UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2023
Commission File Number: 001-40799
SPORTRADAR GROUP AG
(Translation of registrant’s
name into English)
Feldlistrasse 2
CH-9000 St. Gallen
Switzerland
(Address of principal executive
office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
EXPLANATORY NOTE
On August 30, 2023, Sportradar Group AG issued
a press release titled “Sportradar Announces Participation in Upcoming Conferences and Affirms 2023 Guidance.” A copy of the
press release is furnished as Exhibit 99.1 herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: August 30, 2023
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SPORTRADAR GROUP AG |
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By: |
/s/ Gerard Griffin |
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Name: Gerard Griffin |
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Title: Chief Financial Officer |
Exhibit 99.1
SPORTRADAR ANNOUNCES PARTICIPATION IN UPCOMING
CONFERENCES AND AFFIRMS 2023 ANNUAL GUIDANCE
ST.
GALLEN, Switzerland, August 30, 2023 – Sportradar Group AG (NASDAQ: SRAD) (“Sportradar” or the “Company”),
a leading global sports technology company focused on creating immersive experiences for sports fans and bettors, today announced that
Gerard Griffin, the Company’s Chief Financial Officer, will participate in the following two conferences in September:
| · | Citi’s
2023 Global Technology Conference at the Hilton Midtown hotel in New York City on Wednesday,
September 6, 2023. Sportradar will host investor meetings during the conference. |
| · | Bank
of America’s Annual Gaming and Lodging Conference at the Bank of America Tower in New
York City on September 7, 2023. Sportradar will host investor meetings during the conference. |
Sportradar is reaffirming its annual outlook
range provided on August 9, 2023 for revenue and Adjusted EBITDA1 for fiscal 2023 as follows:
| · | Revenue
in the range of €902.0 million to €920.0 million, representing growth of 24% to
26% over fiscal 2022. |
| · | Adjusted
EBITDA1 in a range of €157.0 million to €167.0 million, representing
25% to 33% growth versus last year. |
| · | Adjusted
EBITDA margin1 in the range of 17% to 18%. |
Sportradar is also providing additional guidance
on the relative weighting of revenue and Adjusted EBITDA1 in the third and fourth quarters of fiscal 2023 as follows:
| · | Third
quarter 2023 should represent approximately 43% of our second half revenue and 52% of our
second half Adjusted EBITDA1. |
| · | Fourth
quarter 2023 should represent approximately 57% of our second half revenue and 48% of our
second half Adjusted EBITDA1. |
About Sportradar
Sportradar Group
AG (NASDAQ: SRAD), founded in 2001, is a leading global sports technology company creating immersive experiences for sports fans
and bettors. Positioned at the intersection of the sports, media and betting industries, the Company provides sports federations, news
media, consumer platforms and sports betting operators with a best-in-class range of solutions to help grow their business. As the trusted
partner of organizations like the NBA, NHL, MLB, NASCAR, UEFA, FIFA, Bundesliga, ICC and ITF, Sportradar covers close to a million
events annually across all major sports. With deep industry relationships and expertise, Sportradar is not just redefining the sports
fan experience, it also safeguards sports through its Integrity Services division and advocacy for an integrity-driven environment for
all involved.
For more information
about Sportradar, please visit www.sportradar.com
CONTACT:
Investor
Relations:
Christin Armacost, CFA, Manager Investor Relations
investor.relations@sportradar.com
Media:
Sandra Lee, EVP of Global Communications
press@sportradar.com
1
Non-IFRS financial measure; see “Non-IFRS Financial Measures and Operating Metrics” and accompanying tables
for further explanations and reconciliations of non-IFRS measures to IFRS measures.
Non-IFRS Financial
Measures and Operating Metrics
We have provided in
this press release financial information that has not been prepared in accordance with IFRS, including Adjusted EBITDA and Adjusted EBITDA
margin. We use these non-IFRS financial measures internally in analyzing our financial results and believe they are useful to investors,
as a supplement to IFRS measures, in evaluating our ongoing operational performance. We believe that the use of these non-IFRS financial
measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial
results with other companies in our industry, many of which present similar non-IFRS financial measures to investors.
Non-IFRS financial measures
should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with IFRS. Investors
are encouraged to review the reconciliation of these non-IFRS financial measures to their most directly comparable IFRS financial measures
provided in the financial statement tables included below in this press release.
| · | “Adjusted
EBITDA” represents profit for the period from continuing operations adjusted for
share based compensation, depreciation and amortization (excluding amortization of sports
rights), impairment loss on other financial assets, remeasurement of previously held equity-accounted
investee, non-routine litigation costs, professional fees for SOX and ERP implementations,
one-time charitable donation for Ukrainian relief activities, share of loss of equity-accounted
investee (SportTech AG), loss on disposal of equity-accounted investee (SportTech AG), foreign
currency (gains) losses, finance income and finance costs, and income tax expense (benefit)
and certain other non-recurring items, as described in the reconciliation below. |
License fees
relating to sports rights are a key component of how we generate revenue and one of our main operating expenses. Such license fees are
presented either under purchased services and licenses or under depreciation and amortization, depending on the accounting treatment
of each relevant license. Only licenses that meet the recognition criteria of IAS 38 are capitalized. The primary distinction for whether
a license is capitalized or not capitalized is the contracted length of the applicable license. Therefore, the type of license we enter
into can have a significant impact on our results of operations depending on whether we are able to capitalize the relevant license.
Our presentation of Adjusted EBITDA removes this difference in classification by decreasing our EBITDA by our amortization of sports
rights. As such, our presentation of Adjusted EBITDA reflects the full costs of our sports right's licenses. Management believes that,
by deducting the full amount of amortization of sports rights in its calculation of Adjusted EBITDA, the result is a financial metric
that is both more meaningful and comparable for management and our investors while also being more indicative of our ongoing operating
performance.
We present
Adjusted EBITDA because management believes that some items excluded are non-recurring in nature and this information is relevant in
evaluating the results of the respective segments relative to other entities that operate in the same industry. Management believes Adjusted
EBITDA is useful to investors for evaluating Sportradar’s operating performance against competitors, which commonly disclose similar
performance measures. However, Sportradar’s calculation of Adjusted EBITDA may not be comparable to other similarly titled performance
measures of other companies. Adjusted EBITDA is not intended to be a substitute for any IFRS financial measure.
Items excluded
from Adjusted EBITDA include significant components in understanding and assessing financial performance. Adjusted EBITDA has limitations
as an analytical tool and should not be considered in isolation, or as an alternative to, or a substitute for, profit for the period,
revenue or other financial statement data presented in our consolidated financial statements as indicators of financial performance.
We compensate for these limitations by relying primarily on our IFRS results and using Adjusted EBITDA only as a supplemental measure.
| · | “Adjusted
EBITDA margin” is the ratio of Adjusted EBITDA to revenue. |
The Company is unable to provide a reconciliation
of Adjusted EBITDA to profit (loss) for the period, its most directly comparable IFRS financial measure, on a forward- looking basis
without unreasonable effort because items that impact this IFRS financial measure are not within the Company’s control and/or cannot
be reasonably predicted. These items may include but are not limited to foreign exchange gains and losses. Such information may have
a significant, and potentially unpredictable, impact on the Company’s future financial results.
1
Non-IFRS financial measure; see “Non-IFRS Financial Measures and Operating Metrics” and accompanying tables
for further explanations and reconciliations of non-IFRS measures to IFRS measures.
Safe Harbor for Forward-Looking Statements
Certain
statements in this press release may constitute “forward-looking” statements and information within the meaning of Section 27A
of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the safe harbor provisions of the U.S. Private
Securities Litigation Reform Act of 1995 that relate to our current expectations and views of future events, including, without limitation,
statements regarding future financial or operating performance, planned activities and objectives, anticipated growth resulting therefrom,
market opportunities, strategies and other expectations, and expected performance for the full year 2023. In some cases, these forward-looking
statements can be identified by words or phrases such as “may,” “might,” “will,” “could,”
“would,” “should,” “expect,” “plan,” “anticipate,” “intend,”
“seek,” “believe,” “estimate,” “predict,” “potential,” “projects,”
“continue,” “contemplate,” “confident,” “possible” or similar words. These forward-looking
statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these forward-looking
statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual outcomes may
differ materially from the information contained in the forward-looking statements as a result of a number of factors, including, without
limitation, the following: economy downturns and political and market conditions beyond our control, including the impact of the Russia/Ukraine
and other military conflicts and foreign exchange rate fluctuations; the global COVID-19 pandemic and its adverse effects on our business;
dependence on our strategic relationships with our sports league partners; effect of social responsibility concerns and public opinion
on responsible gaming requirements on our reputation; potential adverse changes in public and consumer tastes and preferences and industry
trends; potential changes in competitive landscape, including new market entrants or disintermediation; potential inability to anticipate
and adopt new technology; potential errors, failures or bugs in our products; inability to protect our systems and data from continually
evolving cybersecurity risks, security breaches or other technological risks; potential interruptions and failures in our systems or
infrastructure; our ability to comply with governmental laws, rules, regulations, and other legal obligations, related to data privacy,
protection and security; ability to comply with the variety of unsettled and developing U.S. and foreign laws on sports betting; dependence
on jurisdictions with uncertain regulatory frameworks for our revenue; changes in the legal and regulatory status of real money gambling
and betting legislation on us and our customers; our inability to maintain or obtain regulatory compliance in the jurisdictions in which
we conduct our business; our ability to obtain, maintain, protect, enforce and defend our intellectual property rights; our ability to
obtain and maintain sufficient data rights from major sports leagues, including exclusive rights; any material weaknesses identified
in our internal control over financial reporting; inability to secure additional financing in a timely manner, or at all, to meet our
long-term future capital needs; risks related to future acquisitions; and other risk factors set forth in the section titled “Risk
Factors” in our Annual Report on Form 20-F for the fiscal year ended December 31, 2022, and other documents filed
with or furnished to the SEC, accessible on the SEC’s website at www.sec.gov and on our website at https://investors.sportradar.com.
These statements reflect management’s current expectations regarding future events and operating performance and speak only as
of the date of this press release. One should not put undue reliance on any forward-looking statements. Although we believe that the
expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that future results, levels of activity,
performance and events and circumstances reflected in the forward-looking statements will be achieved or will occur. Except as required
by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information,
future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.
1
Non-IFRS financial measure; see “Non-IFRS Financial Measures and Operating Metrics” and accompanying tables
for further explanations and reconciliations of non-IFRS measures to IFRS measures.
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