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LAS VEGAS, June 25, 2015 /CNW/ - NYX Gaming Group Limited ("NYX" or the "Company") (TSXV: NYX) today is pleased to announce that it has amended the terms of the previously announced bought deal public offering (the "Offering") with a syndicate of underwriters, led by Canaccord Genuity Corp. (collectively, the "Underwriters") to increase the size of the debenture unit subscription receipt portion of the Offering (the "Debenture Unit Subscription Receipts") by an additional 10,000 Debenture Unit Subscription Receipts. Under the amended terms of the offering, the Underwriters have agreed to purchase an aggregate of 45,000 Debenture Unit Subscription Receipts of the Company for total gross proceeds of $45.0 million. In addition, the Underwriters agreed to amend the terms of the Offering to provide that the over-allotment option will be equal to up to 15% of the gross proceeds raised under the equity subscription receipt portion of the Offering (the "Equity Subscription Receipts") and shall be exercisable to acquire only additional Equity Subscription Receipts and/or underlying ordinary shares of the Company, as further described in the Company's press release issued earlier today. The size of the previously announced offering of 13.5 million Equity Subscription Receipts at a price of $4.45 per Equity Subscription Receipt remains unchanged, for gross proceeds of approximately $60.1 million.
The net proceeds from the Offering 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. For further details on the Acquisition, see NYX's press release dated April 9, 2015.
The Subscription Receipts will be offered by way of a short form prospectus to be filed in all provinces and territories of Canada. The offering is expected to close on or about July 16, 2015, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange. The closing of the Acquisition is expected to occur by July 31, 2015.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements thereunder.
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, the US Private Placement and the Offering 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 or the US Private Placement or the Offering 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. 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 Limited
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]