LAS VEGAS, Nov. 24, 2017 /PRNewswire/ — Scientific Games Corporation (Nasdaq: SGMS) (“Scientific Games”) today announced that it acquired ownership of (i) 27,376,036 ordinary shares (the “Shares”) of NYX Gaming Group Limited (TSXV: NYX) (“NYX”), (ii) 3,535,178 warrants to acquire ordinary shares of NYX (the “Warrants”) and (iii) 40,000 Class A exchangeable preferred shares of NYX Digital Gaming (Canada) ULC, a subsidiary of NYX (the “Exchangeable Preferred Shares”, and together with the Shares and the Warrants, the “Acquired Securities”). The Exchangeable Preferred Shares are exchangeable for an aggregate of 9,174,364 ordinary shares of NYX (the “Ordinary Shares”). The Acquired Securities were purchased pursuant to securities purchase agreements with four shareholders of NYX at a price of CAD$2.40 per Share and CAD$2.40 per Ordinary Share into which an Exchangeable Preferred Share is exchangeable, representing an aggregate purchase price of CAD$87,720,960. No additional consideration was paid for the Warrants.
Prior to the transactions, Scientific Games owned 11,600,000 Ordinary Shares, representing approximately 10.72% of the issued and outstanding Ordinary Shares. As a result of the transactions, Scientific Games owns 38,976,036 Ordinary Shares, representing approximately 36.01% of the issued and outstanding Ordinary Shares. If all of the Warrants acquired by Scientific Games were exercised, Scientific Games would own 42,511,214 Ordinary Shares, representing approximately 38.04% of the issued and outstanding Ordinary Shares. If all of the Exchangeable Preferred Shares acquired by Scientific Games were exchanged, Scientific Games would own 48,150,400 Ordinary Shares, representing approximately 41.01% of the issued and outstanding Ordinary Shares. If all of such Warrants and Exchangeable Preferred Shares were exercised and exchanged, Scientific Games would own 51,685,578 Ordinary Shares, representing 42.74% of the issued and outstanding Ordinary Shares.
In the future, Scientific Games may acquire additional Ordinary Shares or securities convertible into Ordinary Shares or dispose of such securities.
This press release is being issued pursuant to the requirements of National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues of the Canadian Securities Administrators. An early warning report with additional information in respect of the foregoing matters will be filed and available on the SEDAR profile of NYX at www.sedar.com.
For further information or to obtain a copy of the early warning report, you may contact:
Michael Quartieri +1 702-532-7658
Executive Vice President and Chief Financial Officer
Susan Cartwright +1 702-532-7981
Vice President, Corporate Communications
About Scientific Games
Scientific Games Corporation (NASDAQ: SGMS) is a global leader in technology-based gaming systems, table games, table products and instant games and a leader in products, services and content for