NYX’s Scientific deal has support of two new parties
TWO NEW parties have entered into independent agreements to support the previously announced acquisition of NYX Gaming Group Ltd. by Scientific Games Corp. for $2.40 per ordinary share: (1) William Hill Steeplechase Ltd. and William Hill PLC; and (2) AlpInvest Partners CoInvestments. These two holders in aggregate own 9,301,709 ordinary shares of NYX, 2,325,427 warrants and 149,600 convertible preference shares of NYX Digital Gaming (OB Holdings) Ltd., a subsidiary of NYX, that are convertible into an aggregate of approximately 40,930,184 ordinary shares of NYX as of Dec. 6, 2017. In addition, William Hill has undertaken to withdraw its previously issued notice of conversion of its convertible preference shares into NYX ordinary shares.
Scientific Games also announced that it has entered into a new commercial arrangement with William Hill and that the parties, as well as NYX, have entered into a separate settlement agreement, in which the parties have agreed to end all existing litigation among the parties.
The shareholders meetings to approve the acquisition continue to be scheduled for Dec. 20, 2017, in Las Vegas, Nev., and Scientific Games and NYX encourage all shareholders of NYX to cast their votes in favour of the acquisition.
Scheme circular and NYX shareholders meetings
The shareholders meetings to approve the acquisition continue to be scheduled for Dec. 20, 2017, in Las Vegas, Nev. Pursuant to the terms of the arrangement agreement between NYX and Scientific Games, the acquisition is subject to the approval of: (i) a majority in number of NYX shareholders present and voting, either in person or by proxy, representing at least 75 per cent in value of the NYX ordinary shares held by those NYX shareholders present and voting, either in person or by proxy (excluding shares held by Scientific Games); and (ii) a simple majority of the votes cast by the holders of NYX ordinary shares, excluding shares held by certain interested shareholders, as well as approval of the Royal Court of Guernsey.
How to vote
Shareholders of NYX should have recently received a scheme circular and forms of proxy or voting instruction forms (white and blue) for NYX’s court and general shareholders meetings to be held on Dec. 20, 2017. If shareholders have any questions about any of the information or require assistance in completing the forms of proxy or voting instruction forms, as the case may be, please contact the company’s information and proxy solicitation agent, D.F. King, toll-free in North America at 1-800-761-6707 (1-212-771-1133 by collect call) or by e-mail at email@example.com.
About NYX Gaming Group Ltd.
NYX Gaming Group is a leading digital gaming provider, headquartered in Las Vegas, United States, with a staff of more than 1,000 employees globally, including more than 600 engineers.
NYX delivers value by adhering to the highest standards of customer service, probity and responsibility. It has one of the broadest distribution bases in the industry, with more than 200 unique customers.
About Scientific Games Corp.
Scientific Games is the global leader in technology-based gaming systems, table games, table products and instant games, and a leader in products, services and content for gaming, lottery and interactive gaming markets. Scientific Games delivers what customers and players value most: trusted security, creative content, operating efficiencies and innovative technology. Today, Scientific Games offers customers a fully integrated portfolio of technology platforms, robust systems, engaging content and unrivaled professional services.
We seek Safe Harbor.
Craig Billings, Roger Gilbert Buckeridge, Matthew Stewart Davey, James Merkur
(NYX) Shares: 108,228,682