Betsson AB (publ) completes the acquisition of Betsafe and resolves, as a result thereof, on an issue in kind and transfer of treasury shares
Betsson AB (publ) (”Betsson”) has today, following receipt of necessary regulatory approvals, completed the previously announced acquisition of Betsafe (through acquisition of the holding company Artic Invest AS) (“Betsafe”). Betsson has acquired all shares and warrants in Betsafe by payment of a consideration of approximately EUR 32.5 million consisting partly of cash and partly of transfer of 234,555 treasury shares of series B (“B Shares”) held by Betsson and a new issue of 684,269 B Shares. As previously announced, additional purchase price, based on the development of the acquisition and the integration thereof during 2011, may become payable. Betsson is entitled to choose to pay any additional purchase price in cash or in own shares. Such additional purchase price, if any, will amount to a maximum of EUR 27.5 million, which implies that the total maximum purchase price (without adjustments for change in market price for delivered Betsson shares) is EUR 60 million. If any additional purchase price becomes payable will the final acquisition value be determined by the market value on delivered Betsson shares on the day of deliverance.
As a result of the acquisition consideration being partially paid by way of own shares, the board of directors has today resolved, in accordance with the authorization from the annual shareholders’ meeting on May 12th, 2011, to issue no more than 684,269 new B Shares against subscription in kind, whereby the share capital of Betsson may be increased by no more than SEK 1,368,538, from SEK 79,307,440to SEK 80,675,978 and to transfer 234,555 treasury B-shares against subscription in kind.
Only sellers of Betsafe have been entitled to subscribe for the new B Shares, with a right and obligation to pay for the new B Shares by transfer of shares in Betsafe. All newly issued B Shares have been subscribed for and allotted. The estimated value of the assets contributed in kind corresponds to a subscription price of approximately SEK 127 per common share, corresponding to the volume-weighted average share price for the Betsson share during the 30 trading days prior to the announcement of the acquisition on May 13th, 2011, adjusted for the redemption procedure at SEK 7 in cash carried out by Betsson.
Key management in Betsafe has committed not to dispose of any of their respective subscribed B Shares during a period of 12 months following the completion of the acquisition.
Trading in the new shares is expected to commence on NASDAQ OMX Stockholm on or about June 22nd, 2011. As a result of the issue in kind, the number of shares in Betsson will increase from 39,653,720 (5,420,000 shares of series A and 34 233 720 B Shares) to 40,337,989 (5,420,000 shares of series A and 34,917,989 B Shares). The number of votes in Betsson will increase from 88,433,720 to 89,117,989. Further, parts of the resolution adopted by the annual general meeting in 2010 regarding the incentive program for certain employees, has been executed. The number of shares held by the company today amounts to 4 222 B-shares.
For further information, contact:
Pontus Lindwall, CEO and President, telephone +46 (0)8 506 403 10 or +46 (0)708 27 51 55, pontus@betsson.com
This press release contains information that Betsson is obligated to disclose pursuant to the Swedish Financial Instruments Trading Act (1991:980) and/or the Swedish Securities Market Act (2007:528) and according to the listing rules. This information was submitted for publication at (approximately) 17:30 CET on June 15th, 2011.
Betsson AB’s Core Business consists of investing and administering shareholding in companies, which through partners or by themselves, offers games to the end users via the internet. Betsson AB owns Betsson Malta which operates games through partnerships and the websites www.betsson.com, www.casinoeuro.com and www.cherrycasino.com. Betsson Malta offers Poker, Casino, Sports betting, Scratch Cards, Bingo and Games. The customers mainly orginate from the Scandinavian countries and other parts of Europe. Betsson AB is listed on NASDAQ OMX Nordic Mid Cap List, (BETS).
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