Amaya Gaming Group Inc.
TSX VENTURE : AYA

Amaya Gaming Group Inc.

February 01, 2012 09:25 ET

Amaya Announces Full Exercise of the Underwriters' Over-Allotment Option in Respect of Previously Announced Offering

MONTREAL, CANADA--(Marketwire - Feb. 1, 2012) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES

Amaya Gaming Group Inc. ("Amaya" or the "Company") (TSX VENTURE:AYA), an entertainment solutions provider for the regulated gaming industry, today announced that the underwriters of its recent special warrant offering (the "Offering") have exercised the full over-allotment option (the "Over-Allotment Option") and have purchased an additional 3,750 special warrants of the Company (the "Special Warrants") at a price of C$1,000 per Special Warrant for gross proceeds of C$3,750,000. The aggregate gross proceeds for Amaya from the Offering and the completed Over-Allotment Option exercise totaled C$28,750,000. The syndicate of underwriters was led by Canaccord Genuity Corp. ("Canaccord Genuity") and included Desjardins Securities Inc. and Union Securities Ltd. (collectively, the "Underwriters").

The net proceeds from the Offering and the Over-Allotment Option will be used to fund a portion of the possible all cash offer for all the outstanding share capital of CryptoLogic Limited ("CryptoLogic") that Amaya does not already own (the "Possible Offer").

The gross proceeds of the completed Over-Allotment Option exercise, less an amount equal to 50% of the aggregate underwriting commission of C$84,375 payable by Amaya to the Underwriters in connection with the sale of the additional Special Warrants have been deposited into escrow with Computershare Trust Company Canada (the "Escrow Agent") under a special warrant indenture entered into on January 17, 2012 among the Company, Canaccord Genuity and the Escrow Agent.

The additional Special Warrants are subject to a four-month plus one day statutory resale restriction period ending on the earlier of June 2, 2012 or the date a final receipt is obtained for the final short form prospectus qualifying for distribution the convertible debentures and the warrants underlying the additional Special Warrants.

About Amaya

Amaya 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.

Forward-looking Information

Certain statements included herein, including those that express management's expectations or estimates of our future performance 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 and competitive uncertainties and contingencies, including: the Possible Offer is not binding and a formal offer may never be made by the Company for the shares of CryptoLogic, and even if a formal offer is made for the issued share capital of CryptoLogic, there are no assurances that the conditions for acceptance or completion will be satisfied or waived by the Company. Investors are cautioned not to put undue reliance on forward looking statements. 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.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the Special Warrants in the United States. The Special Warrants and the securities underlying the Special Warrants have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Mr. David Baazov
    President and Chief Executive Officer
    Amaya Gaming Group Inc.
    North America: 1-866-744-3122
    Worldwide: 1-514-744-3122
    www.amayagaming.com

    Jeff Codispodi
    The Equicom Group
    416-815-0700 ext. 261
    jcodispodi@equicomgroup.com