Hello, and thank you for joining us at short notice. We launched our strategic review in March, which prioritized acquisitions aligned with our M&A framework. We looked at very many opportunities, prioritizing growth and innovation, Underdog stood out. We're clear-eyed about the risks, including the fast-moving regulatory environment and Underdog's product and leadership team are well-placed to win, and we've structured the transaction around performance. Today, we're pleased to announce the acquisition of Underdog, a leading U.S. prediction markets operator. It's a landmark deal that establishes IG as a leader in one of the most significant opportunities across trading, investing, and entertainment, and accelerates our growth in one of the world's largest and fastest-growing consumer finance markets. I'll take you through why we're doing this. Then we'll take your questions.
Underdog gives us an entry into a high-growth adjacent category spanning both Daily Fantasy Sports and prediction markets, initially in sport. Then in time to come across financial markets, culture, and politics. prediction markets are growing fast. Notional volume trade in 2026 is expected to nearly triple on the prior year with around 85% currently in sport. Underdog is one of only three fully vertically integrated providers competing meaningfully in sport, and it brings nearly a million mobile-first monthly active users with strong brand equity. What's particularly valuable is the license stack. Underdog owns a fully integrated set of licenses and market infrastructure spanning brokerage, exchange, clearing, and market making. This gives it full control over product, economics, and risk across Daily Fantasy Sports and prediction markets.
The transaction structure aligns a substantial share of value with delivery split between an upfront payout, an earn-out, and a management incentive plan. We expect the acquisition to be broadly neutral to adjusted EPS in year one, double-digit percent accretive by year three, and to deliver a return on invested capital in excess of IG's weighted average cost of capital in year three. Together with the proposed re-domicile of IG's parent company to Jersey and our refreshed organizational model, the strategic review the board launched in March is now substantively complete. We continue to work through incremental growth and efficiency initiatives and will present IG's refreshed strategy guidance and capital allocation framework at a strategy update on the 22nd of October. Underdog is growing rapidly with significant potential in a large and fast-growing market. Net revenues for the 12 months to June 2026 was $466 million, up 21%.
That continues a strong trajectory from $9 million in 2021 revenues to $441 million in 2025, growth of 63% in that final year. Monthly active users reached nearly 1 million, up 39%. Underdog is the second-largest operator by revenue in its heritage product, Daily Fantasy Sports. Since launching prediction markets in September 2025, it has traded the third highest U.S. regulated notional flow in the U.S., including prediction and DFS combination trades behind only Kalshi and Robinhood. This shows how quickly its Daily Fantasy Sports heritage and installed user base are moving onto prediction market rails. Let's now look at the customer base. Underdog's strong revenue growth reflects a large and rapidly expanding customer base.
Cumulative depositing customers have grown from just over 14,000 in 2021 to just under 5 million at the end of last year, and active customers, those trading at least once in the year, from 14,000 to 3.2 million. This base has been built efficiently through a differentiated product-first proposition and a strong brand. It's a young audience delivering that growth with over 60% of monthly active users are under 30 and over 80% are under 40 years of age. A mobile-first community comfortable with fast duration, short duration risk-taking, and complementary to IG's existing customer base. Daily Fantasy Sports or DFS has been the engine of Underdog's growth, let me start there. DFS is a skill-based contest format built on athlete statistics. In the U.S., it has long been treated as a game of skill, a status that predates and is distinct from state-regulated sports betting.
That format is also a constraint. It limits Underdog to around a third of what its customers want. Prediction markets change that. Underdog now owns the full license stack across three critical functions, giving end-to-end control of product, economics, and risk across both DFS and prediction markets. It owns the FCM or the brokerage, which takes customer orders, and the DCM, which is the CFTC-licensed exchange that lists and trades event contracts. It also owns the DCO, which is the clearinghouse, which holds collateral and settles trades. Vertical integration across these three pieces of market infrastructure unlocks a complete sports offering delivered through event contracts in around 50 states under a single federal regulatory regime. Turning next to what Underdog has achieved to date and how that's translating into a step change in growth.
Underdog launched prediction markets in limited form in September 2025 and expanded to 30 states, including prediction market parlays in November. In April, it integrated Kalshi into its FCM brokerage, giving customers access to a broader range of contracts. Update has been rapid. The next leg is Underdog's own exchange, which launched this month. As Underdog has given customers more, they've engaged more. In Q2 2026, average monthly handled per active customer was up over 50% year-on-year, and monthly active users was up over 60%. This early progress is very encouraging. Prediction markets offer a simple, intuitive format, highly accessible to novice and experienced traders, and to customers used to sports gaming. Prediction markets are growing fast, sport is the largest and fastest-growing part of this market.
With more than 50 million U.S. sports bettors and DFS players already comfortable with this style of risk-taking, there's a huge pre-converted pool that Underdog is well-placed to capture. We recognize this is a competitive landscape, we admire the companies on this slide. Underdog has a clear right to win. It is built for sports. It has a large sports-first customer base who are used to fast, real-time risk-taking. The wallets, the KYC, the brand are already in place, moving into prediction markets is close to friction-free. That's what sets it apart from competitors, which are built for more sophisticated traders than for sports fans. One of the keys to Underdog's success is its product engineering capability and product velocity. Its founder-led, product-first culture has delivered a differentiated proposition in sport, driving exceptional growth and strong brand equity. That's what we're acquiring here.
Not just the license stack and market infrastructure, but an exceptional team that ships category-leading product fast. If sport is where Underdog has won, it's not where the opportunity ends. The infrastructure is category agnostic. The same licensing stack, exchange, and clearing capability, the same intuitive product, none of this is specific to sport. A single outcome event contract works just as well on an economic data print, election, or cultural moment as on an NFL game. The platform Underdog built for sport is a platform for trading events of any kind, and this is where IG comes in. Financial markets are our home turf. Decades of expertise in pricing, risk, and regulated trading. Underdog brings industry-leading product velocity and engaged audience. We bring deep markets capability. Together, there's a genuine right to win as prediction markets expand into crypto, financial markets, politics, and culture.
Sport is the beachhead. The prize is far bigger. Turning now to Underdog's leadership team, who are critical to drive the growth of the business. Underdog is a founder-led, product-first franchise. Jeremy Levine, co-founder and Chief Executive Officer, previously founded DRAFT. That was a business I brought to Paddy Power Betfair as Chief Executive Officer in 2017. Jeremy also founded StarStreet, which was acquired by DraftKings. Underdog's co-founder and Chief Product Officer, Brandon Stakenborg, was part of the early team at DRAFT. They're backed by a strong leadership team. I've known this business for many years and invested in Underdog as an early-stage investor well before I joined IG. I retain a small holding in the business, which I disclosed to the board when this transaction began. That long association gives me strong conviction in the team and in the opportunity ahead.
I'm particularly looking forward to welcoming the Underdog leadership team to IG. This deal is firmly aligned with IG's strategic focus on product, culture, and efficiency. On product, Underdog closes a gap in the high-growth category and broadens our appeal to a younger demographic. On culture, it brings an unrelenting focus on customers and product velocity. On efficiency, Underdog's a highly scalable platform and attractive marketing paybacks. Together, we unlock a large mobile-first user base, and we can scale Underdog's product through tastytrade in the U.S. IG's compliance capability will help Underdog move faster. As one business, we can grow faster and generate more value than either of us could alone. You've seen a version of this slide before. Underdog materially broadens IG's addressable market. Alongside our existing exposure in OTC derivatives, futures and options, stock trading and crypto, prediction markets are a new fast-growing category.
It meaningfully increases our combined TAM and our ability to accelerate top-line growth further into double-digit territory. With that, I'll hand over to Clifford to take you through the financial highlights.
Thanks, Breon. Underdog more than doubles IG's U.S. revenue and increases our U.S. active customers more than tenfold. On a pro forma basis in 2025, the U.S. would have accounted for around 40% of total group revenue against around 22% standalone. It also diversifies our revenue by product. Combining Underdog's 2025 results with IG's, prediction markets and DFS would represent 25% of combined group revenue, reducing reliance on any single product line. It also transforms our demographic profile, lowering IG's average customer age from around 42- 34 on a pro forma basis. Let me walk you through the structure. The $1.1 billion up front is fixed. The enterprise value for 100% of Underdog at closing, or 2.4x net revenue for the 12 months to 30th of June 2026. On top of that, an earn-out contingent on 2026 revenue and positive EBITDA and capped.
Separately, a management incentive plan that sits outside the purchase price, rewarding eligible employees for 2028 and 2029 EBITDA delivery and self-funded by Underdog's earnings. On funding, new IG equity alongside new debt A bridge initially, then longer-term financing to pay the cash to sellers and refinance Underdog's existing borrowings. We remain committed to our investment-grade rating throughout. We expect pro forma gross leverage to be under 2x EBITDA at the end of 2026, deleveraging from there, with our solvency ratio within the 160%-200% target range. Next, lockups. The consideration structure is designed to retain and incentivize management. Underdog's founders receive around 2% of IG's enlarged share capital on completion under the longest lockups. Five institutional shareholders receive around 3% in aggregate, released on a faster schedule. Smaller holders are largely unrestricted. The Management Incentive Plan, or MIP, adds a further layer of alignment.
Closing is expected in late 2026 or early 2027, subject to regulatory and antitrust clearance. Now to how this deal meets our M&A criteria. Strategically, Underdog delivers the vision set out in our strategic review. Financially, the deal meets our M&A criteria on EPS accretion and returns. Finally, transaction structure aligns a meaningful share of value with future performance, and Underdog will operate as a commercially standalone business, mitigating execution risk. Let me turn to what this means for our financials. Starting with revenue, our standalone guidance is unchanged and Underdog adds to it. It's growing at a stronger double-digit rate, so once the deal completes, we expect the combined group to grow above our organic standalone level of 10%.
On earnings, as Breon set out, the deal is broadly neutral to adjusted EPS in year one and double-digit accretive by year three, with return on invested capital exceeding our cost of capital by that same point. Fully in line with our M&A criteria. On the balance sheet, we stay disciplined and remain committed to our investment-grade credit rating. On capital returns, our dividend policy is unchanged. We intend to pause the current buyback, expecting to consider resuming it in 2027 following completion of the redomicile and subject to share price performance and other demands on capital. With that, I'll hand back to Breon.
Thank you. To conclude with this slide, which we've seen before, Underdog gives IG entry into a high-growth adjacent in prediction markets and diversifies our revenue growth drivers. It brings a complementary customer base and one already comfortable with short-duration risk. It comes with a valuable integrated license stack, which gives us full control over product economics and risk across DFS and prediction markets. As Clifford has set out, the return profile is attractive. Before we wrap up, a brief word on our H1 results, which we've also announced today. We'll cover these in full on another call, so I'll keep it to the headlines. It's been a strong first half. Our strategy has delivered a step change in growth, and Underdog will take that further.
Starting with customer acquisition, we delivered a sixth consecutive quarter of sequential growth in active customers, the best single indicator of the health of the business. Organic active customers is up 13%, organic first trades up 74%. Second, growth was broad-based across every product. Faster product velocity, disciplined marketing spend, and supportive market conditions resulted in organic total revenue up 17% and 20% organic net trading revenue growth. As we upgraded in May, our outlook targets organic total revenue growth of at least 10% a year beyond 2026 from our 2025 base of around GBP 1.1 billion. Third, we sustained strong margins. The first half EBITDA margin was 44%, with continued investment in growth, higher marketing spend, and costs associated with the strategic review, partly offset by a lower cost to serve. Fourth, Underdog transforms our future growth.
As we set out, the acquisition opens up a large, fast-growing U.S. Daily Fantasy Sports and prediction markets. The acquisition transforms our U.S. footprint and accelerates standalone revenues and EPS growth. This month, we set out plans to redomicile and a refreshed organizational model. Together with the acquisition of Underdog, the strategic review we launched in March is now substantively complete. We'll present our refreshed strategy at a strategy update on the 22nd of October. In summary, these are a strong set of results and a strong platform from which to acquire Underdog. Thank you for listening. We'll now take your questions.
We will now start the Q&A. If you are dialed into the call and wish to ask a question, please use the raise hand function at the bottom of your Zoom screen. We'll take our first question from Ian White at Autonomous Research. Please unmute your line and go ahead.
Hi there. Thanks for the presentation and for taking my questions. There'll be three from my side, please. First up, sorry if I missed this detail, but for Underdog today, what share of revenue comes from prediction market products versus the DFS products, please? That's question one. Secondly, what are the low-hanging fruits here? The statement makes reference to migration of Underdog's prediction market contracts, I think, onto its own infrastructure from July. I wondered whether the additional capabilities you acquired would perhaps help you to internalize some clearing functions at tastytrade that currently go out to a clearing partner. I'm thinking about sort of things that would make the 1H 2026 financials for Underdog sort of immediately more attractive, basically from those two changes or anything else that you have in mind.
Thirdly, in terms of your overall growth ambitions, what's the balance between cross-selling existing customers in Underdog and tastytrade, versus simply basically getting into an attractive market and vertical in the U.S. and growing Underdog's customer base outright, please. Thank you.
Ian, hi. Good evening. I'll start and take those three in order. More broadly, thank you to anyone, or thank you to all who've joined us this evening. It's pretty much de minimis. On page 30 of the deck, you'll see the evolution of Underdog's revenue model. Underdog, as you kind of inferred from your second question, has taken more of the technology and licensing stack in-house, and we think there's monetization opportunities from that. As of right now, less than 1% of Underdog's handle is taken through prediction markets. The second question, by owning more of the technology stack, we have more control on how customers' needs are served. We believe there's monetization opportunities that will come through that in time.
To your last question about the broader synergistic opportunity within the group, I think tonight's questions are largely about Underdog, such as it is, one of the fastest-growing, perhaps the fastest-growing sports platform in the U.S. in the last six years with a real obsession about solving customer needs and demand around sports. Longer term, one might start to think about how that product can be offered internationally. You'll obviously see that we have some interesting experience with our 15 or 16 licenses internationally. I think also, given the move of Underdog to a CFTC licensing framework and a prediction and a CFTC licensing stack that has synergies for and from our tastytrade business in Chicago that has operated in such a format over many years.
Can I just add one thing? Ian, if you take a look at page 30, bottom right, you can see we've set out a split of handle, which is total dollars waged, as between DFS and prediction markets. Actually, while prediction markets was modest at 14% in 2025, year- to- date, first half was a sort of transition period. We expect the future, if you like, to be very largely prediction markets, almost exclusively prediction markets.
Thanks. That's helpful.
As a reminder, if you are dialed into the call and wish to ask a question, please use the raise hand function at the bottom of your Zoom screen. There are no further questions. I will hand back to management for closing remarks.
Thank you. Guys, I know market convention is to announce press releases at 7:00 A.M. We felt it was better to announce it this evening to give people a chance to mull it over overnight, also in consideration of our colleagues in the U.S., indeed our future colleagues at Underdog, who would be waking up to this deal if we announced it tomorrow morning. This call and the presentation earlier will be available through the night and through the early morning. We will also do a normal update call on the half one results, which I'm pleased to say evidence good progress at the IG Group as well.
Martin, the Investor Relation team, Clifford, and myself will be available over the next few hours and from early tomorrow, and we look forward to talking to you about what we think is a truly transformational deal for the IG Group, and talking you through our logic and our excitement about that tomorrow. Thank you for joining us this evening. I'm sure we'll pick this up again tomorrow.