Closing of Innova Gaming Group IPO
MONTREAL, Canada – May 5, 2015 – Amaya Inc. (“Amaya“) (TSX: AYA) announced today that Innova Gaming Group Inc. (“Innova“) has successfully completed an initial public offering and secondary offering (the “Offering“) of its common shares (“Shares“), which will commence trading today on the Toronto Stock Exchange under the symbol “IGG”.
Innova was formed by Amaya in connection with the Offering and, immediately prior to the completion of the Offering, it acquired all of the shares of Diamond Game Enterprises (“Diamond Game“), a subsidiary of Amaya, for a consideration paid in Shares. Diamond Game designs, develops, produces, markets and services games, systems and tickets for the North American gaming industry, predominantly for the business to government (B2G) lottery sector.
The decision to spin off its subsidiary Diamond Game is consistent with Amaya’s previously announced intention to explore various strategic opportunities to divest its B2B assets, to maximize shareholder value by facilitating the repayment of indebtedness and/or the repurchase and cancellation of Amaya’s common shares.
In connection with the Offering, Innova issued and sold 3,750,000 Shares from treasury and 8,520,000 Shares were sold by Amaya, at a price of Cdn$4.00 per Share. The Offering resulted in gross proceeds of Cdn$15.0 million to Innova and gross proceeds of Cdn$34.1 million to Amaya, for total aggregate gross proceeds of Cdn$49.1 million.
Amaya has granted the Underwriters an option, exercisable for a period of 30 days following the closing of the Offering, to purchase up to an additional 1,840,500 Shares at Cdn$4.00 per Share to cover over-allotments, if any, and for market stabilization purposes.
As of closing, Amaya owns 8,180,000 Shares, representing approximately 40% of the issued and outstanding Shares. If the over-allotment option is exercised in full, Amaya’s retained interest will be reduced to 6,339,500 Shares, representing approximately 31% of the issued and outstanding Shares.
The Offering was made through a syndicate of underwriters led by Canaccord Genuity Corp. and included Cantor Fitzgerald Canada Corporation, Cormark Securities Inc., Desjardins Securities Inc., Dundee Securities Ltd. and Clarus Securities Inc. (collectively, the “Underwriters“).
Osler, Hoskin & Harcourt LLP acted as Canadian counsel to Innova and Stikeman Elliott LLP acted as Canadian counsel to the Underwriters.
Further information relating to Innova and the Offering is set out in Innova’s final prospectus dated April 28, 2015, which may be obtained on the SEDAR website at www.sedar.com under Innova’s profile.
No securities regulatory authority has either approved or disapproved the contents of this press release. The Shares offered have not and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any U.S. state securities laws and may not be offered or sold, directly or indirectly, within the United States (as defined in Regulation S under the U.S. Securities Act) other than pursuant to an available exemption from the registration requirements of the U.S. Securities Act. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Innova within the United States and any sale of the Shares within the United States, other than as set forth in the immediately preceding sentence, would be unlawful.
Amaya owns gaming and related consumer businesses and brands including PokerStars, Full Tilt, the European Poker Tour, PokerStars Caribbean Adventure, Latin American Poker Tour and the Asia Pacific Poker Tour. These brands collectively form the largest poker business in the world, comprising online poker games and tournaments, live poker competitions, branded poker rooms in major global casinos, and poker programming created for television and online audiences. Amaya also provides B2B interactive and physical gaming solutions to the regulated gaming industry.
Certain statements included herein, including those that express management’s expectations or estimates of our future performance or future events, including with respect to the potential exercise of the over-allotment option granted to the Underwriters and the execution of Amaya’s strategy, 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 management at this time, are inherently subject to significant business, economic, regulatory and competitive uncertainties and contingencies that could cause actual results 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 Amaya’s current views with respect to future events, and except as required by law, Amaya does not intend, and undertakes no obligation, to update any forward-looking statements to reflect, in particular, new information or future events, or otherwise.
For further information:
Tim Foran, +1.416.545.1325, firstname.lastname@example.org