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 October 2025
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
As previously disclosed on March 19, 2025, Sportradar Group AG (the
“Company”) entered into a transaction agreement (the “Agreement”) with IMG Arena US Parent, LLC (“IMG ARENA”),
WME IMG, LLC, OB Global Arena Holdings LLC and Endeavor Operating Company, LLC for the acquisition of 100% of the outstanding equity interests
of IMG ARENA (the “IMGA Acquisition”). On October 3, 2025, the U.K. Competition and Markets Authority (the “CMA”)
unconditionally cleared the proposed IMGA Acquisition. The receipt of the CMA’s approval represents satisfaction of a significant
regulatory closing condition to the proposed transaction. As a result, the parties intend to consummate the transaction in the ordinary
course, subject to the satisfaction or waiver of the remaining closing conditions contained in the Agreement. Until that time, the companies
will continue to operate as separate and independent entities.
Forward-Looking Statements
Certain statements in this Report on Form 6-K 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 the closing of the IMGA Acquisition and the intent to
operate as separate and independent entities. 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 such as acts or war or terrorism
and foreign exchange rate fluctuations; pandemics could have an adverse effect 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 and products,
including efficiencies achieved through the use of artificial intelligence; 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; difficulties in our ability to evaluate, complete and integrate acquisitions
(including the proposed IMGA Acquisition) successfully; 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; 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, 2024, 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 Report
on Form 6-K. 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.
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: October 3, 2025
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SPORTRADAR GROUP AG |
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By: |
/s/ Michael C. Miller |
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Name: Michael C. Miller |
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Title: Chief Legal Officer |
