MONTREAL, June 23, 2014 /PRNewswire/ - Amaya Gaming Group
Inc. (TSX: AYA) ("Amaya" or the "Corporation") announced today that
it has upsized its previously announced private placement offering
of convertible preferred shares of the Corporation (the
"Convertible Preferred Shares") from treasury, on an underwritten
bought-deal private placement basis. The size of the offering was
increased by approximately US$50
million to approximately US$180
million from the previously announced US$130 million. As a result, the total gross
proceeds from the issuance of Convertible Preferred Shares will now
be US$1,050,000,000. There are no
other changes to the previously announced financing. The upsized
portion will be offered on the same terms as the previously
announced offering of Convertible Preferred Shares.
Each Convertible Preferred Share has an initial
principal amount of C$1,000 and is
convertible, at the holder's option, initially into approximately
41.67 common shares of the Corporation based on the conversion
price of C$24 per common share, in
each case, subject to adjustments including 6% accretion to the
conversion ratio, compounded semi-annually.
The Corporation expects the offering to close
concurrently with the closing of the previously announced
transaction whereby Amaya has agreed to acquire the Rational Group
for an aggregate purchase price of US$4.9
billion. The Corporation intends to use the net
proceeds from the issuance of the Convertible Preferred Shares to
partially fund the payment of the purchase price for the
acquisition of the Rational Group.
ABOUT AMAYA
Amaya provides a full suite of gaming products
and services including casino, poker, sportsbook, platform,
lotteries and electronic gaming machines and game systems. Some of
the world's largest licensed gaming operators, casinos and
lotteries are powered by Amaya's interactive, land-based, and
lottery solutions, including in multiple U.S. states and Canadian
provinces, more than 80 Native American tribal jurisdictions, and
multiple European jurisdictions. The company supplies online
casino games to multiple Atlantic
City casinos permitted to provide real money online gaming
in New Jersey, the most recent and
thus far largest U.S. state to regulate iGaming. For more
information, visit www.amayagaming.com.
DISCLAIMERS
This News Release contains forward-looking
statements. Forward-looking statements are typically identified by
words such as "expect", "anticipate", "believe", "foresee",
"project", "could", "estimate", "goal", "intend", "plan", "seek",
"strive", "will", "may" and "should" and similar expressions.
Forward-looking statements reflect current estimates, beliefs and
assumptions, which are based on Amaya's perception of historical
trends, current conditions and expected future developments, as
well as other factors management believes are appropriate in the
circumstances. Amaya's estimates, beliefs and assumptions are
inherently subject to significant business, economic, competitive
and other uncertainties and contingencies regarding future events
and as such, are subject to change. Amaya can give no assurance
that such estimates, beliefs and assumptions will prove to be
correct.
Numerous risks and uncertainties could cause the
company's actual results to differ materially from the estimates,
beliefs and assumptions expressed or implied in the forward-looking
statements, including, but not limited to: failure to realize
anticipated results, including revenue growth from the company's
major initiatives; heightened competition, whether from current
competitors or new entrants to the marketplace, changes in economic
conditions including the rate of inflation or deflation, changes in
interest and currency exchange rates and derivative and commodity
prices; failure to achieve desired results in labour negotiations;
failure to attract and retain key employees or effectively manage
succession planning; damage to the reputation of brands promoted by
the company; new, or changes to current, gaming laws in various
jurisdictions; changes in the company's regulatory liabilities
including changes in tax laws, regulations or future assessments;
new, or changes to existing, accounting pronouncements; the risk of
violations of law, breaches of the company's policies or unethical
behaviour; the risk of material adverse effects arising as a result
of litigation; and events or series of events may cause business
interruptions.
Readers are cautioned that the foregoing list of
factors is not exhaustive. Other risks and uncertainties not
presently known to Amaya or that Amaya presently believes are not
material could also cause actual results or events to differ
materially from those expressed in its forward-looking statements.
Additional information on these and other factors that could affect
the operations or financial results of Amaya are included in
reports filed by Amaya with applicable securities regulatory
authorities and may be accessed through the SEDAR website
(www.sedar.com).
Readers are cautioned not to place undue
reliance on these forward-looking statements, which reflect Amaya's
expectations only as of the date of this News Release. Amaya
disclaims any obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, except as required by law.
This News Release is not an offer to sell or the
solicitation of an offer to buy any securities in the United States or in any jurisdiction in
which such offer, solicitation or sale would be unlawful. The
securities described in this News Release have not been and will
not be registered under the United States Securities Act of 1933,
as amended, or any state securities laws and may not be offered or
sold within the United States
absent registration or an applicable exemption from the
registration requirements of such laws.
SOURCE Amaya Gaming Group Inc.