(Toronto: December 20, 2019) Seven Aces Limited (the "Company") (TSXV: ACES) is pleased to announce that its 70% owned subsidiary, Lucky Bucks, LLC ("Lucky Bucks"), has entered into an agreement with Shivbhakti, Inc. ("Game Vendor") on December 20, 2019 (the "Agreement"). Under the Agreement, Lucky Bucks has agreed to acquire 160 gaming contracts and associated skill-based digital gaming terminals from Game Vendor, a digital skill-based gaming terminal operator based in the U.S. State of Georgia, in exchange for cash consideration of US$32.5 million payable on closing, with potential additional payments post-closing as more particularly described below (the "Acquisition"). The gaming contracts to be acquired under the Agreement are fully-licensed and governed by the Georgia Lottery Corporation and offer players a variety of skill-based coin-operated amusement machines.
The purchase price for the Acquisition is expected to be US$32.5 million on closing, with potential additional post-closing payments which could result in the aggregate consideration payable increasing to a range of US$36 million to US$38 million (as currently best estimated by Lucky Bucks) in the event of the satisfaction of certain conditions related to post-closing revenue generation. Any such post-closing payments, if made, would be payable by Lucky Bucks on or before the date that is 12 months from the date of the closing of the Acquisition. The Corporation expects to finance the purchase price of the Acquisition with its previously-announced available financing. The Agreement contains representations, warranties and termination provisions that are customary for a transaction of this nature.
The Acquisition is an arm's length transaction and completion of the Acquisition is subject to a number of conditions precedent, including but not limited to receipt of approval from the TSX Venture Exchange and the Georgia Lottery Corporation. Closing of the Acquisition is expected to occur in the first quarter of 2020.
More information on ACES is available at www.sevenaces.com.
|For further information please contact Seven Aces:
Chief Executive Officer, Director
Tel. (416) 477-3414
Tel. (416) 477-3411
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.
Cautionary Statement Regarding Forward-Looking Information
This release contains certain information which, as presented, constitutes “forward-looking information” within the meaning of applicable Canadian securities laws. Forward-looking information involves statements that relate to future events and often addresses expected future business and financial performance, containing words such as “expect” and “intend”, statements that an action or event “may” or “will” be taken or occur, or other similar expressions. These statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of the Corporation to control or predict, and which may cause Quantum’s actual results, performance or achievements to be materially different from those expressed or implied thereby, including, but not limited to, risks related to the inability by Quantum to complete the Acquisition, as well as other factors discussed in the Corporation’s annual information form dated July 23, 2015, (the “Annual Information Form”) which is available on SEDAR under Quantum’s profile at www.sedar.com. Forward-looking information is developed based on assumptions about such risks, uncertainties and other factors set out herein, in the Annual Information Form, and as otherwise disclosed from time to time on SEDAR under Quantum’s profile at www.sedar.com.
Unless otherwise specified in this release, information contained in this release is current as of the date of this release. Unless otherwise specified, all dollar amounts herein refer to Canadian dollars. The Corporation undertakes no obligation to update forward-looking statements except as may be required by applicable Canadian securities laws. Readers are cautioned against attributing undue certainty to forward-looking statements.