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Statement by the Board of Directors of MRG in relation to the public offer from William Hill
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The Board of Directors of MRG unanimously recommends the shareholders of MRG to accept the public offer from William Hill of SEK 69 in cash per share.
This statement is made by the Board of Directors[1] of Mr Green & Co AB pursuant to Rule II.19 of the Nasdaq Stockholm Takeover Rules (the “Takeover Rules”).
Background
William Hill PLC (“William Hill”), through a controlled affiliate William Hill Holdings Limited, has today announced a public offer to the shareholders of MRG to transfer all of their shares in MRG to William Hill for a consideration of SEK 69 in cash per MRG share (the “Offer”). The total value of the Offer corresponds to approximately SEK 2,819 million[2].
The Offer represents a premium of:
- 48.5 per cent compared to the closing price of SEK 46.5 of the Company’s share on Nasdaq Stockholm on 30 October 2018, the last trading day before the announcement of the Offer;
- 61.7 per cent compared to the volume-weighted average share price of SEK 42.7 of the Company’s share on Nasdaq Stockholm during the last 30 days prior to 30 October 2018; and
- 63.4 per cent compared to the volume-weighted average share price of SEK 42.2 of the Company’s share on Nasdaq Stockholm during the last 90 days prior to 30 October 2018.
The acceptance period for the Offer is expected to commence around 10 December 2018 and expire around 11 January 2019, subject to any extensions.
Completion of the Offer is conditional upon, inter alia, that the Offer is accepted to such an extent that William Hill becomes the owner of shares representing more than 90 per cent of the outstanding shares in MRG, as well as all regulatory, governmental or similar clearances, approvals and decisions necessary to complete the Offer, including approvals and clearances from competition authorities, being obtained, in each case on terms which, in William Hill’s opinion, are acceptable. William Hill has reserved the right to waive the conditions for completion of the Offer. The Offer is not conditional upon financing. For further details about the Offer, please refer to William Hill’s press release that was made public today.
The Board of Directors of MRG has, at the written request of William Hill, permitted William Hill to carry out a limited due diligence review of MRG in connection with the preparation of the Offer. Except for certain information regarding MRG’s results for the third quarter 2018, that was made public through the Company’s Q3 report on 26 October 2018, William Hill has not received any inside information regarding MRG during the due diligence process.
In total seven shareholders in MRG, including Board members Henrik Bergquist and Tommy Trollborg, representing in aggregate 40.04 percent of the shares and votes in MRG, have undertaken to accept the Offer and tender all of their shares in MRG in the Offer, subject to certain conditions. The undertakings will lapse in the event that a third party, prior to the expiry of the initial or any extended acceptance period for the Offer, makes an offer for all shares in MRG which corresponds to an offer value exceeding the price in the Offer by at least 8 percent per share, provided that William Hill does not match the competing offer within 10 business days of its announcement. The undertakings will further lapse in case the Offer has not been declared unconditional before 15 February 2019.
SEB Corporate Finance is acting as financial adviser and Cederquist is acting as legal adviser to MRG in connection with the Offer.
The Board of Directors’ recommendation
In its evaluation of the Offer, the Board of Directors has taken a number of factors into account which the Board of Directors deems relevant. These factors include, but are not limited to, the Company’s present strategic and financial position and the Company’s expected potential future development and thereto related opportunities and risks.
The Board of Directors notes that the Offer represents a premium of 48.5 per cent compared to the closing price of SEK 46.5 of the Company’s share on Nasdaq Stockholm on 30 October 2018, which was the last trading day before the announcement of the Offer, and a premium of 61.7 percent and 63.4 percent respectively, compared to the volume-weighted average share price for the Company’s share on Nasdaq Stockholm during the last 30 and 90 days, respectively, prior to 30 October 2018.
The Board of Directors further notes that seven shareholders in MRG, representing in aggregate 40.04 percent of the shares and votes in the Company, have entered into undertakings to accept the Offer, subject to certain conditions.
As part of the Board of Directors’ evaluation of the Offer, the Board of Directors has engaged BDO to issue a so called fairness opinion regarding the Offer, see Appendix 1. According to the fairness opinion, the Offer is fair to MRG’s shareholders from a financial point of view (subject to the assumptions and considerations set out in the fairness opinion).
Based on the above, the Board of Directors unanimously recommends the shareholders in MRG to accept the Offer.
Under the Takeover Rules, the Board of Directors shall, based on the statements made by William Hill in the Offer press release issued earlier today, present its opinion regarding the impact that the implementation of the Offer will have on MRG, particularly in terms of employment, and its opinion regarding William Hill’s strategic plans for MRG and the effects it is anticipated that such plans will have on employment and on the places in which MRG conducts its business. In this respect, the Board of Directors notes that William Hill has stated that “William Hill recognize the capabilities and skills of MRG’s dedicated management and employees and look forward to welcoming these talented individuals to the William Hill group. After the completion of the Offer and a careful review of the capabilities and needs of the new combined operations, the optimal structure for future success will be determined. There are currently, before completion of the Offer, no decisions on any material changes to MRG’s employees and management or to the existing organization and operations, including the terms of employment and locations of the business.” The Board of Directors assumes that this description is correct and has no reason to take a different view in this respect.
This statement shall in all respects be governed by and construed in accordance with Swedish law. Disputes arising from this statement shall be settled exclusively by Swedish courts.
Stockholm 31 October 2018
Mr Green & Co AB (publ)
The Board of Directors
For further information, please contact:
Kent Sander, Chairman of the Board of Directors, through Åse Lindskog, Director Communications and IR, tel. +46 730 24 48 72, [email protected]
The information in the press release is information that MRG is obliged to make public pursuant to the EU Market Abuse Regulation and the Takeover Rules. The information was submitted for publication, through the agency of the contact person set out above, at 08:15 CET on 31 October 2018.
MRG is a fast-growing, innovative iGaming Group with operations in 13 markets. MRG offers a superior experience in a Green Gaming environment. MRG was founded in 2007 and operates the iGaming sites Mr Green, Redbet, 11.lv, Winning Room, Bertil, MamaMiaBingo, BingoSjov and BingoSlottet. The Group had a turnover of SEK 1,192.0 million in 2017 and has over 300 employees. MRG has gaming licenses in Denmark, Italy, Latvia, Malta, the UK, and Sportsbook license in Ireland. MRG is listed on Nasdaq Stockholm in the Mid Cap segment under the name Mr Green & Co AB (ticker MRG).
Source: Latest News on European Gaming Media Network
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Clarion Gaming film Virtual Tour showing scale of opportunity for ICE and iGB Affiliate exhibitors in Barcelona
Ahead of January 2025’s relocation to Barcelona, ICE and iGB Affiliate exhibitors can share Clarion Gaming’s ‘Vision of the possible’ courtesy of a specially commissioned virtual tour and exhibitor orientation video which can be viewed at: youtube.com
The 10-minute exhibitor film which is narrated by Clarion Gaming Managing Director Stuart Hunter takes viewers on a tour of the venue beginning with an introduction to Fira Gran Via’s integrated metro station which is located between the El Prat international airport (12km) and the historic city centre (3km) and has the capacity to take huge volumes of attendees directly to the heart of the spacious dedicated registration area at the south entrance.
Viewers are then taken on a journey along the elevated arterial walkway which provides a unique bird’s eye view of the 120,000 sqm exhibition space before accessing the contemporary designed meeting areas and plentiful break-out spaces requested by exhibitors, on to the ultra-modern and scalable conference facilities and the venue’s three ‘Sky Gardens’ which facilitate the delivery of a memorable indoor/outdoor festival experience.
The video also explains the new visitor-friendly show floor which has been designed to easily identify the gaming verticals of interest and in the process ease navigation through the five halls that the 2025 editions of ICE and iGB Affiliate will occupy.
Introducing the video Stuart Hunter said: “This is the latest in a series of orientation initiatives which we started in October 2023. This video which is aimed at ICE and iGB Affiliate exhibitors, partners and sponsors will be followed by a dedicated visitor tour to help prepare for this exciting new chapter.
“As a team we could not be more excited about the opportunities offered by our new home at Gran Via and new host city of Barcelona: the film sets-out the size of the opportunity that we have as an industry and shares a compelling vision of what’s possible.”
ICE/iGBA 2025 will use circa 120,000 gross sqm of The Gran Via (ICE 2024 utilised 100,000 gross sqm in London) across Halls 1 (iGB Affiliate) and 2-5 (ICE). An additional 160,000 sqm has been reserved exclusively for ICE/iGBA across the five-year tenancy. The Convention Centre which is located in Hall 8 comprises a modular and versatile space with seating for between 3,000 and 12,000 people.
The post Clarion Gaming film Virtual Tour showing scale of opportunity for ICE and iGB Affiliate exhibitors in Barcelona appeared first on European Gaming Industry News.
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José Garcia promoted to General Manager for Innovative Technology Spain
The Spanish branch of Innovative Technology (ITL) have announced that a long-standing member of the team has been promoted to General Manager. José (Pepe) García Escudero previously held the role of Business Development Manager for the region.
ITL Spain has had an office in Barcelona since 1996, headed up by Sales Director Mustapha Hadj-Ahmed. They provide both cash validation equipment and biometric technology to various market sectors including, gaming, amusement, kiosk and retail.
Commenting on José’s promotion Mustapha said, “I would like to congratulate José (known to most of his customers as Pepe!) on this well-deserved achievement. I have worked with him since he joined the company seven and half years ago and he is hard working, a real team player and has an excellent eye for spotting new opportunities. José will be responsible for overall operations as well as continuing his business development tasks. I am sure he will excel in his new role and I am confident he will lead our talented team to new heights! I look forward to exciting and prosperous times ahead.”
Pepe added, “I am so pleased to be given this fantastic opportunity and to play a more operational and managerial role in the business. Each member of the team here in Spain are a key part of our success, and the reason we are known for being a leading provider of cash handling equipment. I am excited to get started and see the business grow even further as we continue to serve our valued customers and develop our technology to response to the changing needs of the market.”
Concluding Mustapha said, “José will be heading up the team at the FIJMA show in Madrid on 7th – 9th May 2024 on stand A49, so if you are attending the show come and say hello!”
The post José Garcia promoted to General Manager for Innovative Technology Spain appeared first on European Gaming Industry News.
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Team ATK Oshun excels at 2024 Online Championships held on 13 April 2024
Mind Sports South Africa’s (MSSA) 2024 Online Championships held on 13 April 2024 showed sterling results.
The championship was yet another chance for many esports athletes to qualify for MSSA’s National Team Trials to be held on 25 May 2024 at which the team will be selected to officially represent South Africa at the African Qualifiers which lead up to IESF’s 16th World Esports Championships to be held in Riyadh, Saudi Arabia in October and November 2024..
All Registered Players who have finished in the top three places, or the top 20% – whichever is greater, are entitled to enter trials.
However, it must be remembered that all players must have a valid passport to participate in the National Team Trials.
It was indeed exciting to watch just how much all the female teams have improved.
Team ATK Oshun (ATK Club Sport) being a female team astounded all with their skill and sportsmanship. The team demolished all ATK Club Sport opposition to ultimately won the premier event overall and qualify for the National Team trials to be held on 25 May 2025.
IESF’s 15th World Championships will be played to the following titles:
- Counter-Strike 2
- Counter-Strike 2 – Female division
- DotA 2
- eFootball
- Mobile Legends, Bang Bang
- Mobile Legends, Bang Bang – Female division
- PUBGM
The high standard of play saw 37 Registered Players from six provinces being awarded Provincial Colours. Only Limpopo, Free State, and Northern Cape did not have Registered Players who did not earn provincial colours.
Title | Name of player/team | Club | Provincial Colours awarded |
Clash Royale – Premier | Johan Coetzee | Middies | Mpumalanga |
Clash Royale – High School | Aryan Maharaj | PR0NHS | |
Counter Strike: 2 | ATK Oshun | ||
Kaylee Ludick | ATK Club Sport | Gauteng | |
Jessica Eleez Greeff | ATK Club Sport | Gauteng | |
Christin Brazier | ATK Club Sport | Gauteng | |
Megan van der Westhuizen | ATK Club Sport | Gauteng | |
Kayhla Rose Calder | ATK Club Sport | Gauteng | |
DotA – Premier | ZAG DOTA 1 | ||
Suhail Khan | ZAG Academy | Gauteng | |
Travis John Waters | ZAG Academy | Western Cape | |
Mark Kilian Lehle | ZAG Academy | Gauteng | |
Mohammad Dhooma | ZAG Academy | Eastern Cape | |
Nicholas Dammert | ZAG Academy | Gauteng | |
eFootball – Premier | Aslam Parker | PES Society | Gauteng |
FIFA 24 – High School | Daiyaan Hendricks | PES Society | Western Cape |
Mobile Legends – Premier
|
Mavericks | ||
Matthew Tatalias | Mavericks | Gauteng | |
Damian Bransby | Mavericks | Western Cape | |
Preshan Pillay | Mavericks | Gauteng | |
Mohammad Azhar Ansari | Mavericks | KwaZulu Natal | |
Taygan Gabriel | Mavericks | KwaZulu Natal | |
Luke Green | Mavericks | Western Cape | |
Mobile Legends – Premier – Female
|
AHG | ||
Je’nielle Cavanagh | PES Society | Western Cape | |
Inez Pringle | PES Society | Western Cape | |
Salma Parker | PES Society | Western Cape | |
Ra’isha Prout | PES Society | Western Cape | |
Fatimah Prout | PES Society | Western Cape | |
Mia Anthony | PES Society | Western Cape | |
PUBGM
|
Team uEnvy | ||
Richard Henry | ZAG Academy | Eastern Cape | |
La-eeq Arendse | ZAG Academy | Western Cape | |
Kyle Dudley | ZAG Academy | Western Cape | |
Clayton Leak | ZAG Academy | Western Cape | |
Rocket League – Premier – 1 v 1 – Premier | Nathan Strange | Hoërskool Klerksdorp | |
Rocket League – Premier – 1 v 1 – High School | Luther Peens | Hoërskool Klerksdorp | |
Street Fightter V – Premier | Marnus van der Merwe | Hoërskool Klerksdorp | North West |
Tekken 8 | Stasch Cloeta | Team PlayBell | Western Cape |
Valorant – Premier
|
TuksValorant | ||
Tapiwanashe Keith Matema | TuksEsports | Gauteng | |
Kyle Halvorsen | TuksEsports | Gauteng | |
Jaden Connor Swarts | TuksEsports | Gauteng | |
Ronald James Tyler Wheeldon | TuksEsports | Gauteng | |
Alejandro Luca Sartini-Kruger | TuksEsports | Gauteng | |
Armand Pierre van der Colf | TuksEsports | Gauteng | |
Sportsmanship Award | Je’nielle Cavanagh | PES Society |
The post Team ATK Oshun excels at 2024 Online Championships held on 13 April 2024 appeared first on European Gaming Industry News.
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