Toronto-listed gaming platform provider Gaming Nation has entered into an acquisition agreement with OC Special Opportunities Fund, LP, a private investment fund managed by Orange Capital Ventures GP, LLC.
Under the terms of the deal Orange Capital will acquire, in cash, all of the issued and outstanding shares of Gaming Nation, other than certain shares held by members of management and the Board, for CAD$0.95 in cash per share.
The price per share implies an aggregate fully‐diluted equity value for Gaming Nation of approximately CAD$44 million and represents a 90 percent premium to the unaffected closing share price of CAD $0.50 on February 22, 2017, the day prior to the announcement of a strategic review process.
“After a comprehensive review of strategic alternatives, and with the support from shareholders representing 45 percent of Gaming Nation’s outstanding shares, we believe Orange Capital’s offer is in the best interests of the Company,” Peter Luukko, Chairman of the Board of Gaming Nation, said.
“Gaming Nation represents an exciting investment opportunity for our investment partnership, and we look forward to working with Gaming Nation’s management and employees,” Daniel Lewis, Managing Partner of Orange Capital, added.
Gaming Nation’s chief executive officer, Scott Secord, together with various members of the senior management team and Board, have agreed to exchange an aggregate of 2.3 million shares for units of Orange Capital or an affiliate thereof.