8-K: Flutter Entertainment Commences Trading on NYSE, Proposes Primary Listing Move to US

Flutter Entertainment has begun trading on the New York Stock Exchange (NYSE) and is proposing a transition of its primary listing to the US.

Summary

• Flutter Entertainment's ordinary shares commenced trading on the New York Stock Exchange (NYSE) on January 29, 2024, under the ticker symbol FLUT.
• The company's secondary listing on Euronext Dublin was cancelled on the same day.
• Flutter retains its premium listing on the London Stock Exchange (LSE) where its shares continue to trade under the ticker symbol FLTR.
• The company is proposing to move its primary listing to the NYSE, a decision that will be put to shareholders at the 2024 AGM on May 1, 2024.
• If approved, the transition is expected to be effective in late Q2 or early Q3 of 2024.
• Following the transition, Flutter intends to maintain its UK listing as a secondary listing.
• The company believes a US primary listing is the natural home for Flutter given FanDuel's leading position in the US market.

Sentiment

Score: 8

Explanation: The document conveys a positive outlook with the commencement of trading on the NYSE and the proposed primary listing move, indicating a strategic step for growth and access to capital.

Positives

• The NYSE listing enhances the group's profile in the US.
• It will better enable the recruitment and retention of US talent.
• The move provides access to deeper capital markets and new US domestic investors.
• It is expected to provide greater overall liquidity in Flutter shares.
• The US primary listing provides optionality to pursue access to important US indices.
• The company believes a US primary listing is the natural home for Flutter given FanDuel's leading position in the US.

Risks

• The primary listing transition is subject to shareholder approval at the 2024 AGM on May 1, 2024.
• The transition is expected to be effective in late Q2 or early Q3 of 2024, which introduces a period of uncertainty.

Future Outlook

The company expects the US market to contribute the largest proportion of profits in the near future and intends to maintain its UK listing as a secondary listing after the primary listing moves to the US.

Management Comments

• Peter Jackson, Chief Executive, stated that the NYSE listing is a pivotal moment for the Group, making Flutter more accessible to US-based investors and providing access to deeper capital markets.
• He also noted that a US primary listing is the natural home for Flutter given FanDuel's #1 position in the US.

Industry Context

This move reflects a growing trend of international companies seeking primary listings in the US to access larger capital markets and a broader investor base, particularly for companies with significant US operations like Flutter's FanDuel.

Comparison to Industry Standards

• Other international companies with significant US operations, such as CRH plc, have also pursued primary listings in the US to enhance their access to capital and investors.
• The move to the NYSE is similar to other companies seeking to align their primary listing with their largest market, which in Flutter's case is the US through FanDuel.
• The dual listing strategy, maintaining a secondary listing in the UK, is a common approach to ensure existing investors can continue to hold shares.

Stakeholder Impact

• Shareholders will have the opportunity to vote on the proposed primary listing move.
• US-based investors will have greater access to Flutter shares.
• The move is expected to enhance the company's profile and access to capital, potentially benefiting all stakeholders.
• Existing shareholders will be able to continue to hold Flutter shares through the secondary listing on the LSE.

Next Steps

• Shareholders will vote on the proposal to move the primary listing to the NYSE at the 2024 AGM on May 1, 2024.
• The transition to a primary US listing is expected to occur in late Q2 or early Q3 of 2024.
• Further details will be communicated ahead of the AGM.

Key Dates

Keywords

NYSE, Primary Listing, US Listing, Flutter Entertainment, Shareholder Vote, Capital Markets, FanDuel, Secondary Listing, LSE, Euronext Dublin