iGaming technology and content specialists
combine to fast-track US market growth
Global B2B gaming technology and content provider Bragg Gaming
Group (TSX:BRAG, OTC:BRGGD) ("Bragg" or the
"Company") has entered into a definitive agreement to
acquire Spin Games LLC (“Spin”), a Reno, Nevada based B2B
gaming technology and content provider currently servicing the US
market (the “Transaction”), subject to regulatory
approval.
Bragg and Spin today announced they have entered into a merger
agreement, under which Bragg has agreed to acquire Spin in a cash
and stock transaction for a purchase price of approximately USD30
million. Under the deal the sellers of Spin will receive USD10
million in cash and USD20 million in common shares of Bragg of
which USD5 million in common shares will be issued on closing and
the balance over the next three years. The Transaction will close
following final approval from state gaming regulators and
satisfaction of other customary closing conditions.
The Transaction offers a compelling strategic and financial
rationale and is consistent with Bragg’s previously announced
strategy to diversify its revenue from European markets and grow
its US operations to capitalize on the growing US and Canadian
online casino markets. The Transaction serves to immediately
establish Bragg’s US operating footprint setting the foundation for
the Company’s growth strategy in the region.
Spin, through its team of 30+ professionals will provide Bragg
with immediate technical, product, regulatory and compliance
know-how specific to the US market, reducing time-to-market and
de-risking US deployment. Following closing, Spin’s founder and CEO
Kent Young, who brings over 30 years of gaming sector executive
experience, will immediately join Bragg as President – Americas and
will play a key role in the Company’s US market roll-out growth
strategy.
Through the Transaction Bragg will gain access to key strategic
operator relationships in the US including BetMGM / Roar Digital,
Caesars, FanDuel, Golden Nugget, Hard Rock, DraftKings, TwinSpires,
Penn National Gaming, Resorts, Parx, Rush Street Interactive,
Unibet and WynnBet. The Company intends to leverage these key
operator relationships to cross-sell its existing casino content
currently live in European markets while continuing to develop its
US-centric content creation. Spin’s remote gaming server and casino
content are fully licensed and distributed in New Jersey,
Pennsylvania and Michigan, and is licensed with deployment pending
in British Columbia, Canada.
The combined offering of Spin and Bragg’s wholly owned
subsidiary ORYX Gaming (“Oryx”), positions the Company to
deliver an enhanced full turnkey iGaming, sports betting and player
engagement platform into the rapidly growing US market. The initial
planning of technical integrations between Spin and Oryx are
currently underway and the combined offering delivers the benefits
of Oryx’s advanced turnkey Player Engagement Platform with Spin’s
technology, local market know-how and US operator relationships.
Additionally, the Transaction deepens Bragg’s global development
resources with Spin’s existing development center located in
Chennai, India.
“Spin’s existing state gaming licenses and established
integrations with online casino operators, comprising the majority
of the US market uniquely positions our Company for future growth
in the North American market” said Richard Carter, Chief Executive
Officer of Bragg Gaming. “This transaction lays a strong foundation
for our strategy of building a tier one vertically integrated
iGaming business in the US.”
“We have seen from the European market that the ability to
deliver best-in-class proprietary content alongside a full turnkey
iGaming and player management platform is key to building a
successful B2B online casino technology provider. The cornerstone
of our future growth strategy will involve bringing best-in-class
content in-house during the early innings of the US growth story to
position our company for long-term success.
“We believe this Transaction will be transformative for the
Company, providing significant positive impact for our respective
employees, customers, and shareholders. Spin’s outstanding product
and talented team instantly expands our local market footprint and
brings a wealth of US market know-how to the group, including
valuable product, technical, regulatory and compliance
expertise.
“We welcome Kent and the whole team onboard and we look forward
to combining Spin and Oryx capabilities to offer new full turnkey
gaming solutions in the US and Canadian iGaming industries.”
“On behalf of the entire Spin team, we are pleased to announce
this acquisition which will better position the combined company to
expand its support of the rapidly growing US iGaming market with
our proprietary and third-party content and our leading remote
gaming server technology,” commented Kent Young, Spin Games’
Founder and Chief Executive Officer.
“Since we became one of the first RGS and iGaming content
companies approved for online gaming in the US, we have grown our
footprint in New Jersey, Pennsylvania and Michigan and been
approved to operate in British Columbia. In addition to
strengthening our support of our existing customers and markets,
this acquisition will accelerate Spin’s ability to expand our
content library, pursue new markets and leverage our technology to
support iGaming here and in new markets as they open. We are
extremely excited to be joining the Bragg team and look forward to
a highly successful future together.”
Spin Games Highlights
- Proprietary ROC™ remote gaming server and casino game titles
developed by in-house studios in North America and Chennai,
India.
- Licensed to distribute a range of highly popular iGaming titles
from numerous top-tier providers.
- Integrated with all the major US iGaming operators, including
BetMGM / Roar Digital, Caesars, FanDuel, Golden Nugget, Hard Rock,
DraftKings, TwinSpires, Penn National Gaming, Resorts, Parx, Rush
Street Interactive, Unibet and WynnBet.
- Licensed and live in New Jersey, Pennsylvania and Michigan;
licensed with deployment pending in British Columbia, Canada.
- Founded in 2012 by iGaming entrepreneur and former senior
Aristocrat and Aruze executive Kent Young.
- Founder Kent Young is a gaming industry veteran with over 30
years’ experience in the sector. He has held numerous executive
positions within the gaming industry including at Aristocrat, where
he spent ten years. After leaving Aristocrat he founded, and later
sold, third-party content company True Blue Gaming to Aruze Gaming
where he held the position of General Manager - USA. Kent has
served as a board member to GSA and a committee advisor to
G2E.
Bragg Gaming Group Highlights
- Leading global business-to-business gaming technology and
content provider serving markets primarily in Europe and Latin
America via its proprietary ORYX Gaming full turnkey solution.
- Its modular, scalable and fully customizable ORYX Gaming
technology and content solutions have been developed, licensed,
launched and operated on behalf of more than 125 iGaming and sports
betting operators worldwide.
- The full ORYX turnkey solution offers online casino, sportsbook
and lottery operations including the proprietary ORYX remote games
server, ORYX Hub and the powerful new Player Engagement Platform
(PEP).
- The innovative PEP suite of engagement tools offers proven
retention-boosting gamification features such as Quests,
Achievements, Leaderboards, Tournaments and bespoke Jackpot game
promotions.
- Richard Carter was recently announced as CEO of Bragg, moving
from the position of Chairman he has held since October 2020.
The Transaction is expected to close in late Q4 2021, subject to
customary working capital adjustments, required regulatory
approvals and other customary closing conditions.
About Spin Games
A leader in Remote Gaming Server technology and interactive
content, Spin Games specializes in designing and developing
world-class gaming content and best-in-class interactive
technologies for regulated B2B social and real money gaming
markets. Produced in HTML5 format and compatible across desktop and
multiple mobile applications, the Spin content portfolio includes a
versatile range of proprietary and third-party titles, each
featuring a unique and engaging theme enhanced with stellar
graphics, sounds and features.
Founded in Reno, Nevada in 2012, Spin Games has content and RGS
licensing agreements with numerous top-tier gaming content
providers including Konami Gaming, Everi and Incredible
Technologies. Additional information about Spin Games is available
online at www.spingames.net.
About Bragg Gaming Group
Bragg Gaming Group (TSX:BRAG, OTC:BRGGD) is a global B2B gaming
technology and content provider. Since its inception in 2012, Bragg
has grown to include operations across Europe and Latin America and
is expanding into an international force within the growing global
online gaming market.
Through its wholly owned subsidiary ORYX, Bragg delivers an
innovative business-to-business iGaming platform, casino content
aggregator, managed sportsbook and managed services provider,
offering cutting-edge content from leading studios.
Bragg’s ORYX Gaming is licensed by the Malta Gaming Authority
(MGA) and the Romanian National Gambling Office (ONJN) and its
content is certified or approved in 18 other major jurisdictions.
Underpinning Bragg Gaming Group’s commitment to information
security, ORYX Gaming was recently awarded an ISO/IEC 27001
certificate.
Cautionary Statement Regarding Forward-Looking
Information
This news release may contain forward-looking statements or
"forward-looking information" within the meaning of applicable
Canadian securities laws ("forward-looking statements"). Often, but
not always, forward-looking statements can be identified by the use
of words such as "plans", "expects" or "does not expect", "is
expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates" or "does not anticipate", or "believes",
or describes a "goal", or variation of such words and phrases or
state that certain actions, events or results "may", "could",
"would", "might" or "will" be taken, occur or be achieved.
Forward-looking statements in this news release include, but are
not limited to, information and statements regarding: the
anticipated benefits of the Transaction; the Company's belief that
the Transaction will have a positive impact on its employees,
customers and shareholders; the Company obtaining and/or satisfying
customary approvals and conditions; and expectations for other
economic, business, and/or competitive factors.
All forward-looking statements reflect the Company's beliefs and
assumptions based on information available at the time the
statements were made. Actual results or events may differ from
those predicted in these forward-looking statements. All of the
Company's forward-looking statements are qualified by the
assumptions that are stated or inherent in such forward-looking
statements, including the assumptions listed below. Although the
Company believes that these assumptions are reasonable, this list
is not exhaustive of factors that may affect any of the
forward-looking statements. The key assumptions that have been made
in connection with the forward-looking statements include the
following: the impact of COVID-19 on the business of the Company;
the countercyclical growth of the business of the Company; the
regulatory regime governing the business of the Company; the
operations of the Company; the products and services of the
Company; the Company's customers; acquisition opportunities; the
growth of the Company's business, which may not be achieved or
realized within the time frames stated or at all; and the
anticipated size and/or revenue associated with the gaming market
globally.
Forward-looking statements involve known and unknown risks,
future events, conditions, uncertainties and other factors that may
cause actual results, performance or achievements to be materially
different from any future results, prediction, projection,
forecast, performance or achievements expressed or implied by the
forward-looking statements. Such factors include, among others, the
following: risks associated with general economic conditions;
adverse industry events; future legislative and regulatory
developments; the inability to access sufficient capital from
internal and external sources; the inability to access sufficient
capital on favourable terms; realization of growth estimates,
income tax and regulatory matters; the ability of the Company to
implement its business strategies; competition; economic and
financial conditions, including volatility in interest and exchange
rates, commodity and equity prices; the estimated size of the
gaming market globally; changes in customer demand; disruptions to
our technology network including computer systems and software;
natural events such as severe weather, fires, floods and
earthquakes; and risks related to health pandemics and the outbreak
of communicable diseases, such as the current outbreak of
COVID-19.
Although the Company has attempted to identify important factors
that could cause actual actions, events or results to differ
materially from those described in forward-looking statements,
there may be other factors that cause actions, events or results
not to be as anticipated, estimated or intended. There can be no
assurance that forward-looking statements will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward-looking
statements.
Any forward-looking statement made by the Company in this news
release or the earnings call is based only on information currently
available to the Company and speaks only as of the date on which it
is made. Except as required by applicable securities laws, the
Company nor any of its management or directors undertake no
obligation to publicly update any forward-looking statement,
whether written or oral, that may be made from time to time,
whether as a result of new information, future developments or
otherwise.
Neither TSX nor its Regulation Services Provider (as that
term is defined in the policies of the TSX) accepts responsibility
for the adequacy or accuracy of this news release.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210512005522/en/
For Bragg Gaming Group, contact: Yaniv Spielberg, CSO,
Bragg Gaming Group info@bragg.games
For media enquiries or interviews, please contact: Hayley
Suchanek, Kaiser & Partners Communications
hayley.suchanek@kaiserpartners.com 1.289.681.2477
For investor enquiries, please contact: David Gentry
dgentry@bragg.games 1-800-733-2447 407-491-4498
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