Brightstar Lottery PLC filings document the regulatory disclosures of a foreign private issuer operating a global lottery technology and services business. Form 20-F and annual report materials describe the company's business overview, financial performance, sustainability reporting, principal risks and uncertainties, governance, directors' remuneration, and consolidated and parent financial statements.
Form 6-K current reports cover AGM notices and proxy materials, audited annual reports, quarterly and annual results releases, dividends, ordinary share repurchases held in treasury, senior secured multicurrency revolving credit facilities, and board and governance updates. The filings also disclose capital-structure matters, credit covenants, guarantees and collateral arrangements, and risk factors tied to Brightstar's lottery operations.
Brightstar Lottery PLC director Tondato Da Ruos Gian Mario has filed an initial ownership report showing his equity stake in the company. He directly holds 96,257 ordinary shares and 14,801 restricted share units. Each restricted share unit represents a right to receive one ordinary share and is scheduled to vest on May 12, 2026, with no expiration date.
Brightstar Lottery PLC Executive VP and CFO Chiara Massimiliano filed an initial ownership report showing equity incentives and share holdings. She holds performance share units tied to 2022-2024 and 2023-2025 results covering 43,000 and 73,260 underlying ordinary shares, plus 71,641 restricted share units and 240,082 ordinary shares. The performance share units vest in two installments after each three-year period, while the restricted share units vest in three annual installments on July 14 of 2026, 2027 and 2028.
Brightstar Lottery PLC filed its 2025 Annual Report on Form 20-F with the U.S. Securities and Exchange Commission. The report contains the company’s audited financial statements for the year ended December 31, 2025, giving a full picture of its yearly financial performance.
The annual report is available through the company’s investor relations website as well as on the SEC’s website. Security holders can also request a free hard copy of the Form 20-F directly from Brightstar Lottery’s corporate secretary office in London.
Brightstar Lottery PLC (BRSL) reported 2025 revenue of $2.511 billion, compared with $2.512 billion in 2024. It completed the sale of IGT Gaming on July 1, 2025, receiving $4.0 billion in cash proceeds; discontinued operations included a $77 million gain on sale, net of tax.
Cash from continuing operating activities was negative $193 million in 2025, versus $709 million provided in 2024. The company attributed the decrease primarily to $926 million paid for the first two installments of the new Italian Lotto license; excluding those payments, cash generated from operating activities would have been $733 million. Total available liquidity was $3.036 billion at December 31, 2025, compared with $1.948 billion a year earlier.
Long-term lottery operating contracts, facilities management contracts and lottery management agreements represented approximately 92% of 2025 consolidated revenue. Revenue from services for Italian Lotto was approximately 18% of total revenue in 2025, while Italian Scratch & Win services were approximately 19%. Recurring revenue from the top 10 customers outside Italy accounted for approximately 35% of 2025 total revenue.
Brightstar Lottery PLC reported mixed fourth quarter and full-year 2025 results, stronger on adjusted metrics than on headline profit. Q4 revenue rose to $668 million, up 3% year over year, and Adjusted EBITDA increased 5% to $304 million, helped by a 3.5% same-store sales gain driven by U.S. multi-state jackpots and iLottery.
For 2025, revenue was essentially flat at $2.51 billion, while income from continuing operations fell to $135 million and GAAP diluted EPS from continuing operations slipped to a slight loss of $0.01. However, adjusted diluted EPS from continuing operations climbed 36% to $0.91 as non-recurring items, foreign exchange swings, and restructuring weighed on reported figures.
The company emphasized balance sheet strengthening and capital returns. Net debt dropped 43% to $2.72 billion, bringing net debt leverage down to 2.4x, after more than $2 billion of debt reduction. Brightstar returned over $1 billion to shareholders in 2025, including $770 million of dividends and $271 million of share repurchases, and it declared a higher regular quarterly cash dividend of $0.23 per share. Large cash outflows for the Italy Lotto upfront license fee totaled $926 million in 2025, with a remaining $1.68 billion installment due in the second quarter of 2026.
Looking ahead, Brightstar guides 2026 revenue to $2.50–$2.55 billion and Adjusted EBITDA to $1.16–$1.19 billion, reflecting more than 5% organic revenue growth and contributions from cost savings initiatives, partly offset by about $50 million of incremental growth investments. Management projects roughly $400 million or more in annual free cash flow after the 2025–2028 peak capital expenditure cycle. Governance changes include appointing veteran diplomat Mariangela Zappia as an independent non-executive director and her joining the Nominating and Corporate Governance Committee. Chief Financial Officer Max Chiara will not stand for Board re-election at the next Annual General Meeting but will continue serving as CFO, supporting the company’s goal of increasing Board independence.
Lazard Asset Management LLC has reported a significant holding in Brightstar Lottery PLC on a Schedule 13G. As of December 31, 2025, Lazard beneficially owned 9,504,747 Equity shares, representing 5.0% of the class. Lazard has sole power to vote and dispose of all these shares, with no shared voting or dispositive power.
Lazard states that the securities were acquired and are held in the ordinary course of business, and not for the purpose of changing or influencing control of Brightstar Lottery PLC. The issuer is based in London, and the filing classifies Lazard as an institutional investment adviser filer under the 13d-1(b) framework.
Brightstar Lottery PLC reported that it repurchased 1,552,352 ordinary shares under its previously announced $500 million share repurchase program. The company paid a total of $22,242,727.17 for these shares, which will be held in treasury rather than remaining in public circulation.
The ordinary shares have a nominal value of $0.10 each and were bought in several tranches between January 16, 2026 and February 6, 2026. During this period, the highest price paid per share was $15.43 and the lowest price was $13.81, illustrating the range at which the company was willing to buy back its stock in the market.
Brightstar Lottery PLC reported that it repurchased 1,442,700 ordinary shares under its previously announced $500 million share repurchase program. The purchases were made between December 19, 2025 and January 9, 2026 at maximum prices ranging from $16.03 to $15.66 per share and minimum prices from $15.78 to $14.98 per share, for a total cost of $22,586,492.64. The repurchased shares are being held in treasury, which reduces the number of shares available in the market.
The company also changed the address of its principal executive office to 2 and 3 Eldon Street, Fifth Floor, London, EC2M 7LS, United Kingdom, effective January 12, 2026.
Brightstar Lottery PLC reported further activity under its share repurchase initiatives. The company received 1,661,519 ordinary shares on December 3, 2025 as the final delivery under its $250 million accelerated share repurchase plan, bringing total shares repurchased through that plan to 15,234,554 at an average price of $16.4101 per share. All of these shares are being held in treasury.
Brightstar Lottery PLC also repurchased 337,510 additional ordinary shares delivered on December 12, 2025 under its $500 million share repurchase program, executed within Rule 10b5-1 and Rule 10b-18 parameters under the U.S. Securities Exchange Act of 1934. These shares are likewise being held in treasury.
Brightstar Lottery PLC is refinancing a major portion of its debt by pricing $750,000,000 of new 5.750% Senior Secured Notes due 2033, co-issued with a wholly owned subsidiary and guaranteed by certain other subsidiaries. Settlement of the notes is subject to customary closing conditions and is expected on December 15, 2025, and application has been made to list them on the Global Exchange Market of Euronext Dublin.
The company intends to use the proceeds, together with cash on hand, to redeem $750,000,000 of its outstanding 6.25% Senior Secured Notes due January 15, 2027 at a redemption price of $1,012.20 per $1,000.00 principal amount on December 16, 2025, and to pay related debt issuance costs. The redemption is conditional on the issuers receiving at least $750,000,000 in gross proceeds from the new notes sale.