NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE UNITED STATES, CANADA OR JAPAN.
LONDON STOCK EXCHANGE (LSE): GAN | IRISH STOCK EXCHANGE (ISE): GAME
Result of General Meeting
London & Dublin | June 7, 2018:
GAN plc (“GAN” or the “Company”), an award-winning developer and supplier of enterprise-level B2B Internet gaming software, services and online gaming content in the United States, advises that all resolutions notified to shareholders on May 22, 2018 and proposed at the General Meeting of the Company held today, June 7, 2018, were duly passed and, accordingly, shareholders have approved the subscription by new investors for 15,000,000 new shares in the capital of the Company. The subscription has raised gross proceeds of £7.5m for the Company.
The Company plans to use the net proceeds of the Subscription to substantially increase GAN’s software engineering and operational resources to better serve existing major US clients’ services such as the WinStar.com Overseas Internet Casino, launch new US clients and new services in the US in anticipation of Internet sports betting following the US Supreme Court’s decision to lift the Federal Ban on sports betting delivered on May 14, 2018.
Proceeds from the Subscription will also be used to repay in full the £2,001,483 9% Convertible Unsecured Loan Notes 2022 issued by GAN in April 2017, in order to strengthen the Company's balance sheet, it thereby being debt-free and capitalized to levels the Directors of GAN believe are reasonably required to serve major multi-property and multi-State casino groups in the US.
Application has been made to the London Stock Exchange and Euronext Dublin for the Subscription Shares to be admitted to trading on AIM and the ESM, respectively. Admission of the Subscription Shares will become effective and dealings will commence in the Subscription Shares at 8.00 a.m. on June 8, 2018. The enlarged issued share capital of the Company on Admission is 85,051,924.
Dermot Smurfit, CEO of GAN commented:
“This strategic capital raising exercise, completed today, positions GAN to consolidate its US market position and capture substantial incremental revenue opportunities available resulting from both Internet gaming and sports betting regulation in New Jersey, Pennsylvania and other US States expected to regulate Internet gambling in the near future.”
This announcement contains inside information as defined in EU Regulation No. 596/2014 and is in accordance with the Company's obligations under Article 17 of that Regulation.
Capitalised terms used, but not defined in this announcement, have the same meanings as set out in the Circular.
For further information please contact:
GAN | Overview
||The Equity Group
|Chief Executive Officer
|+44 (0) 20 7292 6262
(Nominated Adviser and ESM Adviser)
John Frain / Barry Murphy
+353 1 679 6363
+44 20 7933 8780
GAN is a leading B2B supplier of Internet gaming enterprise software-as-a-service solutions to the US land-based casino Industry. GAN is listed on the ESM Market of the Irish Stock Exchange and the AIM Market of the London Stock Exchange under the ticker: GAN
The Company has developed an Internet gaming enterprise software system, GameSTACK™, which it licenses principally to land-based US casino operators as a turnkey technology solution for both regulated real-money and/or virtual Simulated Gaming. GAN has fourteen (14) casino operators as clients of Simulated Gaming coast-to-coast across the US and Internationally; two (2) clients of real money Regulated Gaming in New Jersey; one (1) client of real money Regulated Gaming in Pennsylvania and ten (10) clients of real money Regulated Gaming in Europe.
The Internet Gaming System, developed in London under a UK Gambling Commission license, is certified to the highest technical standards currently required by gaming regulators. In January 2018 GAN announced a strategic partnership with SBTECH, a leading European B2B sports betting technology provider. In April 2017 GAN was granted a Casino Service Industry Enterprise license by the New Jersey Division of Gaming Enforcement being GAN’s first privileged gaming license in the United States. In May 2018, the US Supreme Court repealed PASPA and GAN confirmed the H2 launch of sports betting for US clients integrated into GAN’s enterprise software platform.
For more information please visit www.GAN.com
Davy, which is authorised and regulated in Ireland by the Central Bank of Ireland, is acting as Nominated Adviser and ESM adviser to the Company in connection with the matters described in this announcement. Davy is acting exclusively for the Company in connection with arrangements described in this announcement and is not acting for any other person and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Davy or for advising any other person on the arrangements described in this announcement. Davy has not authorised the contents of, or any part of, this announcement and no liability whatsoever is accepted by Davy for the accuracy of any information or opinion contained in this announcement or for the omission of any information.
This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale in the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.
This announcement and the information contained herein is restricted and is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into Australia, Canada or Japan or any other jurisdiction into which the publication or distribution would be unlawful.
This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will", or "should" or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include matters that are not historical facts. They appear in a number of places throughout this announcement and include statements regarding the current intentions, beliefs or expectations of the directors ("Directors") of the Company concerning, among other things, the Company's results of operations, financial condition, liquidity, prospects, growth, strategies and the Company's markets. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. Actual results and developments could differ materially from those expressed or implied by the forward-looking statements. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements in this announcement are based on certain factors and assumptions, including the Directors' current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company's operations, results of operations, growth strategy and liquidity. Whilst the Directors consider these assumptions to be reasonable based upon information currently available, they may prove to be incorrect. These forward-looking statements speak only as at the date of this announcement. Save as required by applicable law or regulation, none of the Company, its agents, employees or advisers undertakes any obligation to update or revise any forward-looking or other statements, whether as a result of any change in the Directors' expectations or to reflect events, conditions or circumstances after the date of this announcement or otherwise.
This announcement has been issued by and is the sole responsibility of the Company. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Davy, The Equity Group or Walbrook PR or by any of their affiliates or agents as to, or in relation to, the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.
Neither the content of the Company's website nor any website accessible by hyperlinks on the Company's website is incorporated in or forms part of this announcement.