Buying or Selling a Curaçao-Licensed Casino After the LOK Reform

Curaçao has long been one of the most common licensing jurisdictions for online casinos, and many casinos that come to market carry a Curaçao licence or used to operate under one. The National Ordinance on Games of Chance (known by its Dutch abbreviation, LOK) changed how that licensing works, and the change matters for anyone buying or selling.

What changed

Under the old system, a small number of master licence holders issued sub-licences to operators. Under the LOK framework, operators apply for and hold licences directly with the Curaçao Gaming Authority. Operators that previously relied on a sub-licence have had to move to a direct licence or stop operating under that model.

For M&A, this means the first question about any Curaçao casino is: what exactly is the licence position today?

Questions buyers should ask

• Is the licence held directly by the selling company, or does the casino operate under a white-label or platform provider's licence?
• If it is a direct licence, what is its status, expiry and scope?
• Is there any history of operating under a legacy sub-licence, and was the transition completed?
• What notification or approval does the regulator require for a change of ownership or control?
• Which player markets does the casino serve, and do those markets permit offshore-licensed operators?

Why the structure of the deal matters

A licence is granted to a specific entity after checks on its owners. In most cases it cannot simply be sold as a standalone asset. That leaves three practical routes:

• Share sale – the buyer acquires the licence-holding company. The licence stays with that company, but the new owners will usually need to be approved by the regulator.
• Asset sale – the buyer takes the brand, domains, content and, where lawful, the player database, and operates them under its own licence.
• White-label brand transfer – the buyer takes over the brand and agrees its own terms with the white-label provider whose licence covers the operation.

Effect on value

Buyers price regulatory uncertainty. A Curaçao casino with a clean direct licence, documented compliance and a clear change-of-control route attracts more bidders than one with an unresolved licensing history. Revenue from markets that restrict offshore operators is discounted, and some buyers will exclude it altogether.

Timing

Where the regulator must approve new owners, completion depends on that approval. Build it into the timetable and the share purchase agreement, typically as a condition to completion, with funds held in escrow until it is satisfied.

Practical steps for sellers

1. Assemble the licence documents and all regulator correspondence.
2. Confirm in writing which entity holds the licence.
3. Ask a Curaçao gaming lawyer to set out the change-of-control process and expected timing.
4. Break down revenue by player country.
5. Check that payment providers and the platform will continue after the change of ownership.

A note on verification

Curaçao's regime is still being implemented and its procedures have been updated over time. Anyone relying on a specific requirement should verify it with the regulator or local counsel at the time of the transaction.

CasinosBroker.com advises on the sale and purchase of online casinos, sportsbooks and affiliate businesses across Curaçao, Malta, Anjouan and other jurisdictions. It gives the commercial view on structure and value and works alongside the parties' lawyers on licensing questions.