WINNIPEG and LOS ANGELES, Aug. 3, 2017 /CNW/ - Pollard Banknote Limited (TSX:PBL) ("Pollard Banknote") and INNOVA Gaming Group Inc. (TSX: IGG) ("INNOVA") today announced that 17,929,021 common shares ("Common Shares") of INNOVA, representing approximately 89.32% of the outstanding Common Shares, were validly tendered under Pollard Banknote's offer to acquire all of the outstanding Common Shares (the "Offer") for $2.50 in cash per Common Share, as of the expiry of the initial deposit period for the Offer at 5:00 p.m. (Toronto time) on August 3, 2017.
As each of the conditions of the Offer was satisfied as of that time, including the condition prescribed by applicable Canadian securities laws that more than 50% of the Common Shares be tendered to the Offer, 10188557 Canada Inc. (the "Offeror"), a wholly-owned subsidiary of Pollard Banknote, has taken up all 17,929,021 Common Shares validly tendered to the Offer as of the expiry of the initial deposit period and will pay for such Common Shares as soon as possible and in any event within three business days.
"We are very pleased with this strong showing of support from INNOVA shareholders," said John Pollard, Co-Chief Executive Officer of Pollard Banknote. "We look forward to completing the acquisition of INNOVA."
As required by applicable Canadian securities laws, the Offer has been extended for a mandatory extension period until 5:00 p.m. (Toronto time) on August 15, 2017 to provide holders of Common Shares who have not yet tendered their Common Shares to the Offer an opportunity to do so. Pollard Banknote does not intend to further extend the deposit period under the bid beyond 5:00 p.m. (Toronto time) on August 15, 2017.
The Offer has been extended and is now open for acceptance until 5:00 p.m. (Toronto time) on August 15, 2017.
The INNOVA board of directors has unanimously recommended that INNOVA shareholders accept the Offer and tender their Common Shares to the Offer.
INNOVA shareholders are encouraged to tender their Common Shares now to receive prompt payment and to avoid any delays in receiving the consideration payable for their Common Shares at a later stage.
Full details of the extension of the Offer will be included in a notice of extension (the "Notice of Extension") which the Offeror will file today under INNOVA's SEDAR profile at www.sedar.com and mail to holders of Common Shares.
As described in the Offer and associated take-over bid circular dated April 19, 2017 (the "Original Offer and Circular"), the Offeror intends to carry out a compulsory acquisition or subsequent acquisition transaction to acquire any Common Shares that are not validly deposited under the Offer or any extensions thereto. Holders of Common Shares who have not deposited or do not deposit their Common Shares pursuant to the Offer prior to expiry will continue to hold their Common Shares, and will not receive payment, until the completion of any such transaction.
Full details of the Offer are contained in the Original Offer and Circular, as amended by the notice of variation dated July 20, 2017 and the Notice of Extension. Those documents are, or in the case of the Notice of Extension, will be, accessible under INNOVA's SEDAR profile at www.sedar.com. INNOVA shareholders are urged to read such documents and the Letter of Transmittal and the Notice of Guaranteed Delivery which accompanied the Original Offer and Circular and to consider the important information set out in those documents.
Shareholder Questions and How to Tender
For assistance in depositing Common Shares to the Offer, INNOVA shareholders should contact Laurel Hill Advisory Group, the depositary and information agent for Pollard Banknote in connection with the Offer, at the contact information set out below.
Laurel Hill Advisory Group
1-877-452-7184 (North America toll free)
1-416-304-0211 (collect calls outside of North America)
About Pollard Banknote
Pollard Banknote is a leading lottery partner to more than 60 lotteries worldwide, providing high quality instant ticket products, licensed games, and strategic marketing and management services for both traditional instant games and the emerging iLottery space of web, mobile and social channels. The company is a proven innovator and has decades of experience helping lotteries to maximize player engagement, sales and proceeds for good causes. Pollard Banknote also plays a major role in the charitable pull‐tab and bingo markets in North America. Established in 1907, Pollard Banknote is owned approximately 73.5% by the Pollard family and 26.5% by public shareholders and is publicly traded on the TSX (PBL). For more information, please visit our website at www.pollardbanknote.com.
INNOVA develops unique games and products for the global gaming industry, with particular focus on state and provincial lotteries. Through INNOVA's wholly-owned subsidiary, Diamond Game Enterprises, INNOVA focuses on enhancing the revenues of government-sponsored lotteries and other regulated operators by offering its unique "extended play" products in traditional and non-traditional gaming venues. INNOVA's primary product is its third generation Lucky Tab machine, an instant ticket vending machine that dispenses tickets while simultaneously displaying the results of each ticket on a video monitor in an entertaining fashion. For more information, please visit www.innovagaminggroup.com.
Certain statements made and information included in this press release may constitute "forward looking statements" within the meaning of applicable securities laws. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the management and the board of directors of each of Pollard Banknote and INNOVA at this time, are inherently subject to significant business, economic, regulatory and competitive uncertainties, contingencies and risks that could cause actual results or events to differ materially from those expressed or implied in such statements. Investors are cautioned not to put undue reliance on forward-looking statements. The forward-looking statements contained herein reflect Pollard Banknote and INNOVA's current views with respect to future events, and except as required by law, Pollard Banknote and INNOVA do not intend, and undertake no obligation, to update any forward-looking statements to reflect, in particular, new information or future events, or otherwise.
SOURCE Pollard Banknote Limited
For further information: Pollard Banknote Limited: Doug Pollard, Co-Chief Executive Officer, E-mail: firstname.lastname@example.org; Rob Rose, Chief Financial Officer, E-mail: email@example.com; John Pollard, Co-Chief Executive Officer, E-mail: firstname.lastname@example.org; Pollard Banknote Limited, 204-474-2323; INNOVA Gaming Group Inc.: Jonathan Ross, LodeRock Advisors, INNOVA Investor Relations, email@example.com, 416-283-0178