If you already hold a Belgian licence, why would you ever buy another one? That question sits at the centre of the Gaming1 Carousel Group acquisition, and the answer explains more about where regulated iGaming is heading than any conference panel will.
Gaming1 has agreed to acquire Pac-Man NV, the parent company of Carousel Group, taking control of its Belgian licence and digital operations, according to reporting by Focus Gaming News. The deal builds on an existing commercial relationship between the two companies rather than starting one, which tells you the due diligence was largely done long before the paperwork.
What Gaming1 actually bought
The target here is a holding company, not a brand. Pac-Man NV sits above Carousel Group, and what transfers with it is the licensed entity plus the digital business attached to it: the permit, the platform relationships, the player base, the compliance history with the Belgian regulator, and the operating team that keeps all of it inside the rules.
That distinction matters. In an unregulated or grey market, an acquisition is mostly about traffic and technology. In a licensed market, the corporate shell itself carries value, because the licence is not freely transferable in practice and the Gaming Commission has to be told who sits behind it: Belgian licence holders in categories A, B, E and F1 must notify the regulator of any change in their shareholder structure. Buying the parent is the cleanest way to inherit a permission you cannot simply apply for on demand.
Gaming1, headquartered in Liège, is one of Belgium’s larger operators and also sells B2B content and platform services abroad. It was already familiar with Carousel’s operations through partnership, so the integration risk that sinks a lot of gaming deals, mismatched tech stacks, surprise liabilities, a compliance skeleton in a cupboard, is materially lower than in a cold acquisition.
Belgium is a walled garden, and that is the whole point
The Belgium online casino market is one of Europe’s most restrictive, and restriction is exactly what makes an existing licence worth paying for.
Belgium ties online gambling permits to land-based ones. An online casino licence exists as a supplement to a physical casino licence, an online arcade licence to an arcade permit, and so on. Because the number of land-based licences is capped, the number of online licences is effectively capped too. You cannot conjure a new one by hiring a compliance officer and filing a form. Either a licence holder sells, or you stay out.
Layer on the rest of the Belgian regime and the logic tightens further:
- A broad advertising ban has been in force since 2023, stripping operators of the mass-market channels they use elsewhere to buy growth.
- The minimum age for online casino and betting was raised to 21 for most products, shrinking the addressable market.
- Default deposit limits apply per player per operator, capping how much revenue a single customer can generate without additional checks.
Read those three together and you get the commercial punchline. In a market where you can barely advertise, an existing customer database is not a nice-to-have, it is close to irreplaceable. Organic customer acquisition in Belgium is slow and expensive by design. Acquiring a licensed operator with players already on the books buys back the growth channel the law removed.
Buy or build: the honest comparison
Operators love to talk about “optionality”, but entering a regulated market really comes down to two paths. Here is how they compare on the factors that decide the question.
| Factor | Acquisition | Organic entry (build a licence) |
|---|---|---|
| Time to revenue | Immediate on completion, with the Gaming Commission notified of the change in shareholder structure | Months to years, depending on licensing queues and local requirements |
| Licence availability | Works in capped markets where no new permits are issued | Only possible where the regulator still accepts applications |
| Upfront cost | High and concentrated: purchase price paid for future cash flow | Lower at the start, but sustained spend on legal, tech, and marketing |
| Customer base | Inherited, with known deposit and retention behaviour | Built from zero, which is punishing under advertising restrictions |
| Compliance risk | Inherited, including any historical breaches or unresolved audits | Controlled from day one, built to current standards |
| Cultural and technical fit | Integration risk: duplicated platforms, teams, and reporting lines | Clean, single stack, but no shortcuts and no local know-how |
My verdict, and it is not a neutral one: in mature, capped, marketing-restricted markets, buying wins on almost every measure that matters to a board. In young markets where licences are still being handed out and advertising is permitted, building is usually the better value. Belgium is firmly in the first category. That is why the gaming operator acquisition route keeps being chosen there, and why anyone waiting for a wave of shiny new Belgian entrants is going to be waiting a while.
The caveat is real, though. Acquisitions transfer liabilities as well as licences. You inherit past marketing practices, historical player protection failures, and whatever the regulator has on file. A prior commercial relationship, as Gaming1 had with Carousel, is worth a lot precisely because it reduces that unknown.
Why iGaming M&A keeps accelerating
iGaming M&A is not speeding up because dealmakers are bored. Several structural pressures push in the same direction.
Compliance is now a fixed cost, and fixed costs favour scale. Anti-money-laundering monitoring, affordability checks, self-exclusion integration, regulatory reporting, audits, certified RNG testing, local data handling. Most of that spend barely changes whether you have 20,000 or 200,000 players. Spread it across a bigger revenue base and the margin difference against a small operator becomes brutal.
Every new market is a new legal project. Europe has fragmented into dozens of national regimes with their own tax rates, product restrictions, bonus rules, and advertising codes. Running ten markets means ten compliance functions unless you can centralise them, which again rewards size.
Marketing restrictions have repriced player databases. Where advertising is curtailed, growth cannot be bought at the top of the funnel. It has to be bought at corporate level instead. This is the most underrated driver of consolidation in Europe right now.
Tax and channelisation squeeze the weakest first. Rising gaming duties compress margins, and compressed margins push subscale operators toward either a sale or an exit.
None of this is unique to gambling, it is the standard life cycle of a regulated industry. What is distinctive is how quickly it has happened. A sector that was still largely licence-light a decade ago now looks structurally closer to regulated financial services.
What it means for everyone smaller than Gaming1
Online casino consolidation leaves mid-size operators with a narrower set of realistic choices: specialise, supply, or sell.
Specialising means owning a niche the giants handle badly, a specific vertical, a local language and payment culture, a distinctive live product. Supplying means turning capability into B2B revenue rather than fighting for players, which is exactly the hedge Gaming1 built with its own content and platform business. Selling means recognising that your licence and your database are worth more inside someone else’s group than as a standalone business.
For competition, the picture is mixed and I would not pretend otherwise. Fewer, better-capitalised operators generally mean more reliable payouts, stronger responsible gambling tooling, and cleaner compliance. They also mean less pricing pressure, fewer genuinely new product ideas, and a smaller set of brands deciding what players see. Regulators that cap licence numbers get safer markets and less choice at the same time. That trade-off is a policy decision, not an accident.
Expect more deals shaped like this one: not headline-grabbing mega-mergers, but licensed entities quietly changing hands between parties that already know each other, in markets where a permit is the scarcest asset on the balance sheet.
Frequently asked questions
What is iGaming consolidation?
It is the trend of online gambling operators and suppliers merging or being acquired, so that a smaller number of larger groups control more of the licensed market. It is driven mainly by compliance costs, market fragmentation, and the value of existing licences and player bases.
Why do gaming companies acquire competitors?
To buy things that are hard to build: a licence in a capped market, a player database in a market where advertising is restricted, local compliance expertise, and immediate revenue. Scale also spreads fixed regulatory and technology costs across more turnover.
How do operators enter regulated markets?
Either by applying for a local licence and building from zero, or by acquiring a company that already holds one. Requirements differ by jurisdiction: in Belgium, holders of A, B, E and F1 licences must notify the Gaming Commission of any change in their shareholder structure, rather than obtain prior approval for a change of control, and the licensed entity still has to keep meeting all of its licence conditions afterwards.
Does a deal like this change anything for players?
Usually little in the short term. Brands, accounts and balances typically continue under the same licence while integration happens. Player protection tools, deposit limits, self-exclusion and the licensing regulator’s rules stay in force regardless of who owns the parent company, and anyone gambling should keep using those limits.
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