GAN Announces Pricing of Upsized Follow-on Public Offering

Rhea-AI Summary

GAN Limited (NASDAQ: GAN) announced an upsized public offering of 6,238,658 shares at $15.50 per share, aiming for gross proceeds of $90.8 million, potentially $105.3 million if overallotments occur. With 5,855,158 shares sold by GAN and 383,500 by other shareholders, the offering closes on December 21, 2020. Proceeds will primarily fund the purchase of Vincent Group p.l.c. (Coolbet) and cover general corporate expenses. B. Riley Securities acted as the book-running manager.

Positive

• Upsized offering expected to raise $90.8 million, enhancing capital for acquisition and operations.
• Funding will support the integration of Coolbet, potentially expanding GAN's market presence.

Negative

• Potential dilution of shares for current shareholders due to the significant number of shares being offered.
• Market uncertainty surrounding the successful completion of the acquisition of Coolbet may affect investor confidence.

GAN Limited (the “Company” or “GAN”) (NASDAQ: GAN), a leading business-to-business supplier of internet gaming software-as-a-service solutions primarily to the U.S. land-based casino industry, today announced the pricing of its upsized follow-on underwritten public offering of 6,238,658 shares of its common stock at a price to the public of $15.50 per share. 5,855,158 shares are being sold in the offering by GAN, and 383,500 shares are being sold in the offering by selling shareholders. GAN has granted the underwriter of the offering a 30-day option to purchase up to an additional 935,798 ordinary shares to cover over-allotments at the public offering price less the underwriting discounts and commissions. The upsized offering will result in gross proceeds to GAN of $90.8 million ($105.3 million if the overallotment is exercised in full) prior to underwriting discounts, commissions and other offering expenses. The offering is expected to close on December 21, 2020, subject to customary closing conditions.

GAN intends to use the net proceeds from this offering to fund the cash portion of the purchase price payable to the shareholders of Vincent Group p.l.c. (“Coolbet”) pursuant to the previously announced Share Exchange Agreement (and subject to the terms and conditions thereof), and if any remaining for working capital and general corporate purposes, including sales and marketing activities, product development and capital expenditures.

B. Riley Securities, Inc., a subsidiary of B. Riley Financial, Inc., acted as the sole book-running manager for the offering.

A registration statement on Form F-1 relating to the offering has been filed with the Securities and Exchange Commission and became effective on December 16, 2020. The offering of these securities is made only by means of a prospectus, copies of which may be obtained when available by contacting: B. Riley Securities, Attention: Prospectus Department, 1300 17th St. North, Ste. 1300, Arlington, VA 22209, or by email at prospectuses@brileyfin.com, or by telephone at (703) 312-9580.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About GAN Limited

GAN is a leading business-to-business supplier of internet gambling software-as-a-service solutions predominantly to the U.S. land-based casino industry. GAN has developed a proprietary internet gambling enterprise software system, GameSTACK™, which it licenses to land-based casino operators as a turnkey technology solution for regulated real-money internet gambling, encompassing internet gaming, internet sports gaming and virtual Simulated Gaming.

Forward-Looking Statements

This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding the Company’s expectations regarding the anticipated closing date of the proposed follow-on public offering, the anticipated use of proceeds from the offering, and the pending acquisition of Coolbet and the payment to the shareholders of Coolbet pursuant to the Share Exchange Agreement, as well as statements that include the words “expect,” “intend,” “plan,” “believe,” “project,” “forecast,” “estimate,” “may,” “should,” “anticipate” and similar statements of a future or forward-looking nature. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date on which they are made. The Company undertakes no obligation to update or revise any forward-looking statements for any reason, except as required by law.

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FAQ

What is the size of GAN's recent public offering?

GAN's recent public offering is for 6,238,658 shares at a price of $15.50 per share.

How will GAN utilize the proceeds from the public offering?

The proceeds will primarily fund the purchase of Coolbet and cover general corporate purposes.

What are the implications of GAN's public offering on existing shareholders?

The offering may lead to dilution of existing shares, impacting shareholder value.

When is GAN's public offering expected to close?

The public offering is expected to close on December 21, 2020.

Who managed GAN's public offering?

B. Riley Securities acted as the sole book-running manager for GAN's public offering.