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Press release from CNW Group

Amaya completes acquisition of Chartwell

Thursday, July 14, 2011

Amaya completes acquisition of Chartwell17:01 EDT Thursday, July 14, 2011Amaya Gaming Group Inc.                        Chartwell Technology Inc.TSXV: AYA  TSX: CWH CALGARY, July 14, 2011 /CNW Telbec/ - Chartwell Technology Inc. (TSX: CWH) ("Chartwell"), a leading provider of games, gaming systems and platform for the regulated online casino gaming industry and Amaya Gaming Group Inc. (TSXV: AYA) ("Amaya") an entertainment solutions provider for the regulated gaming industry are pleased to announce the closing today of the previously announced acquisition of Chartwell by Amaya.The acquisition was completed by way of plan of arrangement under the Business Coporation 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.About ChartwellChartwell specialises in the development of leading-edge games, gaming systems and platform for the regulated online casino gaming industry. Chartwell is certified or licensed to offer a range of services in all of the leading regulated online gaming markets. Chartwell is not a gaming operator; our clients own their own brands and databases entirely and exclusively. Chartwell's team of highly trained professionals is committed to delivering the highest quality software and maintaining its market edge through continuous development and unparalleled customer support.About AmayaAmaya is engaged in the design, development, manufacturing, distribution and sale of technology based gaming solutions for the regulated gaming industry worldwide. For more information please visit www.amayagaming.com."Neither 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."Certain statements contained herein may constitute forward-looking statements.  These statements relate to future events or our future performance.  All statements other than statements of historical fact may be forward-looking statements, including those with respect to the completion of the proposed business combination and the future business prospects of the combined businesses.  We believe that the expectations reflected in the forward-looking statements are reasonable based upon management's current views but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon.  No assurance can be given that actual results, performance or achievement expressed in, or implied by these forward looking statements will occur, or if they do, that any benefits will be derived from them.  The forward-looking statements are made as of the date of this release and Chartwell does not undertake any obligation to update publicly or to revise any of the forward-looking statements, except as required by securities law.  In making certain forward-looking statements contained herein, we have assumed that the proposed business combination will be successfully completed on the terms described herein.Our actual results could differ materially from those anticipated in these forward-looking statements as a result of factors that may include, but are not limited to: a failure to complete the proposed business combination described herein, our ability to continue to attract new licensees, the financial success and future growth of present licensees, delays in development, the impact of government regulation, licensing and laws affecting international operations, the impact of price competition, loss of business or credit risks associated with current and prospective customers, the impact of consolidations in the online gaming industry and other risks detailed from time to time in the Annual Information Forms and Management's Discussion and Analysis, for each of Chartwell and Amaya, copies of which may be found at www.sedar.com.For further information: Darold H. Parken, President and CEOChartwell Technology Inc.(403) 261-6619 or (877) 261-6619 dhp@chartwelltechnology.com           David Baazov, President & CEOAmaya Gaming Group Inc.(514) 744-5114 david.baazov@amayagaming.com