Bragg Gaming Group Enteres into New Financing Agreement with Bank of Montreal

Bragg Gaming Group, a leading global B2B iGaming content and technology provider, announced it has entered into a new financing agreement with the Bank of Montreal (BMO), a leading North American financial institution, pursuant to which BMO has made available to the Company certain credit facilities in a maximum aggregate amount of up to US$6.0 million to support its ongoing working capital and general corporate requirements (the BMO Facilities).

In connection with the closing of the BMO Facilities, Bragg has successfully repaid in full the outstanding promissory note with entities controlled by Doug Fallon (the Prior Note Indebtedness). The new BMO Facilities replace the Prior Note Indebtedness, signalling a significant step in the Company’s financial strategy to partner with a major commercial bank to support its growth.

“We are very pleased to establish this new relationship with the Bank of Montreal, a recognized leader in financial services. This new credit facility strengthens our balance sheet and provides us with a flexible capital structure to execute our strategic plan. The ability to secure financing from a major North American bank underscores the confidence in our business and our long-term growth prospects. We look forward to a long and successful partnership with BMO,” said Robbie Bressler, CFO of Bragg Gaming Group.

The BMO Facilities are secured by, amongst other things, a first-ranking security interest over all of the assets of the Company and certain of its key operating subsidiaries, and are uncommitted and are repayable upon the earlier of (i) demand by BMO, (ii) the occurrence of certain insolvency events, and (iii) on the one-year anniversary of the closing date, unless a one-year extension is granted at BMO’s discretion.

The agreement includes customary legal and financial covenants, including a requirement for the Company to maintain a Total Funded Debt to EBITDA ratio not exceeding 2.50:1.00, and a Fixed Charge Coverage Ratio of not less than 1.25:1.00. These financial covenants are to be tested on a consolidated basis at the end of each fiscal quarter.

The Company currently expects to draw on the BMO Facilities in Canadian dollars, which would result in estimated borrowing costs of 6.9%–7.9% for Prime-based loans or 5.9%–6.9% for CORRA-based loans, depending on the period of the draw and the Company’s leverage ratio. Standby fees on the unused portion of the revolving facility will range from 0.75% to 1.75% per annum, depending on leverage.

Management believes that based on the terms of the BMO Facilities, the Company’s borrowing costs on an annualized basis will be less than half of its Prior Note Debt.

Matevž Mazij, CEO of Bragg Gaming Group, said: “Securing this BMO facility represents a critical milestone in our strategic plan to strengthen Bragg’s financial foundation and accelerate value creation for our shareholders. With our cybersecurity incident contained and our borrowing costs cut by more than half, we are laser-focused on executing our strategic shift toward higher-quality earnings. The Company is prioritizing margin and cash generation over lower-margin revenue, and synergies realized post-quarter end to become a leaner operation. We’ve already realized EUR 2 million in annualized synergies and are on track to achieve our 20% Adjusted EBITDA margin target for the second half of 2025.

“Our recent leadership additions in AI and innovation, combined with our expanding partnerships with operators like Fanatics and Hard Rock Digital, position us to pursue highly accretive growth opportunities methodically. The Company remains focused on growing the business in a sustainable and margin-accretive manner, with strong momentum in the proprietary content and technology pipeline positioning Bragg for long-term profitable growth.

“We understand the importance of delivering results for our shareholders, and our board and management team are fully aligned and committed to executing the strategic initiatives that will drive value. With improved financial flexibility, a strengthened operational foundation, and clear milestones ahead, we believe we have the right strategy and team in place to unlock Bragg’s full potential. We remain committed to maximizing shareholder value as we build sustainable, profitable growth and ensure our strong operational performance translates into appropriate market valuation.”

Cyber Breach Update

The Company has also provided an update on its previously announced cybersecurity incident initially detected on August 16, 2025.

Immediately following detection, Bragg took appropriate steps to mitigate any potential impact of the breach. With the assistance of independent cybersecurity experts, the Company has followed industry best practices and considers that the incident is now resolved.

There continues to be no indication that any personal information was affected and the breach has had no impact on the ability of the Company to continue its operations. Bragg has also provided assurances to its customers regarding the security of its game titles. The Company has experienced no negative impact on its revenue or profitability and does not expect that the cost of responding to the incident will have a material financial impact on the Company.

The Company has already applied knowledge gathered from the investigation of the event to enhance its cyber security defenses.