over six times pre-earnout EBITDA for a business with global scale, strong cash flow and its own proprietary ad-tech stack and audience data built on over 20 years and
Traditional "affiliate" businesses often rely heavily on search engines. If search visibility changes, their traffic can disappear.
Legend is different. Engagement is recurring. Revenue is diversified across operators and geographies and tied to lifetime value, not one-off clicks. The economics are built on participation, not page views.
Some have asked whether AI will make this kind of business obsolete.
AI makes this more valuable, not less. LLMs commoditize information retrieval. That is precisely why owning the environments where 118 million users repeatedly choose to participate, and the behavioral data those interactions generate becomes a structural advantage. Generic answers are free. Proprietary intent signals inside owned environments are not.
In fact, advances in AI strengthen this model. Better prediction, deeper personalization and faster adaptation make participation more relevant and commercial outcomes more efficient.
Reducing this to a generic "affiliate" label misses the point.
The Importance of Intent
A simple way to think about this is through intent.
Attention is watching a match.
Intent is deciding to act.
Over the past decade, digital businesses have shifted from selling attention to capturing intent. Search engines do this. Retail media platforms do this at the point of purchase.
In sports, that shift is now happening in real-time. Legend operates at the moment when participation turns into action.
How This Fits With Genius
For years,
The acquisition of Legend extends that infrastructure into where fans actively participate.
By combining official data with Legend’s audience and behavioral technology, we connect context, engagement and action inside one system.
When official data, live participation and real-time intent are connected within a single environment, the commercial impact compounds. For sportsbook partners, that means more efficient customer acquisition and higher lifetime value. For leagues, it means deeper fan engagement powered by official data, reinforcing the commercial value of rights and supporting a healthier long-term relationship between data, media and betting.
A New Asset Class in Sport
This infrastructure does more than enhance betting economics. It opens access to a new layer of global brand demand.
Major agency holding companies are restructuring around sport as a measurable growth channel. WPP has launched a unified sports practice built around data-driven activation and performance measurement. Publicis and other global networks are investing in dedicated sports capabilities to help brands move beyond sponsorship visibility into measurable fan engagement.
Why are the largest agency HoldCos launching these sports focused groups now? Because live sports distribution is transitioning away from legacy channels to digital platforms, brands and leagues can engage with sports fans one-to-one, and for the first time are able to see sports fans behavioral signals at scale. The Legend acquisition combined with Genius’ existing capabilities will make us the go-to partner to address sports fans at key emotional moments of intention.
This reflects a structural shift. Brands allocate significant capital to sport because it delivers attention at scale, but increasingly they want measurable participation inside live moments, not generic impressions.
Our relationships with Publicis, WPP and PMG are evidence of that shift. These organizations are not buying media; they are integrating data, engagement and performance into how they activate sport for global clients. The same real-time intent infrastructure that improves sportsbook economics also enables brands to engage fans with precision during moments of peak participation.
This is not traditional advertising. It is participation-driven brand engagement powered by data. A flight advertisement to the Final Four the moment a buzzer-beater sends Duke through. A half-off pint for supporters of
It expands our addressable market beyond betting and positions
iGaming at Scale
The acquisition also meaningfully expands our presence in iGaming. Casino.org and
Like our sports betting environments, these are participation-driven platforms. A user watching a livestream of slots, engaging with demo gameplay or reading detailed comparisons of bonus structures is demonstrating real intent, not passive browsing.
Because we now operate across both sports betting and iGaming intent surfaces, we can connect users between them within regulated environments. That cross-sell capability strengthens lifetime value across the platform and deepens alignment with sportsbook partners.
This expands monetization and reinforces the commercial strength of the overall system.
Revenue Synergies
We have identified four specific revenue synergies that are executable immediately post-close and capable of driving incremental upside beyond our announced plan:
-
Customer Cross-Sell
Genius Sports’ official data rights and product suite now sit alongside Legend’s scaled, high-intent acquisition funnel. This unites premium content with proven customer intent. Upon closing, we can activate cross-sell across our sportsbook and gaming relationships, improving acquisition efficiency and increasing customer lifetime value. Industry experts have had the opposite reaction of the stock market, praising the combination with Legend for this reason. -
Monetization of a Combined Audience Asset
Legend materially expands our first-party audience reach. Combined with Genius Sports’ proprietary data graph, this creates a scaled, privacy-compliant audience asset that can be activated across the advertising ecosystem. This drives higher yield on traffic already within our control and allows Genius to bring a unique and powerful audience graph to other leading ad-driven platforms. -
A Platform for Leagues and Teams to Monetize Their Underutilized Digital Assets
Legend’s technology platform has demonstrated its ability to drive engagement and conversion across owned and operated properties. Our 400+ league and team partners face the same structural need: to better understand and monetize their fan audiences. Applying Legend’s platform across our rights portfolio extends the Genius model from data capture and distribution into audience activation and conversion. -
Distribution of Genius Data and Products Through Legend
We have spent years embedding Genius data and products across the global sports ecosystem, from BetVision to broadcast augmentation and integrity services. Legend provides a scaled, high-traffic distribution surface. Integrating our data and product suite strengthens Legend’s acquisition funnel while expanding the commercial distribution of Genius assets.
As we execute, we will quantify the impact of these four opportunities with discipline. We are confident that this combination enhances both the growth rate and cash flow profile of the business relative to our standalone trajectory.
Building the Operating System of Modern Sport
As I said in my closing remarks at our Investor Day, “If you believe the world will keep watching, betting, streaming, sharing, and engaging with sport, then Genius is the company that you want to invest in.” Legend makes that statement stronger than ever.
Our goal has not changed. We are leading the development of the operating system of modern sport.
That requires infrastructure, intelligence and distribution working together.
Legend strengthens the participation and intent layer of that system.
At our scale, businesses with sustained 20%+ growth, strong EBITDA margins and over 50% free cash flow conversion, and growing, are not common. We believe the quality of those economics, combined with the structural positioning we are building, will ultimately be reflected in how the business is valued.
The way we see it, we have acquired the technology to deliver the participation layer for modern sport at approximately six times EBITDA and created the largest, most valuable new asset class in sport.
The way some of the market is interpreting it, we have overpaid for traffic.
The gap between those views is where asymmetric returns live.
We are comfortable with that gap. Now we execute.
Sincerely,
CEO and Co-Founder
About
We are the trusted partner to over 1,000 sports organizations, including many of the world’s largest leagues, teams, sportsbooks, brands and broadcasters, such as the
Forward-Looking Statements
This report contains forward-looking statements as defined in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, that involve significant risks and uncertainties. All statements other than statements of historical facts are forward-looking statements, including but not limited to statements relating to the closing timeline of the proposed acquisition and the results of the combined company, the preliminary estimates of financial results and our updated financial outlook. These forward-looking statements include information about our possible or assumed future results of operations or our performance. Words such as “expects,” “intends,” “plans,” “believes,” “anticipates,” “estimates,” and variations of such words and similar expressions are intended to identify such forward-looking statements. Although
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Media
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Investors
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