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Press release from CNW Group

Amaya Gaming Group announces acquisition of Ongame Network

Monday, October 01, 2012

Amaya Gaming Group announces acquisition of Ongame Network03:00 EDT Monday, October 01, 2012MONTREAL, Oct. 1, 2012 /CNW/ - Amaya Gaming Group Inc. ("Amaya" or the "Company") (TSXV: AYA), an entertainment solutions provider for the regulated gaming industry, announced today that it has entered into an arm's length definitive agreement to acquire Ongame Network Ltd. ("Ongame"), a leading B2B online poker network, from bwin.party digital entertainment plc ("bwin.party").Amaya has agreed to acquire Ongame for a cash consideration of €15.0 million on a cash-free and debt-free basis, which will be funded through its existing cash reserves.  Additional contingent consideration of up to €10.0 million will become payable by Amaya Gaming if there is regulated online gaming in the United States within five years of completion of the acquisition. The exact amount of the contingent consideration will depend upon the extent of the regulation based upon the number of states that regulate and the total population covered.Ongame is one of the world's largest B2B poker providers. The global network includes 25 of the e-gaming industry's strongest brands that are owned by a total of 19 operators in regulated jurisdictions. Ongame also operates regional networks in France and Italy.  Ongame offers both operators and their players a wide variety of cash games and tournaments to choose from. Further information about Ongame can be found at www.ongame.com."The acquisition of Ongame bolsters Amaya Gaming's product portfolio, transforming Amaya into a leading provider of gaming platforms," said David Baazov, Chief Executive Officer of Amaya Gaming.  "Amaya looks forward to unleashing Ongame's technology to its full potential through the leveraging of our many B2B relationships and delivering new partners and players to the network.  The Ongame platform is scalable, proven and secure and is well suited for quick deployment in new regulated markets.  We're excited about the wide range of opportunities this acquisition makes possible for us as we execute on our vision."Commenting on the announcement, Jim Ryan and Norbert Teufelberger, the Co-CEOs of bwin.party, said:  "The sale of Ongame conforms to our strategy, especially as we move closer to launching our single, proprietary technology platform in the next few months. We believe Ongame will fit well into Amaya Gaming and has an excellent future ahead."Expected Benefits of the AcquisitionPositions Amaya to participate in the US market should the government decide to regulate online pokerComplements and strengthens Amaya's B2B interactive product portfolioProvides Amaya with the ability to deliver complementary and value added services to its existing and new licenseesOffers potential for cost savings through synergiesThe transaction is subject to the standard terms and conditions for a transaction of this type as well as certain regulatory approvals and is expected to close during the fourth quarter of 2012.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.About AmayaFounded in 2004, Amaya Gaming Group Inc. is a technology based gaming provider for the regulated gaming industry. An expansive global organization, present in North America, Latin America, Europe, Africa and Asia, Amaya is an innovator in the gaming world.Headquartered in Montreal, Canada, Amaya provides a host of services and solutions that range from: online and mobile gaming casino games and platforms, traditional and mobile lotteries, networked electronic gaming systems, hospitality in-room entertainment systems, management systems, content suites, advisory and management services, and integrity monitoring and auditing systems for the regulated gaming markets.  For more information please visit www.amayagaming.com or www.amayaonline.com.About bwin.partybwin.party digital entertainment plc (LSE: BPTY) is a global online gaming company, formed from the merger of bwin Interactive Entertainment AG and PartyGaming Plc on 31 March 2011. Incorporated, licensed and regulated in Gibraltar, the Group also has licences in France, Italy, Spain and Denmark. With offices in Europe, India, Israel and the US, the Group generated total pro forma revenue of €816.0m and pro forma Clean EBITDA of €199.3m in 2011. bwin.party commands leading market positions in each of its four key product verticals: online sports betting, poker, casino and bingo with some of the world's biggest online gaming brands including bwin, PartyPoker, PartyCasino and Foxy Bingo. The Group's scale, technology and strong portfolio of games collectively differentiate its customer offer from those of its competitors. bwin.party is a constituent member of the FTSE 250 Index and the FTSE4Good Index Series, which identifies companies that meet globally recognised corporate responsibility standards. For more information about bwin.party, please click here.Disclaimer This press release contains forward looking statements with respect to the Amaya Gaming, including the expected benefits to Amaya of completing the acquisition. Although Amaya believes that the expectations reflected in such forward looking statements are reasonable, such statements involve risks and uncertainties and are based on information currently available to Amaya. Actual results may differ materially from those expressed or implied by such forward looking statements. Factors that could cause actual results or events to differ materially from current expectations, among other things, include risks related to market factors, retention of key officers and contracts of Ongame Network, ability to achieve the expected benefits of the acquisition, and other factors discussed in materials filed with applicable securities regulatory authorities from time to time including matters discussed under "Risk Factors" in the Company's Company's Annual Information Form for the year ended December 31, 2011. These forward-looking statements are made as of the date hereof, and Amaya assumes no obligation to update or revise them to reflect new events or circumstances.1 Adjusted EBITDA as defined by the Corporation means earnings before interest and financing costs (net of interest income), income taxes, depreciation and amortization, stock-based compensation, restructuring and other non-recurring costs, non-controlling interests, and Loss (Gain) on currency conversion . Adjusted EBITDA is a non-IFRS measure.SOURCE: AMAYA GAMING GROUP INC.For further information: Mr. Darcy Krogh  VP, Business Development  Amaya Gaming Group Inc.  +1-604-669-4180  darcy.krogh@amayagaming.com Jeff Codispodi TMX Equicom 416-815-0700 ext. 261 jcodispodi@tmxequicom.com