/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES./
TORONTO, Oct. 26, 2020 /CNW/ - Bragg Gaming Group Inc.
(TSXV: BRAG) (OTC: BRGGF) (the "Company" or
"Bragg") is pleased to announce that it has entered into an
agreement with a syndicate of underwriters co-led by Cormark
Securities Inc. and Canaccord Genuity Corp. (collectively, the
"Underwriters") pursuant to which the Underwriters have
agreed to purchase 17,860,000 units (the "Units") from the
treasury of the Company, at a price of $0.70 per Unit and offer them to the public by
way of short form prospectus for total gross proceeds of
approximately $12.5 million (the
"Offering").
Each Unit will consist of one Common Share (each a "Common
Share") of the Company and one half of one Warrant (each whole
warrant, a "Warrant") of the Company. Each Warrant will
entitle the holder thereof to purchase one Common Share at a price
equal to $1.00 for a period of 36
months following the closing of the Offering. The Warrants will
include an acceleration provision, exercisable at the Company's
option, if the Company's daily volume weighted average share price
is greater than $1.50 for at
least ten consecutive trading days.
In addition, the Company has granted the Underwriters an option
(the "Over-Allotment Option") to purchase up to an
additional 15% of the Units of the Offering on the same terms
exercisable at any time up to 30 days following the closing of the
Offering, for market stabilization purposes and to cover
over-allotments, if any.
The net proceeds of the Offering shall be used for growth
initiatives, working capital and general corporate purposes.
Closing of the Offering is expected to occur on or about
November 17, 2020 and is subject to
regulatory approval including that of the TSX Venture Exchange.
The Units to be issued under the Offering will be offered by way
of a short form prospectus in each of the provinces of Canada (other than Quebec), and may be offered in the United States on a private placement basis
pursuant to an exemption from the registration requirements of the
United States Securities Act of 1933, as amended, and
applicable state securities laws, and certain other jurisdictions
outside of Canada and the United States.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. This press release
does not constitute an offer of securities for sale in the United States. The securities being
offered have not been, nor will they be, registered under the
United States Securities Act of 1933, as amended, and such
securities may not be offered or sold within the United States absent registration under
U.S. federal and state securities laws or an applicable exemption
from such U.S. registration requirements.
ABOUT BRAGG GAMING GROUP
Bragg Gaming Group Inc. (TSXV:BRAG, OTC:BRGGF) is an innovative
B2B online gaming solution provider. Leveraging their
industry-leading technology, it offers a turnkey solution,
including an omni-channel retail, online and mobile iGaming
platform, as well as advanced casino content aggregator,
sportsbook, lottery, marketing and operational services. Renowned
for its rapid and seamless integration, its content aggregator
combines casino, slots, live dealer, lottery, virtual sports and
instantwin game content from top tier gaming content providers,
along with proprietary content, and is fully compliant with major
regulated jurisdictions.
Capitalizing on its current portfolio and through targeted
acquisitions, Bragg is focused on becoming a leader within the
evolving global gaming industry. Learn more at
https://www.bragg.games.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements or
"forward-looking information" within the meaning of applicable
Canadian securities laws ("forward-looking statements"). Often, but
not always, forward-looking statements can be identified by the use
of words such as "plans", "expects" or "does not expect", "is
expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates" or "does not anticipate", or "believes",
or describes a "goal", or variation of such words and phrases or
state that certain actions, events or results "may", "could",
"would", "might" or "will" be taken, occur or be achieved.
All forward-looking statements reflect the Company's beliefs and
assumptions based on information available at the time the
statements were made. Actual results or events may differ from
those predicted in these forward-looking statements. All of the
Company's forward-looking statements are qualified by the
assumptions that are stated or inherent in such forward-looking
statements, including the assumptions listed below. Although the
Company believes that these assumptions are reasonable, this list
is not exhaustive of factors that may affect any of the
forward-looking statements. The key assumptions that have been made
in connection with the forward-looking statements include the
following: the impact of COVID-19 on the business of Bragg; the
countercyclical growth of the business of Bragg; the regulatory
regime governing the business of Bragg; the operations of the
Company; the products and services of the Company; Bragg's
customers; acquisition opportunities; the growth of Bragg's
business, which may not be achieved or realized within the time
frames stated or at all; and the anticipated size and/or revenue
associated with the gaming market globally.
Forward-looking statements involve known and unknown risks,
future events, conditions, uncertainties and other factors that may
cause actual results, performance or achievements to be materially
different from any future results, prediction, projection,
forecast, performance or achievements expressed or implied by the
forward-looking statements. Such factors include, among others, the
following: risks associated with general economic conditions;
adverse industry events; future legislative and regulatory
developments; the inability to access sufficient capital from
internal and external sources; the inability to access sufficient
capital on favorable terms; realization of growth estimates, income
tax and regulatory matters; the ability of Bragg to implement its
business strategies; competition; economic and financial
conditions, including volatility in interest and exchange rates,
commodity and equity prices; the estimated size of the gaming
market globally; changes in customer demand; disruptions to our
technology network including computer systems and software; natural
events such as severe weather, fires, floods and earthquakes; and
risks related to health pandemics and the outbreak of communicable
diseases, such as the current outbreak of COVID-19.
Although the Company has attempted to identify important factors
that could cause actual actions, events or results to differ
materially from those described in forward-looking statements,
there may be other factors that cause actions, events or results
not to be as anticipated, estimated or intended. There can be no
assurance that forward-looking statements will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward-looking
statements.
Any forward-looking statement made by the Company in this news
release or the earnings call is based only on information currently
available to the Company and speaks only as of the date on which it
is made. Except as required by applicable securities laws, the
Company nor any of its management or directors undertake no
obligation to publicly update any forward looking statement,
whether written or oral, that may be made from time to time,
whether as a result of new information, future developments or
otherwise.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the Exchange)
accepts responsibility for the adequacy or accuracy of this
release.
SOURCE Bragg Gaming Group Inc.