Mr. Tim Foran reports
AMAYA ANNOUNCES CLOSURE OF SALE OF WAGERLOGIC
One of Amaya Gaming Group Inc.'s subsidiaries, pursuant to a share
purchase agreement dated Nov. 27, 2013, has completed the previously
announced sale to Goldstar Acquisitionco Inc. of all of
the issued and outstanding shares of WagerLogic Malta Holdings Ltd.
for $70-million, less a closing
working capital adjustment of $7.5-million, satisfied through cash
consideration of $52.5-million and a vendor takeback in the form of a
promissory note of $10-million, bearing interest at 6 per cent per annum, payable semi-annually in arrears starting in the second year following
the closing date and due on the fourth anniversary of the closing date.
The purchase price is subject to customary postclosing adjustments.
WagerLogic, through a subsidiary, is an on-line casino operator through
its Inter brand, consisting of InterCasino, InterPoker and
InterBingo, amongst other on-line name. Revenue and net income of the InterCasino business were $8-million
(U.S.) and $1.8-million (U.S.) respectively for the nine-month period ended
Sept. 30, 2013. Revenue and net income for the full-year 2012 were
$17.2-million (U.S.) and $5.8-million (U.S.) respectively.
Subsidiaries of Amaya will continue to supply WagerLogic with software,
services and content to power the InterCasino business pursuant to a
services agreement.
The share purchase agreement includes an earn-out agreement, pursuant to
which the vendor thereunder may receive additional cash consideration
payable on the second and third anniversary date from closing based on
the achievement of certain revenue targets, as well as a minimum
revenue guarantee agreement pursuant to which the vendor, in the first
two years following the closing, may pay cash consideration if certain
revenue targets are not achieved by the InterCasino business.
Osler, Hoskin & Harcourt LLP served as Canadian counsel to Amaya and its
subsidiaries, and Chitiz Pathak LLP advised Goldstar in connection with
the transaction.
We seek Safe Harbor.
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