FCP Bob 1,312 Posted June 13, 2014 Share Posted June 13, 2014 Amaya Agrees to Acquire Rational Group, Owner of PokerStars and Full Tilt Poker, for $4.9 Billion MONTREAL, CANADA and ONCHAN, ISLE OF MAN, June 12, 2014 /CNW/ - Amaya Gaming Group Inc. (TSX: AYA) ("Amaya" or the "Corporation") and privately held Oldford Group Limited ("Oldford Group"), the parent company of Rational Group Ltd. ("Rational Group"), the world's largest poker business and owner and operator of the PokerStars and Full Tilt Poker brands, announced today they have entered into a definitive agreement (the "Agreement") for the Corporation to acquire 100% of the issued and outstanding shares of Oldford Group in an all-cash transaction for an aggregate purchase price of $4.9 billion (the "Purchase Price"), including certain deferred payments and subject to certain other customary adjustments (the "Transaction"). All $ figures are in US dollars unless noted otherwise. KEY TRANSACTION HIGHLIGHTS The Transaction will result in Amaya becoming the world's largest publicly-traded online gaming company. The online poker platforms PokerStars and Full Tilt Poker are collectively the world's most popular and profitable online poker brands with more than 85 million registered players on desktop and mobile devices. For calendar year 2013, pro forma combined revenue, EBITDA and adjusted EBITDA1 of Amaya and Oldford Group were $1.3 billion, $474.8 million and $473.8 million, respectively. For 2014, the Corporation is projecting pro forma adjusted EBITDA, assuming the Transaction had been completed as of January 1, 2014, of between $600 and $640 million. The Transaction combines complementary businesses with minimal overlap: Isle of Man-headquartered Rational Group's B2C poker business including PokerStars, Full Tilt Poker, live poker tours and events, and online and TV poker programming; and Montreal-headquartered Amaya's B2B interactive and physical casino and lottery gaming solutions. Under the terms of the Transaction, Oldford Group shareholders led by Mark Scheinberg, founder and Chief Executive Officer, will dispose of their shares to a wholly-owned subsidiary of Amaya. Mr. Scheinberg and other principals of OIdford Group will resign from all positions with Oldford Group and its subsidiaries on completion of the Transaction. Rational Group's executive management team will be retained and online poker services provided by PokerStars and Full Tilt Poker will be unaffected by the Transaction, with players continuing to enjoy uninterrupted access to their gaming experience. The boards of directors of both Amaya and Oldford Group unanimously approved the Agreement. The Transaction will be financed through a combination of cash on hand, new debt, a private placement of subscription receipts, a private placement of common shares and a private placement of non-voting convertible preferred shares. Affiliates of GSO Capital Partners LP ("GSO"), the credit division of The Blackstone Group (NYSE: BX), have agreed to participate in the debt financing, to subscribe for $600 million in convertible preferred shares, and to purchase $55 million of common shares of the Corporation with each common share priced at C$20 upon closing of the Transaction. An investment manager (the "Investment Manager"), on behalf of its clients, has agreed to participate in the debt financing, to subscribe for approximately $270 million in convertible preferred shares, and to purchase approximately$55 million of subscription receipts. No change related to this Transaction is contemplated for Amaya's Board of Directors. Link to post Share on other sites
FCP Bob 1,312 Posted June 13, 2014 Author Share Posted June 13, 2014 Amaya Acquires PokerStars and Full Tilt Poker in $4.9 Billion Deal Link to post Share on other sites
JubilantLankyLad 1,957 Posted June 13, 2014 Share Posted June 13, 2014 Well I guess that answers the $170 million dollar question. WTF are they? Should we snap-withdraw? Link to post Share on other sites
FCP Bob 1,312 Posted June 13, 2014 Author Share Posted June 13, 2014 For those who wonder how much Poker Stars makes FINANCIAL INFORMATION In calendar years 2012 and 2013, Oldford Group recorded revenues of $976 million and $1.1 billion, respectively, and adjusted EBITDA of $342 million and $420 million, respectively. Its cash flow from operations in 2012 and 2013 was $267 million and $317 million, respectively. The Transaction is expected to be immediately accretive to earnings and provide strong cash flow from operations for Amaya. Link to post Share on other sites
FCP Bob 1,312 Posted June 13, 2014 Author Share Posted June 13, 2014 Well I guess that answers the $170 million dollar question. WTF are they? Should we snap-withdraw? Amaya is mostly a business to business provider and are listed on the Toronto Stock Exchange. They now own the On Game network and provide a lot of casino software. They've been approved in New Jersey and Nevada. No worries about the safety of money on Stars Link to post Share on other sites
FCP Bob 1,312 Posted June 13, 2014 Author Share Posted June 13, 2014 Lance Bradley @Lance_Bradley · 1h So the company that supplies casino games to Caesars in NJ just bought PokerStars and Full Tilt Poker. #ThingsJustGotInteresting Link to post Share on other sites
GWCGWC 83 Posted June 13, 2014 Share Posted June 13, 2014 Stars way under valued even if they only sold a controlling interest of 51%. This doesn't make sense. Link to post Share on other sites
FCP Bob 1,312 Posted June 13, 2014 Author Share Posted June 13, 2014 PokerStars Bought by Amaya For $4.9bn: Answers, Implications and Speculation Link to post Share on other sites
Essay21 2,385 Posted June 13, 2014 Share Posted June 13, 2014 Did Danny have a piece of the company? Let's hope so. Link to post Share on other sites
David_Sklansky 1,903 Posted June 13, 2014 Share Posted June 13, 2014 I misread the title as "Poker Spot Sold For $4.9 Billion." "Good for him," I thought. Link to post Share on other sites
Jam-Fly 8 Posted June 17, 2014 Share Posted June 17, 2014 I've heard this is basically a takeover in name only, and not much will change with PokerStars. The reason is that it's the most efficient way to help PokerStars move into the US market. Anyone able to shed any further light on that? Link to post Share on other sites
FCP Bob 1,312 Posted June 17, 2014 Author Share Posted June 17, 2014 I've heard this is basically a takeover in name only, and not much will change with PokerStars. The reason is that it's the most efficient way to help PokerStars move into the US market. Anyone able to shed any further light on that? It's a true takeover in that Amaya now owns Rational Group and the old owners will have no involvement in the future but you are right that in the short term little to nothing will change at Stars based on announcements that have been made. Stars had told the Isle of Man government that their head office is staying there and in fact they intend on hiring even more people based there. All of the Stars current management other than a couple of the most senior people who were the owners are staying. They say they will continue to offer poker to all the markets they are currently in including Canada. That is my main concern because Amaya is a Canadian company that is publicly traded on the Toronto Stock Exchange and offering online gaming in Canada is a grey market and they are at risk here. It would really suck from my perspective if they pulled out of Canada. Link to post Share on other sites
blakheart 3 Posted June 18, 2014 Share Posted June 18, 2014 Stars way under valued even if they only sold a controlling interest of 51%. This doesn't make sense. In calendar years 2012 and 2013, Oldford Group recorded revenues of $976 million and $1.1 billion, respectively, and adjusted EBITDA of $342 million and $420 million, respectively. How do you figure they are undervalued? If we assume that they were trending to make $490million this year (EBITDA) then it was sold for 10 times earnings. That seems like the right price to me. Put another way, the investment should earn them 10% return on investment, which is pretty reasonable considering the significant risk an online gambling site represents. Link to post Share on other sites
FCP Bob 1,312 Posted June 19, 2014 Author Share Posted June 19, 2014 Editorial: Amaya Acquisition Will Bring the End of PokerStars for Canadians? Link to post Share on other sites
FCP Bob 1,312 Posted June 21, 2014 Author Share Posted June 21, 2014 This could be very big for Canadians Loto-Quebec talking to Amaya Gaming about licensing PokerStars Link to post Share on other sites
FCP Bob 1,312 Posted June 22, 2014 Author Share Posted June 22, 2014 Transcript of Amaya Gaming’s Investor Presentation Announcing PokerStars Purchase Link to post Share on other sites
FCP Bob 1,312 Posted August 1, 2014 Author Share Posted August 1, 2014 Amaya Completes Acquisition of PokerStars, Full Tilt Link to post Share on other sites
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