On 17 January 2022, NeoGames S.A.1 announced a recommended public offer to the shareholders of Aspire Global plc2 to tender all their shares in Aspire Global to NeoGames for a consideration consisting of a combination of cash and newly issued shares in NeoGames in the form of Swedish depository receipts (the “Offer”).
Regulatory approvals from both the Gibraltar Gambling Commission and the North Macedonia Competition Authority have been received on terms which, in NeoGames’ opinion, are acceptable and Aspire Global has maintained its licenses. This condition for completion of the Offer is thus met.
Acceleration and acquisition of options
The completion of the Offer is also conditional upon that Aspire Global, prior to the end of the acceptance period in the Offer, resolves to accelerate the current incentive programs in Aspire Global, and that all outstanding options thereunder, as well as any other warrants/options issued by Aspire Global, are converted into new shares in Aspire Global resulting in the creation of not more than 828,094 new shares in Aspire Global. Aspire Global has resolved to accelerate unvested options which together with all other outstanding options in Aspire Global could be converted into not more than 809,264 new shares in Aspire Global.
NeoGames has, with the approval by Aspire Global’s independent bid committee, entered into option purchase agreements with 53 employees and consultants in Aspire Global who in aggregate held all outstanding options under Aspire Global’s various incentive programs. The purchase agreements were subject to the Offer being declared unconditional. All of the options remain unexercised. The purchase price for the options corresponds to the value that the option holders had received should they have exercised the options and tendered the underlying shares in Aspire Global in the Offer (SEK 111.00 in cash or 0.320 shares in NeoGames in the form of Swedish depository receipts per share in Aspire Global in accordance with the Base Case Alternative and Mix & Match Facility, as defined in the offer announcement published by NeoGames on 17 January 2022; the “Offer Announcement”). Consequently, NeoGames has provided the option holders in Aspire Global a fair treatment outside of the Offer.
Should all options acquired be exercised and converted into new shares in Aspire Global, they would represent 1.67 percent of the total number of shares in Aspire Global on a fully diluted basis.3 Considering the above, NeoGames deems the condition for completion regarding acceleration of options under Aspire Global’s various option programs to be met.
Outcome of the Offer; Offer declared unconditional
At the end of the acceptance period on 25 May 2022 and including late but approved acceptances, in total 45,860,537 shares in Aspire Global have been tendered in the Offer, corresponding to 98.25 percent of the shares and votes in Aspire Global on a non-diluted basis. Shareholders holding 13,431,065 shares have accepted the Base Case Alternative with a maximum cash component under the Mix & Match Facility, shareholders holding 55,055 shares have accepted the Base Case Alternative with a maximum share component under the Mix & Match Facility, shareholders holding 1,131,807 shares have accepted the Base Case Alternative with no election under the Mix & Match Facility and shareholders holding 31,242,610 shares4 have accepted the Conditional Alternative.
Should the options acquired by NeoGames be exercised, NeoGames would together with the tendered shares control 46,664,516 shares in Aspire Global representing 98.27 percent of the shares and votes in Aspire Global on a fully diluted basis.
Considering that the Offer has been accepted to such extent that NeoGames has become the owner of shares representing not less than 90 percent of the total number of outstanding shares in Aspire Global, the condition regarding a 90 percent minimum acceptance level has been fulfilled. Accordingly, and as all other conditions for completion are met, the Offer is declared unconditional in all respects and NeoGames will complete the acquisition of the shares in Aspire Global tendered in the Offer.
Settlement of the shares in Aspire Global tendered in the Offer under the original acceptance period will commence on or about 14 June 2022, to allow for simultaneous settlement against cash and/or newly issued shares in NeoGames in the form of Swedish depository receipts.
Squeeze-out and delisting
NeoGames will initiate compulsory acquisition of the remaining shares in Aspire Global and propose that Aspire Global’s board of directors applies for delisting of Aspire Global’s shares from Nasdaq First North Premier Growth Market.
Extension of the acceptance period
In order to provide the remaining shareholders in Aspire Global the opportunity to accept the Offer, NeoGames has decided to extend the acceptance period of the Offer until and including 14 June 2022 at 5.00 p.m. (CEST). Shareholders in Aspire Global accepting the Offer during the extension of the acceptance period will receive the Base Case Alternative, as defined in the Offer Announcement, consisting of 50 percent cash and 50 percent NeoGames shares in the form of Swedish depository receipts. Settlement for shares tendered during the extension of the acceptance period is expected to commence on or around 30 June 2022. The acceptance period will thereafter not be further extended and late acceptances will not be accepted. Since the Offer is now unconditional, shareholders in Aspire Global who accept the Offer during the extension of the acceptance period have no right to withdraw their acceptances.
Week 31/2022 slot games releases
Here are this weeks latest slots releases compiled by European Gaming!
Yggdrasil and ReelPlay have joined forces to launch the latest release by Hot Rise Games, Monsters VS Gigablox™. The title sees an epic battle of monstrous proportions taking place across a devastated city and features huge creatures fighting across the 6×6, 50-payline grid. As with all games incorporating the popular Gigablox™ Game Engagement Mechanic (GEM), an oversized symbol will land on every spin, which can be anything from 2×2 to 6×6 in size.
Franco Digital is challenging players to capture the beauty of nature in Wild Shot, a new online slot adventure that combines risk-taking and photography in a safari setting. Players aim to survive the wild animals of the savannah to take striking images in this five-reel, three-row and 20-line game that has been designed to keep intrepid explorers on the edge of their seats.
Swintt, are inviting players to soar above the clouds in their latest Win Eagle slot – a brand-new Premium release that features max wins of 800x the selected stake and a Wheel of Fortune bonus that can pay out MAXI jackpot prizes. Played out on a traditional 3×3 reel matrix, Win Eagle draws on the iconic design elements of classic land-based slots and gives them a modern twist with the help of state-of-the-art visuals and innovative features.
Relax Gaming, has lit the fuse on its most recent game to feature its progressive jackpots, Wild Chapo Dream Drop. In a slot that is as volatile as the titular character’s stash of explosives, Expanding TNT Wilds, Sticky Wild Re-Spins and Bonus Bomb symbols bring blazing win potential to the base game. Three bonus symbols earn players a drink inside Chapo’s bar where bombs are stored until the very last free spin.
Wizard Games is presenting players with a rare opportunity to experience the most sacred of temples in its epic new adventure Amun Ra – King of the Gods. The 5-reel, 4-row slot is centred around the mythical figure of Amun Ra, the Egyptian god of the sun and air, who challenges players to prove they are worthy of being in his presence. Rich rewards are possible within a slot that is packed with bonus features, with split symbols that can deliver huge payouts up to 40.000 ways.
Blue Guru Games presents Treasure of Tengshe, a game with expanding wilds, fizzing firecrackers and an ancient serpent sky-dancing and devouring fireworks. This high-volatility, 50 payline slot will be leaping and twisting onto the Oryx Hub Platform. Blue Guru has been making a bang in the gaming space with a series of highly engaging slots with cinematic audio-visuals.
iSoftBet, welcomes players back to the stunning African Savanna in classic cascading experience, Majestic Megaways Extreme 4™. The action-packed title sees a top-performing game given the Quad Action treatment, meaning that four reel sets are in play on every spin, multiplying the excitement and payouts considerably.
Play’n GO call in the luck of the Irish in the latest addition to their popular series of leprechaun titles, Leprechaun’s Vault. Larkin the Lucky Leprechaun – although his luck seems to have run out in this story – has had the keys to his magical vault stolen by the mischievous fairies of the fen. A classic 5×3 reel online slot with the potential to award players x9000 their total bet is clear, fun and easy to understand from the first spin.
Can you handle the heat? That is the question being asked of players in Hot Chilliways, the latest slot to be developed in partnership with Hurricane Games via Stakelogic’s innovative Greenlogic® Programme. This is a video slot that turns up the heat and with players encouraged to experiment with some seriously spicy win combinations.
Evoplay casino games provider has announced a new video slots game release, inviting players to run with the pack in search of tasty wins in its latest release, Wolf Hiding. Players will need to search for hidden riches revealed by the moonlight in the enigmatic woods, and to heighten the excitement, the title features a Mystery symbol, allowing players to clear the clouds and open up the starry night sky, triggering the Full Moon feature that delivers impressive wins.
Playson, the fast-growing digital entertainment supplier, has enhanced its Timeless Fruit Slot collection with Ruby Hit: Hold and Win, an immersive slot that offers a fresh take on the supplier’s popular Bonus Game. The 3×3 slot encompasses eye-catching visuals with a range of beautiful fruit and gem-stoned symbols, while the title’s Wild appears as the iconic Red Sevens.
BGaming announces a competition for streamers with a $15 000 prize pool
BGaming launches its first competition for online slots streamers with a $15 000 prize pool. The competition will be held online between August 10-31, challenging participants to collect particular winning combinations and emotional moments while streaming BGaming slots on Twitch and Youtube.
To enter the BGaming Streamers Race, a participant should have a Twitch or Youtube account and stream any of the three following BGaming slots: Bonanza Billion, Lucky Lady Moon Megaways, and Aztec Magic Bonanza between August 10-31. There are no limitations on which online casino to choose for streams, and no pre-registration is needed.
Leaders of the Streamers Race will be determined according to the submitted results in the following nominations: Multiplier Hero, Scatters Champion, and the Greatest Showman. The Multiplier Hero category will reward streamers with the biggest sum of submitted multipliers collected on streams during the race period. The Scatters Champion category will challenge streamers to collect six scatters in the slots and be the first to submit the result. The Greatest Showman category will allocate submissions of the most exciting video moments captured during the streams.
Participants of the Streamers Race will be able to submit results in multiple categories and track their leaderboard positions in real-time on the official website of the Streamers Race. Leaders of the Race will raffle off the prize fund of $15 000.
Kate Puteiko, Product Marketing Lead at BGaming, commented: “We see significant changes in our player’s persona: the average age of our players is shifting from thirty to twenty years old. This new generation of slots fans is pushing the development of the streaming community, making streamers trusted influencers in the industry. We see a growing interest in our games from streamers, and of course, we are interested in encouraging them to play our games more. Support and development of the streamers community are among our priorities, and you’ll see even more events for streamers powered by BGaming.”
BGaming is a fast-growing game provider converting gambling into gaming. Thanks to an expert team and a player-driven approach, the studio creates innovative and engaging products featured on reputable platforms and 700+ online casinos worldwide. BGaming is the world’s first to support cryptocurrencies and offer Provably Fair games. Today the brand’s portfolio includes 90+ products with HD graphics and a clear user interface for every device.
Online Casino Regulation
In Great Britain, the Gambling Commission issues gambling licenses, regulates, advises and guides players and gambling businesses. There are three licensing objectives set out in the Gambling Act 2005.
- To prevent gambling from being a source of crime or disorder, being associated with crime or disorder or being used to support crime.
- To ensure that gambling is conducted fairly and openly by operators
- To protect vulnerable people, including children, from exposure to gambling.
The UK Gambling Commission is responsible for all licensing applications meeting the above objectives.
How The UK Gambling Commission Regulates
- By licensing gambling businesses
- By licensing those who work in the gambling industry in specific roles
- The UK Gambling Commission sets out Licence Conditions and Codes of Practice
- The UK Gambling Commission carries out enforcement action and prosecution work if an individual of a business breaches tier licence conditions.
- By working closely with the gambling industry to raise standards
- The UK Gambling Commission provides advice to players and the public.
Why Regulation is Important
The UK Gambling Commission aim to make gambling safer. A spokesman from NewCasinoSites.me.uk stated, “vulnerable people in our society must have protection from those sites that did not responsibly operate gambling businesses. However, all gambling businesses must now sign up to GAMTOP (the self-exclusion scheme,) allowing consumers to exclude themselves from all online gambling for some time has helped raise the standard of UK online casinos”.
How to Find a Responsible Online Casino
Before you decide to transfer any money into an online casino account, there are some things you should check.
- The online casino should hold a British Gambling Commission licence displayed on the website. The license number should be clickable and links you to the UK Gambling Commission public register. Make sure that the details of the licence match the public register
- You should be aware of restrictions on bonuses or promotional offers like a minimum spend level (before you can withdraw winnings.)
- You should be able to find the online casinos’ addresses, all trading names, current licence status and website domain names easily.
- Each game has its terms and conditions. These will help you understand what you are betting on before making an informed choice.
How The Gambling Commission Can Enforce its’ Regulations
On the 3rd August 2022, the Gambling Commission fined LeoVegas £1.2m after finding the operator guilty of anti-money laundering and social responsibility failures in the UK.
LeoVegas is also subject to an audit and handed an official warning to ensure that it is administering social responsibility and anti-money laundering protocols.
LeoVegas failed on several points to meet the UK Gambling Commissions Regulations.
- The operator set six hours as the point at which customers were made to take a 45-minute cool-off period without explaining how playing for six hours was the point at which harm may occur.
- Leo Vegas relies too heavily on ineffective threshold triggers and inadequate information regarding how much a customer should be allowed to spend (based on income, wealth or any other risk factor.)
- The inappropriate controls allowed significant amounts of spending to take place within a short time without LeoVegas knowing anything about their customer’s financial situations.
- The financial triggers for anti-money laundering reviews were set too high to effectively manage money laundering (or terrorist financing risks.)
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Week 31/2022 slot games releases
BGaming announces a competition for streamers with a $15 000 prize pool
Online Casino Regulation
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