TransGaming Inc.
TSX VENTURE : TNG

TransGaming Inc.

November 30, 2011 12:51 ET

TransGaming Inc. Announces Closing of Its Private Placement

TORONTO, ONTARIO--(Marketwire - Nov. 30, 2011) -

NOT FOR DISSEMINATION IN THE UNITED STATES

TransGaming Inc. (TSX VENTURE:TNG) ("TransGaming" or the "Company") is pleased to announce it has closed its private placement offering announced on November 15, 2011 (the "Offering"). The Offering consisted of 3,000,000 units (the "Units") at $0.50 per Unit (the "Issue Price") for aggregate gross proceeds to the Company of $1,500,000.

Each Unit consisted of one common share of the Company (a "Common Share") and one common share purchase warrant ("Warrant"). Each Warrant will entitle the holder thereof to acquire one Common Share of the Company at an exercise price of $0.75 per Common Share for a period of 24 months from the closing date.

The Company will use the net proceeds from the Offering for working capital and general corporate purposes.

The private placement was offered by a syndicate of agents led by M Partners Inc. and included PI Financial Corp. (the "Agents"). A cash commission of 6% of the aggregate gross proceeds was paid to the Agents. In addition, the Agents received non-transferable warrants (the "Compensation Warrants") equal to 6% of the total number of Units issued in connection with the Offering. Each Compensation Warrant will be exercisable at a price of $0.50 for a period of 24 months from the closing date to acquire one Unit.

In connection with the Offering, a group of investors (the "Purchasers") agreed to purchase 265,000 common shares of TransGaming from a current shareholder (the "Seller") that is not an "insider" for securities law purposes at a purchase price per share of $0.50, being the same price at which common share units are being offered under the Offering. The Seller has agreed to sell 265,000 common shares to the Purchasers and has used all of the proceeds of such sale to subscribe for 265,000 common share units under the Offering.

About TransGaming Inc.

TransGaming Inc. (TSX VENTURE:TNG), is the global leader in the multiplatform deployment of interactive entertainment. TransGaming works with the industry's leading developers and publishers to enable and distribute games for Smart TV set-top boxes, Mac computers, and Linux/CE platforms. TransGaming is headquartered in Toronto, Canada, with offices in Ottawa and Atlanta. To learn more about TransGaming visit www.transgaming.com.

This news release shall not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws.

Forward-Looking Statements

This news release contains forward-looking statements. Actual events or results may differ materially from those described in the forward-looking statements due to a number of risks and uncertainties, including changes in financial and product market conditions. Forward-looking statements are based on management's estimates, beliefs, and opinions. The Company assumes no obligation to update forward-looking statements, other than as may be required by applicable law.

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.

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