GMGI - Golden Matrix Provides Corporate Update on Pending Acquisition | Benzinga
LAS VEGAS, NV, Oct. 04, 2023 (GLOBE NEWSWIRE) -- via NewMediaWire – Golden Matrix Group, Inc. (NASDAQ:GMGI)("GMGI", "Golden Matrix" and the "Company"), a developer, licensor and global operator of online gaming and eCommerce platforms, systems and gaming content, today provided a corporate update on its pending acquisition of MeridianBet Group, one of Southeast Europe's leading business-to-consumer (B2C) sports betting and gaming groups, with headquarters in Malta, operating in multiple markets across Europe, Africa and Latin America.
As previously reported, on September 27, 2023, the Company and the owners of MeridianBet entered into a First Amendment to Amended and Restated Purchase Agreement, pursuant to which GMGI had agreed to acquire the MeridianBet Group and its related companies. Among the various amendments to the prior agreement as set forth in the 1st amendment (as described in greater detail in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on September 28, 2023), the prior agreement was amended: 1) to extend the required closing date thereof; and 2) to modify financial closing terms of the previously announced definitive agreement.
The modification to the financial closing terms allows for the use of up to $20 million of cash-on-hand of MeridianBet Group to pay a portion of the $30 million cash payable by Golden Matrix at the closing of the transaction, to the extent approved in the sole discretion of the sellers.
Subsequently, on September 29, 2023, Golden Matrix filed a Current Report on Form 8-K, disclosing excerpts from certain presentations used by GMGI in connection with the funding sought by Golden Matrix to close the transaction.
"These recent filings reinforce the importance of this strategic acquisition, and demonstrate both companies' willingness and ability to close the transaction," said GMGI CEO, Anthony Brian Goodman, who continued, "The amendment allowing GMGI and the sellers to use up to $20 million of the MeridianBet Group's cash-on-hand at closing (subject to the sole discretion of the sellers), not only provides the Company with potential greater flexibility on financing, but we believe also demonstrates the sellers' confidence in the value of creating a combined entity capable of being greater than the sum of its parts."
Mr. Goodman noted that the MeridianBet Group has increased its year-to-date revenues considerably against last year's revenues; and the proforma performance of the combined company, following the acquisition, is now projected to be approximately $132 million in revenues and $27 million in Adjusted EBITDA, for the October 31, 2023 fiscal year.
"Both MeridianBet Group CEO, Zoran Milosevic, and I are confident that the completion of this acquisition will drive long-term value for all our stakeholders as we seek to benefit from economies of scale and both companies' historical revenue and profit growth. We are also working closely with our bankers in an effort to raise the most beneficial financing available for the transaction," concluded Mr. Goodman.
Golden Matrix expects to file the required proxy statement requesting shareholder approval for the issuance of the shares of common stock issuable in connection with the transaction, and other matters, with the SEC for shareholder approval very soon.
The acquisition is expected to close in the fourth quarter of 2023 or first quarter of 2024, subject to customary conditions to closing including, but not limited to GMGI shareholder approval, and Nasdaq approval, to the extent required, and other items.
For additional information regarding the purchase agreement, as amended, and the terms of the 1st amendment, including a breakdown of all of the consideration payable thereunder, please refer to Golden Matrix's Current Report on Form 8-K, which was filed with the Securities and Exchange Commission on September 28, 2023 and is available at www.sec.gov
About MeridianBet Group
Founded in 2001, the MeridianBet Group is a well-established online sports betting and gaming group, licensed and currently operating in 15 jurisdictions across Europe, Africa and South America. The MeridianBet Group's successful business model utilizes proprietary technology and scalable systems, thus allowing it to operate in multiple countries and currencies and with an omni-channel approach to markets, including retail, desktop online and mobile. For more information, visit https://ir.meridianbet.com.
About Golden Matrix
Golden Matrix Group, Inc., based in Las Vegas NV, is an established business-to-business (B2B) and B2C gaming technology company operating across multiple international markets. The B2B division of Golden Matrix develops and licenses proprietary gaming platforms for its extensive list of clients and RKings, its B2C division, operates a high-volume eCommerce site enabling end users to enter paid-for competitions on its proprietary platform in authorized markets. The Company also owns and operates MEXPLAY, a regulated online casino in Mexico.
Our sophisticated software automatically declines any gaming or redemption requests from within the United States, in strict compliance with current US law.
Forward-Looking Statements
Certain statements made in this press release contain forward-looking information within the meaning of applicable securities laws, including within the meaning of the Private Securities Litigation Reform Act of 1995 ("forward-looking statements"). Words such as "strategy," "expects," "continues," "plans," "anticipates," "believes," "would," "will," "estimates," "intends," "projects," "goals," "targets" and other words of similar meaning are intended to identify forward-looking statements but are not the exclusive means of identifying these statements.
Important factors that may cause actual results and outcomes to differ materially from those contained in such forward-looking statements include, without limitation, the ability of the parties to close the MeridianBet Purchase Agreement, as amended (the "Purchase Agreement") on the terms set forth in, and pursuant to the required timing set forth in, the Purchase Agreement, if at all; the occurrence of any event, change or other circumstances that could give rise to the right of one or all of the shareholders of MeridianBet Group or the Company (collectively, ...