NOT FOR DISTRIBUTION TO UNITED STATES
NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Global B2B gaming technology provider Bragg Gaming Group
(TSX:BRAG, OTC: BRGGF) ("Bragg" or the "Company") is
pleased to announce that, in connection with the potential
additional listing of the common shares in the capital of the
Company ("Common Shares") on the Nasdaq, and as approved by
the shareholders of the Company at the annual and special meeting
of shareholders held on April 28, 2021, the Company is implementing
a consolidation (reverse stock split) of the Common Shares
("Consolidation"). The board of directors has determined
that the Consolidation will be on the basis of one
post-Consolidation Common Share for every ten pre-Consolidation
Common Shares (1-for-10).
“The share consolidation is an important step in our U.S.
expansion strategy,” said Adam Arviv, Interim CEO of Bragg Gaming.
“It allows Bragg to list on the Nasdaq, which in turn provides the
Company with increased flexibility, enhanced liquidity and a higher
profile with potential investors. We’re pleased that the
shareholders shared our vision.”
The Common Shares are expected to commence trading on the
Toronto Stock Exchange on a post-Consolidation basis at the open of
trading on May 5, 2021.
Registered shareholders holding share certificates will be
mailed a letter of transmittal advising of the Consolidation and
instructing them to surrender their share certificates representing
pre-Consolidation Common Shares for replacement certificates or a
direct registration advice representing their post-Consolidation
Common Shares. Until surrendered for exchange, following the
effective date of the Consolidation, each share certificate
formerly representing pre-Consolidation Common Shares will be
deemed to represent the number of whole post-Consolidation Common
Shares to which the holder is entitled as a result of the
Consolidation.
If, as a result of the Consolidation, a shareholder would
otherwise be entitled to a fraction of a Common Share in respect of
the total aggregate number of pre-consolidation Common Shares held
by such shareholder, no such fractional Common Share will be
awarded. The aggregate number of Common Shares that such
shareholder is entitled to will, if the fraction is less than one
half of one share, be rounded down to the next closest whole number
of Common Shares, and if the fraction is at least one half of one
share, be rounded up to one whole Common Share.
The Company’s proposed Nasdaq listing is dependent on satisfying
Nasdaq quantitative and qualitative listing standards and there is
no assurance that such listing will be completed.
About Bragg Gaming Group
Bragg Gaming Group (TSX:BRAG, OTC: BRGGF) is a global B2B gaming
technology provider. Since its inception in 2012, Bragg has
developed, produced, marketed and licensed fully integrated
solutions to more than 125 gaming and casino operators
worldwide.
Cautionary Statement Regarding Forward-Looking
Information
This news release may contain forward-looking statements or
"forward-looking information" within the meaning of applicable
Canadian securities laws ("forward-looking statements"). Often, but
not always, forward-looking statements can be identified by the use
of words such as "plans", "expects" or "does not expect", "is
expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates" or "does not anticipate", or "believes",
or describes a "goal", or variation of such words and phrases or
state that certain actions, events or results "may", "could",
"would", "might" or "will" be taken, occur or be achieved.
All forward-looking statements reflect the Company's beliefs and
assumptions based on information available at the time the
statements were made. Actual results or events may differ from
those predicted in these forward-looking statements. All of the
Company's forward-looking statements are qualified by the
assumptions that are stated or inherent in such forward-looking
statements, including the assumptions listed below. Although the
Company believes that these assumptions are reasonable, this list
is not exhaustive of factors that may affect any of the
forward-looking statements. The key assumptions that have been made
in connection with the forward-looking statements include the
following: the impact of COVID-19 on the business of Bragg; the
countercyclical growth of the business of Bragg; the regulatory
regime governing the business of Bragg; the operations of the
Company; the products and services of the Company; Bragg's
customers; acquisition opportunities; the growth of Bragg's
business, the acceptance of the Company's application to Nasdaq and
whether a liquid market for the Company's common shares develops on
Nasdaq, which may not be achieved or realized within the time
frames stated or at all; and the anticipated size and/or revenue
associated with the gaming market globally.
Forward-looking statements involve known and unknown risks,
future events, conditions, uncertainties and other factors that may
cause actual results, performance or achievements to be materially
different from any future results, prediction, projection,
forecast, performance or achievements expressed or implied by the
forward-looking statements. Such factors include, among others, the
following: risks associated with general economic conditions;
adverse industry events; future legislative and regulatory
developments; the inability to access sufficient capital from
internal and external sources; the inability to access sufficient
capital on favourable terms; realization of growth estimates,
income tax and regulatory matters; the ability of Bragg to
implement its business strategies; competition; economic and
financial conditions, including volatility in interest and exchange
rates, commodity and equity prices; the estimated size of the
gaming market globally; changes in customer demand; disruptions to
our technology network including computer systems and software;
natural events such as severe weather, fires, floods and
earthquakes; and risks related to health pandemics and the outbreak
of communicable diseases, such as the current outbreak of
COVID-19.
Although the Company has attempted to identify important factors
that could cause actual actions, events or results to differ
materially from those described in forward-looking statements,
there may be other factors that cause actions, events or results
not to be as anticipated, estimated or intended. There can be no
assurance that forward-looking statements will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward-looking
statements.
The Company disclaims any intention or obligation to update or
revise any forward-looking statements whether as a result of new
information, future events, or otherwise, except in accordance with
applicable securities laws.
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version on businesswire.com: https://www.businesswire.com/news/home/20210430005145/en/
For Bragg Gaming Group, contact: Yaniv Spielberg, CSO,
Bragg Gaming Group info@bragg.games
For media enquiries or interviews, please contact: Keera
Hart, Kaiser & Partners Communications
keera.hart@kaiserpartners.com 905.580.1257
For investor enquiries, please contact: David Gentry
dgentry@bragg.games 1-800-733-2447 407-491-4498
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