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Statement by the Board of Directors of MRG in relation to the public offer from William Hill

George Miller

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Statement by the Board of Directors of MRG in relation to the public offer from William Hill
Photo Source: BBC
Reading Time: 5 minutes

 

The Board of Directors of MRG unanimously recommends the shareholders of MRG to accept the public offer from William Hill of SEK 69 in cash per share.

 

This statement is made by the Board of Directors[1] of Mr Green & Co AB pursuant to Rule II.19 of the Nasdaq Stockholm Takeover Rules (the “Takeover Rules”).

 

Background

William Hill PLC (“William Hill”), through a controlled affiliate William Hill Holdings Limited, has today announced a public offer to the shareholders of MRG to transfer all of their shares in MRG to William Hill for a consideration of SEK 69 in cash per MRG share (the “Offer”). The total value of the Offer corresponds to approximately SEK 2,819 million[2].

The Offer represents a premium of:

  • 48.5 per cent compared to the closing price of SEK 46.5 of the Company’s share on Nasdaq Stockholm on 30 October 2018, the last trading day before the announcement of the Offer;
  • 61.7 per cent compared to the volume-weighted average share price of SEK 42.7 of the Company’s share on Nasdaq Stockholm during the last 30 days prior to 30 October 2018; and
  • 63.4 per cent compared to the volume-weighted average share price of SEK 42.2 of the Company’s share on Nasdaq Stockholm during the last 90 days prior to 30 October 2018.

The acceptance period for the Offer is expected to commence around 10 December 2018 and expire around 11 January 2019, subject to any extensions.

Completion of the Offer is conditional upon, inter alia, that the Offer is accepted to such an extent that William Hill becomes the owner of shares representing more than 90 per cent of the outstanding shares in MRG, as well as all regulatory, governmental or similar clearances, approvals and decisions necessary to complete the Offer, including approvals and clearances from competition authorities, being obtained, in each case on terms which, in William Hill’s opinion, are acceptable. William Hill has reserved the right to waive the conditions for completion of the Offer. The Offer is not conditional upon financing. For further details about the Offer, please refer to William Hill’s press release that was made public today.

The Board of Directors of MRG has, at the written request of William Hill, permitted William Hill to carry out a limited due diligence review of MRG in connection with the preparation of the Offer. Except for certain information regarding MRG’s results for the third quarter 2018, that was made public through the Company’s Q3 report on 26 October 2018, William Hill has not received any inside information regarding MRG during the due diligence process.

In total seven shareholders in MRG, including Board members Henrik Bergquist and Tommy Trollborg, representing in aggregate 40.04 percent of the shares and votes in MRG, have undertaken to accept the Offer and tender all of their shares in MRG in the Offer, subject to certain conditions. The undertakings will lapse in the event that a third party, prior to the expiry of the initial or any extended acceptance period for the Offer, makes an offer for all shares in MRG which corresponds to an offer value exceeding the price in the Offer by at least 8 percent per share, provided that William Hill does not match the competing offer within 10 business days of its announcement. The undertakings will further lapse in case the Offer has not been declared unconditional before 15 February 2019.

SEB Corporate Finance is acting as financial adviser and Cederquist is acting as legal adviser to MRG in connection with the Offer.

The Board of Directors’ recommendation

In its evaluation of the Offer, the Board of Directors has taken a number of factors into account which the Board of Directors deems relevant. These factors include, but are not limited to, the Company’s present strategic and financial position and the Company’s expected potential future development and thereto related opportunities and risks.

The Board of Directors notes that the Offer represents a premium of 48.5 per cent compared to the closing price of SEK 46.5 of the Company’s share on Nasdaq Stockholm on 30 October 2018, which was the last trading day before the announcement of the Offer, and a premium of 61.7 percent and 63.4 percent respectively, compared to the volume-weighted average share price for the Company’s share on Nasdaq Stockholm during the last 30 and 90 days, respectively, prior to 30 October 2018.

The Board of Directors further notes that seven shareholders in MRG, representing in aggregate 40.04 percent of the shares and votes in the Company, have entered into undertakings to accept the Offer, subject to certain conditions.

As part of the Board of Directors’ evaluation of the Offer, the Board of Directors has engaged BDO to issue a so called fairness opinion regarding the Offer, see Appendix 1. According to the fairness opinion, the Offer is fair to MRG’s shareholders from a financial point of view (subject to the assumptions and considerations set out in the fairness opinion).

Based on the above, the Board of Directors unanimously recommends the shareholders in MRG to accept the Offer.

Under the Takeover Rules, the Board of Directors shall, based on the statements made by William Hill in the Offer press release issued earlier today, present its opinion regarding the impact that the implementation of the Offer will have on MRG, particularly in terms of employment, and its opinion regarding William Hill’s strategic plans for MRG and the effects it is anticipated that such plans will have on employment and on the places in which MRG conducts its business. In this respect, the Board of Directors notes that William Hill has stated that William Hill recognize the capabilities and skills of MRG’s dedicated management and employees and look forward to welcoming these talented individuals to the William Hill group. After the completion of the Offer and a careful review of the capabilities and needs of the new combined operations, the optimal structure for future success will be determined. There are currently, before completion of the Offer, no decisions on any material changes to MRG’s employees and management or to the existing organization and operations, including the terms of employment and locations of the business.” The Board of Directors assumes that this description is correct and has no reason to take a different view in this respect.

This statement shall in all respects be governed by and construed in accordance with Swedish law. Disputes arising from this statement shall be settled exclusively by Swedish courts.

Stockholm 31 October 2018

Mr Green & Co AB (publ)

The Board of Directors

For further information, please contact:

Kent Sander, Chairman of the Board of Directors, through Åse Lindskog, Director Communications and IR, tel. +46 730 24 48 72, [email protected]

The information in the press release is information that MRG is obliged to make public pursuant to the EU Market Abuse Regulation and the Takeover Rules. The information was submitted for publication, through the agency of the contact person set out above, at 08:15 CET on 31 October 2018.

MRG is a fast-growing, innovative iGaming Group with operations in 13 markets. MRG offers a superior experience in a Green Gaming environment. MRG was founded in 2007 and operates the iGaming sites Mr Green, Redbet, 11.lv, Winning Room, Bertil, MamaMiaBingo, BingoSjov and BingoSlottet. The Group had a turnover of SEK 1,192.0 million in 2017 and has over 300 employees. MRG has gaming licenses in Denmark, Italy, Latvia, Malta, the UK, and Sportsbook license in Ireland. MRG is listed on Nasdaq Stockholm in the Mid Cap segment under the name Mr Green & Co AB (ticker MRG).

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Great Online Casino Games Becoming More Popular This Year

George Miller

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Great Online Casino Games Becoming More Popular This Year
Reading Time: 4 minutes

 

Large cities and communities always have casinos and gambling establishments built around their area. Various reasons contribute into why these casinos exist: helps with the city’s economy, boosting tourism, and maximizing tourism infrastructure, among others. While casinos are an excellent gambling avenue, shifting to digital means has become the trend lately.

What Are Online Casinos?

An online casino is essentially an online gambling platform. Compared to in-person casino gambling, online casinos don’t have dealers, but casino gaming software to manage them.

People who love visiting casinos might find fewer experiences in online casinos. However, online casinos have numerous perks that can’t be matched by land-based casinos. If you’re looking into online casinos recently, take a look at its advantages:

  • Convenient to use and navigate
  • Safe and secure gambling process
  • Wide variety of games
  • Plenty of bonuses and rewards for newcomers and regular customers

In light of the COVID-19 pandemic, people shifted to online activities. The entertainment industry slowed down, including land-based casinos and gambling establishments.

Moreover, one compelling study expects that the online gambling industry will potentially grow by 11.5% from 2019 to 2025. Aside from the pandemic’s impacts, the online casino market’s main growth factors include increased internet access and the availability of cost-effective mobile betting applications.

To make the most out of your online gambling, here are 7 awesome casino games becoming more popular this year:

Video Poker

Poker is a well-known game that combines luck and skill. This game is characterized by players betting against each other based on their poker hand’s value. The plastic or ceramic chips called chips represent the player’s bets.

A Video Poker game resembles a slot machine gameplay, yet players have more control to increase their winning possibilities. Although you can’t hold your cards and chips tangibly, video poker remains exciting because of having a more friendly and positive mindset.

The three most popular variants of Video Poker include Deuces Wild, Jacks or Better, and Joker’s Wild. If you’re looking for online casino sites within your area, particularly in the Netherlands, visit Casinomartini.

Online Roulette

Roulette is a classic game that involves players placing their bets, and then the dealer throws a ball into the spinning wheel. You’ll earn rewards if the ball lands on the number, color, or section that you’ve bet on.

Roulette has transitioned seamlessly into the online world. Today, there are numerous variants of the online Roulette game:

  • American Roulette
  • European Roulette
  • French Roulette
  • Pinball Roulette
  • Multi-Ball Roulette
  • Multi-Wheel Roulette
  • Mini-Roulette
  • 3D Roulette

People of all ages enjoy online Roulette due to its simplicity. Despite many variants that you can play, the rules and betting options are appealing and easy to understand.

Roulette games are available 24/7 year-long. Several online casinos offer free online roulette games without any signups or downloads required. Before placing your bets online, these free online roulettes can help in honing your skills and strategies.

Baccarat Online

If you’re ready to bag out a huge amount of money for online gambling, the Baccarat is the perfect casino game for you. The Baccarat or Punto Banco is a casino staple developed for high rollers. Your hand totals should be the closest to nine to win the game, plus you can double your win if you’ve bet on the player closest to nine as well.

Online casino gaming software companies come up with abundant ideas to configure rules and regulations in Baccarat Online. This game appears similar to Blackjack, but there are more betting options, giving more freedom and equal footing to gamblers.

Online Blackjack

Blackjack, or the game of 21, is by far a player’s favorite among numerous card games in live and online casinos. This game is known for its relatively lower house edge than other casino games.

While Blackjack Online presents less advantage, this card game is still loved by returning players because it allows them to play progressively across different variants, which can boost their payouts.

Blackjack Online has a plethora of twists that will keep players excited. The most popular Blackjack Online variation is the Blackjack Switch enables gamblers to exchange their top cards between two hands. Learn more about Blackjack here.

Pai Gow Poker Online

Pai Gow Poker is the Poker variant derived from Pai Gow or Double Hand Poker. This game is ideal for players who seek fun during their leisure time, especially that people are stuck in their homes today. Once you learn the fundamentals of this game, you’ll find it less intense than other Poker types.

Here are some proven methods and strategies when playing Pai Gow Poker to increase your odds:

  • Understand and explore the rules by trying out free Pai Gow Pokers first.
  • Be the banker as much as possible because bankers have higher winning chances than players.
  • Avoid focusing too much on one hand, but practice balance on both the 2-card and 5-card hand.

Online Craps

Another easy yet unique gambling game that could test your luck and wit is Craps. Essentially, the players’ goal is simple: predict the rolls or series of rolls of the dice. In land-based casinos, you’re required to follow a confusing table etiquette, but online casinos don’t.

Online Craps remain consistent in different gaming software. They only have varying layouts and graphics, so expect that it’s easier to explore Online Craps despite jumping to different online casino sites.

The only difference between a brick-and-mortar venue versus online betting in Online Craps, is you don’t get to throw the dice yourself. A ‘roll’ button is available on the game, and the computer will generate the outcomes.

Online Slots

Perhaps the most diverse and enticing casino game out there is the Slots. The sparkling slot machines with gold levers are ultimate eye candy for gamblers in land-based casinos. Although the slot machines have transferred online and became intangible, they never disappoint.

Anyone can play Online Slots. These are some reasons why both gambling beginners and enthusiasts love this classic game:

  • Widely accessible and straightforward to play
  • Ideal for mobile phones
  • Progressive prizes amounting up to multi-millions
  • Hundreds of slot game varieties, like Mega Fortune, Mega Moolah, and Age of the Gods

Takeaways

As online gambling is projected to expand tremendously, it’s worthwhile to try online casino than a land-based casino at least once in your life. These online casino games discussed in the article proves that online casinos aren’t a waste of money because there are also free online casino games for beginners.

With online casino games, you can keep yourself entertained while maximizing your playing convenience and value for money.

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Industry News

Why You Need A VPN When Gaming Online In 2020

George Miller

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Why You Need A VPN When Gaming Online In 2020
Reading Time: 2 minutes

 

There’s no doubt that 2020 has been an eventful year so far. So much has happened that, amid it all, a lot of serious news has been glossed over. One of the big news stories happening in the background of everything else is the increased awareness of online risks. In the US, the focus has been on China and its access to data gathered by the TikTok app. But that is far from its only manifestation.

The problem with focusing the surveillance issue on China is it disregards the fact that this is going on in the US and many European countries. Democratic governments have justified surveillance for the sake of security, but it is exactly this which has left us open to the threat of other countries doing the same.

If you are gambling online in 2020, you should definitely be aware of all the potential issues. You are doing online financial transactions all the time, and your online activity can be tracked legally and illegally.

A virtual private network (VPN) is the first line of defense against surveillance and other cyberthreats. Here is why you need a VPN when gaming online in 2020.

Avoid pattern recognition

All good online gaming platforms have regulations against pattern recognition through their systems. After all, pattern recognition can be used to cheat you out of your money. However, it is better to be safe than to be sorry, especially if you like trying out new platforms.

With a VPN active, your activity cannot be traced to your IP address. Therefore, pattern recognition breaks down. Of course, this will not help you on sites which you should know by now to avoid. If a site does not implement strict protocols that prevent it from tracking you based on your user profile, it needs to be avoided at all costs.

Data and identity theft

Another issue that can occur when you are gaming online regularly is that any hacker who is able to view your activity can make conclusions about your financial situation. They can use this, along with other data they have gotten from your online activity, to steal your identity and get away with whatever you have in your bank accounts.

A VPN is the best defense we have against data and identity theft. Click here for more info about the best VPN that works with all Apple devices. You should be covered whether you are using a PC or mobile.

Keep the government out

While you may not be as wary of your government as you are of hackers, they do have a lot more power. If we’ve learned anything from twenty-first century politics, it is that our rights to privacy and independence are not as set in stone as we thought, no matter where in the world we are.

Ideally, no one should be vulnerable to surveillance. We have become desensitized to our data being gathered by anyone with financial or other interests, but it is past time that we stop simply giving into it.

A VPN is more necessary than ever in 2020, especially if you are gaming. Get the right VPN now to protect yourself from online threats.

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Industry News

OPAP Acquires Majority Stakes in Stoiximan

Niji Narayan

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OPAP Acquires Majority Stakes in Stoiximan
Reading Time: < 1 minute

 

OPAP Group, the major gaming operator in Greece, has completed the formalities of a 51% stake acquisition in Stoiximan Group’s Greek and Cypriot operations. The deal was initially announced about 18 months before.

As per the terms of the deal, Stoiximan will get an OPAP stake worth €90.2m (£81.5m/$106.1m) plus net cash of €3.0m, in addition to the earnout payments based on performance.

OPAP’s Invest arm will also buy the stake from GML Interactive, a subsidiary of Stoiximan parent company TCB Holdings, for grabbing joint control of the business alongside other two shareholders.

With this, OPAP  now has a 69% stake in Stoiximan’s Greek and Cypriot business. The company plans to increase its share to 84.49% in the near future so that the company can take full control of Greek and Cypriot operations.

 

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