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US – Golden Matrix and MeridianBet sign amended and restated purchase agreement

By - 3 July 2023

Golden Matrix Group, a developer, licensor and global operator of online gaming and eCommerce platforms, systems and gaming content, and MeridianBet Group, have entered into an Amended and Restated Purchase Agreement, to extend the required closing date and to modify additional terms of the previously announced definitive agreement, pursuant to which GMGI has agreed to acquire the MeridianBet Group and its related companies.

Under the terms of the revised agreement, among other changes to the consideration payable by GMGI to the sellers, the cash required to be paid by GMGI at the closing of the transaction has been reduced from $50m to $30m (with $20m in non-contingent cash consideration due post-closing). GMGI is currently working to obtain the financing required to complete the transaction and plans to file the required proxy statement to seek shareholder approval for the acquisition, among other items, in the third quarter of 2023. The acquisition is expected to close in the third or fourth quarter of 2023, subject to various conditions to closing, including GMGI raising required funding, GMGI shareholder approval, and other items.

Anthony Brian Goodman, Chief Executive Officer of GMGI, said: “In consideration of the reduced cash amount required to be paid at the closing of the transaction, the revised cash and stock transaction now has a value of approximately $331m, with the stock consideration priced at $3 per share – currently an approximate 38 per cent premium to GMGI’s 30-day VWAP closing price (with 82,141,857 shares of common stock due at the initial closing). MeridianBet has increased its year-to-date revenues considerably against last year’s revenues and the proforma performance of the combined company following the acquisition is now projected to be approximately $31m in Adjusted EBITDA for the October 31, 2023 year, and approximately $139m in revenues, based on MeridianBet’s year to date financial statements and financial projections. MeridianBet’s impressive performance thus far in 2023 gives us even greater confidence in the value of this acquisition, which is expected to bring significant benefits to GMGI from both a financial and operational standpoint, and our management team is confident it will drive long-term value for all our stakeholders.”

As a Nasdaq company, GMGI has been seeking opportunities to grow and expand in a strategic and sustainable way and the acquisition of MeridianBet is expected to provide GMGI access to new and fast growing regulated B2C markets in Eastern Europe, which online gambling market, according to a 2023 report by Statista, is expected to reach US $894.60m in 2023, and US $1.231bn by 2027.

MeridianBet Group is one of Southeast Europe’s leading business-to-consumer (B2C) sports betting and gaming groups, with headquarters in Malta, operating in multiple markets across Europe, Africa and Latin America.

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