Gaming Innovation Group – Issue of new shares

Gaming Innovation Group Inc. (GiG) has today issued 2,176,941 new shares of its common stock. The new shares are issued by the Board of Directors under the Company’s 150,000,000 authorized shares, and the Company confirms that the new shares have been duly authorized by all necessary corporate actions and that the new shares have been fully paid and validly issued. The Company’s share capital has increased from USD 129,003,161 to USD 131,180,102, and the number of outstanding shares has increased from 129,003,161 to 131,180,102 (par value USD 1.00). In addition, a total of 1,432,500 options are outstanding as of today.

The 2,176,941 new shares were distributed as follows:

823,897 new shares have been issued in connection with the acquisition of KaFe Rocks Ltd., ref. announcements from GiG on 7 November 2023 and 21 December 2023. Under the Share Purchase Agreement, GiG were obligated to issue EUR 2.5 million in shares to the sellers, pending specific operational cost savings targets being met by year-end 2023. The targets were met, and the sellers are entitled to extra payment, where the number of shares is based on a 30-day VWAP of the GiG share at the time of closing (NOK 30.11).

982,694 new shares have been issued in connection with the option program entered into in connection with the acquisition of Sportnco Gaming SAS (“Sportnco”), ref.  Exemption Document dated 13 July 2022., whereby key employees in Sportnco, contingent on continued employment, will receive shares in the Company at EUR 2.11 (NOK 24.80) per share.

370,350 new shares have been issued in connection with exercise of options, whereof 319,000 shares at a share price of NOK 15.00 and 51,350 at a share price of NOK 22.00 per share.