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LAS VEGAS, NV, July 16, 2015 /CNW/ - NYX Gaming Group Limited ("NYX" or the "Company") (TSXV: NYX) today announced the closing of its previously announced bought deal public offering of 13,500,000 equity subscription receipts ("Equity Subscription Receipts") and 45,000 debt subscription receipts ("Debt Subscription Receipts", and together with the Equity Subscription Receipts, the "Subscription Receipts") for total gross proceeds $105,075,000 (the "Offering"). The Offering was conducted through a syndicate of underwriters led by Canaccord Genuity Corp. ("Canaccord Genuity") and included Cormark Securities Inc., National Bank Financial Inc., Dundee Securities Ltd., Macquarie Capital Markets Canada Ltd., Cantor Fitzgerald Canada Corporation, Global Maxfin Capital Inc. and Mackie Research Capital Corporation (collectively, the "Underwriters").
In addition to the Offering, a US Institutional investor subscribed and purchased from the Company 25,000 Debt Subscription Receipts at a price of $1,000 per Debt Subscription Receipt on a private placement basis, for total gross proceeds of $25,000,000 (the "US Private Placement"). As consideration for acting as financial advisor in connection with the US Private Placement, the Company paid Canaccord Genuity an advisory fee equal to $1,312,500 or 5.25% of the gross proceeds from the US Private Placement (50% of which has been placed into escrow pending satisfaction of the escrow release conditions in respect of the Debt Subscription Receipts). The Debt Subscription Receipts issued pursuant to the US Private Placement will be subject to a hold period of four months.
The net proceeds from the Offering and the US Private Placement will be used by NYX to fund its previously announced acquisition (the "Acquisition") of all the issued and outstanding shares of Amaya (Alberta) Inc. (formerly Chartwell Technology Inc.) and Cryptologic Limited from Amaya Inc. and for general corporate purposes. The Company expects to close the Acquisition on or before July 31, 2015.
In addition, the Company announced it has issued 2,200,000 ordinary shares to Sportech, Inc. as consideration for its previously announced acquisition of the remaining 50% interest of Sportech-NYX Gaming, LLC from NYX's joint venture partner Sportech Games Holdco, LLC.
For further details on the Offering, the US Private Placement and the Acquisition, see NYX's press releases dated June 25, 2015 and its final short form prospectus dated July 9, 2015, available on SEDAR at www.sedar.com.
About NYX Gaming Group Limited
NYX Gaming Group is headquartered in Las Vegas with development out of Stockholm and Sydney. The group provides market leading content and technology to some of the largest lotteries, casinos and gaming operators across the globe. Through its recent acquisition of Ongame Network Ltd., a real money poker provider since 2001, NYX Gaming Group now offers a B2B poker network in both Europe and the United States. NYX Poker compliments our suite of casino, bingo and lottery games that players can enjoy on desktop, web and mobile. NYX Gaming Group Limited is listed on the TSX Venture Exchange (TSXV:NYX).
Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "intend", "estimate", "potential" or the negative of these terms or other similar expressions. Forward-looking statements in this news release include, but are not limited to, future-oriented financial information and financial outlooks, within the meaning of securities laws, information relating to the timing and completion of the Acquisition and the anticipated benefits of such Acquisition, including the timing and value of revenue and earnings growth potential. In particular, there can be no assurance that the Acquisition will be completed on terms satisfactory to the Company, if at all. Forward-looking statements are based on certain assumptions about the business regarding expected growth, results of operations, performance, industry trends and growth opportunities. While the Company considers these assumptions to be reasonable, based on information currently available, they may prove to be incorrect. Readers are cautioned not to place undue reliance on forward-looking statements.
Forward-looking statements by their nature necessarily involve risks and uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future events, performance or achievements expressed or implied by such forward-looking statements. These risks, uncertainties and other factors include, but are not limited to: credit, market, currency, operational, liquidity and funding risks, including changes in economic conditions, interest rates or tax rates, the impact of government regulation on the online gaming industry and the risk that such regulation is subject to change, competition from other providers of online gaming services, the possibility that the Company be unable to complete the Acquisition and successfully integrate the business as described herein, the risks associated with international and foreign operations, the impact of consolidations in the online gaming industry and the other risks discussed under the heading "Risk Factors" in the Company's final long form prospectus dated December 18, 2014 and the Company's final short form prospectus dated July 9, 2015. The foregoing factors are not intended to represent a complete list of the factors that could affect the Company or the Acquisition. The Company does not intend or undertake to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE NYX Gaming Group Ltd.
For further information: Matt Davey, Chief Executive Officer, NYX Gaming Group Limited, 1-702-586-8428, www.nyxgg.com; Renée Lam, Investor Relations, TMX Equicom, (416) 815-0700 or 1-800-385-5451 ext. 258, [email protected]