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AMAYA GAMING TO ACQUIRE CADILLAC JACK

Wednesday September 26,2012  : AMAYA GAMING TO ACQUIRE CADILLAC JACK
 
Acquisition enhances growth opportunies
 
Amaya Gaming Group is back on the acquisition trail entering into what has been termed an "arm's length definitive agreement" to acquire Cadillac Jack, Inc.
 
The merger transaction will cost Amaya in the region of US$167 million for 100 percent of the equity in Cadillac Jack along with clearing its debt and will be funded through three separate cash payments.
 
The U.S. Georgia State head-quartered Cadillac Jack serves as a developer and supplier of video reel slots, wide area and multi-level progressives and Latin style bingo games.  It also develops content and technologies specific to the US and Mexican gaming markets.
 
Cadillac Jack reported US$78.5 million in total revenues and US$17.8 million in net income in the year ending December 31, 2011.  During that same period Cadillac Jack generated US$35.7 million in adjusted EBITDA1 and reported total assets of US$72.0 million and total liabilities of US$85.8 million.
 
For the six month period ended June 30, 2012, the unaudited consolidated financial statements of Cadillac Jack reported US$39.6 million in total revenues and US$3.9 million in net income. During that same period Cadillac Jack generated US$18.4 million in adjusted EBITDA and reported total assets of US$77.9 million and total liabilities of US$87.6 million.
 
Under the three separate cash payments, Amaya will make the first upon closing of the Acquisition which will total approximately US$147.0 million. Two additional payments of US$10.0 million each will be made on the first and second anniversaries of the closing of the acquisition which Amaya said it will finance through a combination of cash-on-hand and a new US$70.0 million to US$100.0 million non-convertible senior secured term loan.
 
"The acquisition of Cadillac Jack is a pivotal event for Amaya.  We expect that the combined companies will leverage their distribution for game content in the key areas of online, mobile and land based casinos. The Acquisition creates immediate scale for Amaya's operations and greatly enhances growth opportunities for both companies," said David Baazov, chief executive officer of Amaya.
 
By combining operations of the two companies, Amaya said it expects the acquisition to result in substantial revenue and cost synergies, which it should achieve within the first year following the closing of the sale.
 
"I want to thank Gene Chayevsky, who has held leadership roles at Cadillac Jack since 2004 and been its chief executive officer since 2008, for his stewardship in establishing one of our industry's emerging leaders," said Baazov. "The foundation for growth that Gene established at Cadillac Jack made it an ideal complement to Amaya's business."
 
"I'm proud of our team and our accomplishments over the past several years, which established Cadillac Jack as one of Georgia's and the gaming industry's leading growth companies," said Gene Chayevsky, chairman, chief executive officer, and controlling shareholder of Cadillac Jack.
 
Chayevsky will leave the company but will assist in the transitional period prior to closing.  Amaya's David Baazov will take over the reins as chairman of the board and chief executive officer while Mauro Franic, current chief operating officer, and Sigmund Lee, current chief technology officer, will retain their positions at the company.
 
The closing date of the Acquisition is expected during the fourth quarter of 2012.
 
Amaya rumoured to be interested in the acquisition of Bwin.party Entertainment’s Ongame Poker Network earlier this month.

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