Amaya Gaming Group acquires Chartwell Technology
19 Jul 2011
The acquisition was completed by way of plan of arrangement under the Business Corporation Act (Alberta). At the the special meeting of shareholders of Chartwell held on July 12, 2011 to approve the arrangement, 100% of Chartwell shares represented were voted in favour of the acquisition of Chartwell by Amaya. Amaya acquired all of the outstanding shares of Chartwell for a total consideration of approximately CDN$22.77 million. Chartwell shareholders received $14,493,465 in cash and 2,779,356 Amaya common shares in the aggregate in consideration for their common shares of Chartwell. It is expected that the shares of Chartwell will be de-listed from the TSX at the close of business on July 18, 2011.
David Baazov, President and CEO of Amaya commented that: “We are thrilled with closing of the Chartwell acquisition. This seals a major strategic initiative to strengthen our interactive gaming portfolio and to expand the scalability of our government solutions offering. Amaya is well positioned to leverage the acquired technologies and resulting synergies to expand its footprint in the government-regulated interactive gaming space.”
Darold H. Parken, President and CEO of Chartwell commented: “The diversified business mix of Amaya and Chartwell is truly complementary and will provide a compelling proposition for all stakeholders moving forward. This combination brings tremendous global opportunity in both the land based and online gaming arena and exemplifies the convergence that the industry is experiencing today. As we execute on the merger and take full advantage of the synergies in operation, development, products and services we become a much stronger competitor.”
As part of the transaction, Amaya has granted an aggregate of 456,000 options to officers and employees of Chartwell. The options have been granted at an exercise price of $2.85 and are subject to the provisions of the stock option plan of Amaya. In addition, on June 28, 2011, the Board of Directors of Amaya approved certain modifications to the stock option plan of Amaya (the “Stock Option Plan”) to increase the number of common shares of Amaya reserved for issuance under the Stock Option Plan from 3,500,000 to 4,500,000. The modifications to the Stock Option Plan have been approved by the TSX Venture Exchange on July 8, 2011.
Canaccord Genuity Corp. acted as financial advisor to Amaya as part of the transaction.
Pro forma financial statements of Amaya are available in the information circular of Chartwell dated June 14, 2011 and available on SEDAR.