iGaming Corporation

iGaming Corporation

November 06, 2006 14:05 ET

iGaming Corporation's Nevada Subsidiary Acquires Assets of National Sports Services, Inc.

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - Nov. 6, 2006) - iGaming Corporation ("iGaming" or the "Corporation")(TSX VENTURE:IGA) announces today that it has completed its previously-announced acquisition of certain revenue-generating assets of National Sports Services, Inc. ("NSS"), a Nevada-based sports information company.

As set out in the Corporation's News Release of September 28, 2006, iGaming, through its wholly-owned Nevada subsidiary ("Nevadaco"), has acquired assets which include:

(a) Publication brands including "The Nevada Sports Schedule", "Jim Feist's Pro and College Football Annuals" and related workbooks and "Jim Feist's Basketball Annual and Sports Betting Guide", all of which are distributed on a national basis within the United States;

(b) Multiple revenue-generating, interactive "1-900 phone numbers" and non-revenue generating information and marketing-based "toll-free numbers" offering handicapper selections and opinions, scores, lines, weather information, injury updates, time changes and other schedule information;

(C) Television shows including "PROLINE" and "SportsDesk", both long running football handicapping television programs currently airing on USA Network on Saturday and Sunday mornings during the football season; and

(d) All employees associated with the acquired assets, including, most notably, those employees associated with NSS's inbound/outbound call center (which specializes in selling handicapper selections).

The transaction closed on November 3, 2006 with an effective date of October 1, 2006. Accordingly, all of the revenue and expenses of the acquired assets from October 1, 2006 are those of Nevadaco (with the assets having been operated in trust by NSS for the benefit of Nevadaco from such date).

The aggregate maximum purchase price for the assets is CAD $4,000,000. The purchase price payable consists of the assumption of certain net working capital liabilities (in the amount of US$645,000, (approximately CAD $729,000) with the remainder of the purchase price being contingent on the acquired assets attaining certain prescribed revenue targets over the 26-month period extending October, 2006 through November, 2008.

Subsequent to the assumption of the aforementioned liabilities, the remaining maximum purchase price (being CAD $3,271,000) will be satisfied by a combination of cash (of up to CAD $300,000 subject to the acquired assets attaining a pre-determined revenue target amount between October 1, 2006 and November 30, 2006) and common shares (at a deemed price of CAD $0.35 per share) subject to the acquired assets generating pre-determined revenue target amounts during the Corporation's eight fiscal quarters between December 1, 2006 and November 30, 2008. All revenue targets are detailed in the Corporation's September 28, 2006 News Release.

All revenue determinations will ultimately be made on an audited basis.

James Feist, President of National Sports Services, Inc. has agreed to serve as President of Nevadaco for which Mr. Feist will receive an annual fixed salary of USD$150,000 plus a percentage of the handicapping revenue derived by iGaming's assets.

"We are confident that we can more effectively leverage these assets among iGaming's current portfolio of assets and therefore maximize their profitability", stated Mr. Feist.

Depending on whether the revenue targets are attained, thereby giving rise to the additional common share consideration outlined above, Mr. Feist's shareholdings in iGaming are expected to exceed 10% but remain less than 20% of all of iGaming's issued and outstanding shares. Mr. Feist currently holds 2,400,000 common shares of iGaming.

"We are thrilled to complete this acquisition as it adds to our portfolio of assets and makes us a more significant competitor in our market", stated Christopher Kape, iGaming's President and CEO. "From the beginning of the negotiation process, we sought to arrange a situation whereby we would be able to realize the value of the acquired assets before settling on the consideration to be paid for such assets. We are delighted that we were able to agree that the vast majority of the price we are paying will be contingent on the assets generating the revenue which they have attained historically."

"I am also encouraged that Jim Feist has agreed to become President of Nevadaco. Jim's leadership, experience and insights in the industry definitely provide us with a competitive advantage over our competitors", further stated Mr. Kape.

As of the date hereof, iGaming has 56,349,033 issued and outstanding common shares.

The closing of this transaction remains subject to the approval of the TSX Venture Exchange.

About National Sports Services

National Sports Services, Inc. is one of America's largest sports information service companies, providing sports handicapping selections and sports analysis, odds, scores, injury updates and commentary delivered via Internet, telephone, audiotext, 900 numbers, television and radio. NSS markets several nationally known sports analysts, including its owner, Jim Feist. NSS prints and distributes internationally The Nevada Sports Schedule, a magazine providing game rotation matchups and start times used by sports books and sports bettors throughout the world. It produces America's longest-running handicapping show on television, PROLINE, which is seen on the USA Cable network and introduced an Internet-only weekly TV show broadcast on the Web.

About iGaming Corporation

iGaming owns and operates assets that provide fact-based and opinion-oriented information relevant to the sports gaming industry. These assets include websites, client-server software, publications and call centers. Although not a gaming operator directly (as it does not operate a gaming facility or accept wagers directly or indirectly from consumers), iGaming serves as a provider of information and customer leads to various gaming operators.

The Company generates revenues in a number of ways, including various direct to consumer services and direct to gaming operator sales through its portfolio of websites which includes JimFeist.com, PicksOnline.com, Vegasonlinesports.com, OffshoreConnection.com, FurturesandProps.com and ScoresLinesPicks.com. In addition, iGaming operates Linetracker, a state of the art, real-time sports information system for the more serious sports enthusiast.

iGaming's common shares commenced trading on the TSX Venture Exchange on September 14, 2006 under the symbol IGA.


Forward-looking Statements

This press release contains certain forward-looking statements with respect to the Corporation. These forward-looking statements, by their nature, involve risks and uncertainties that could cause actual results to differ materially from those contemplated. We consider the assumptions on which these forward-looking statements are based to be reasonable, but caution the reader that these assumptions regarding future events, many of which are beyond our control, may ultimately prove to be incorrect.


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