Bragg Gaming Accelerates Entry into the US iGaming Market, by acquiring Nevada-Based Spin Games

iGaming technology and content specialists combine to fast-track US market growth

TORONTO, May 12, 2021 – Global B2B gaming technology and content provider and owner of ORYX Gaming Bragg Gaming Group (TSX:BRAGOTC: BRGGF) (“Bragg” or the “Company“) has entered into a definitive agreement to acquire Spin Games LLC (“Spin”), a Reno, Nevada based B2B gaming technology and content provider currently servicing the US market (the “Transaction”), subject to regulatory approval. 

Bragg and Spin today announced they have entered into a merger agreement, under which Bragg has agreed to acquire Spin in a cash and stock transaction for a purchase price of approximately USD30 million. Under the deal the sellers of Spin will receive USD10 million in cash and USD20 million in common shares of Bragg of which USD5 million in common shares will be issued on closing and the balance over the next three years. The Transaction will close following final approval from state gaming regulators and satisfaction of other customary closing conditions.

The Transaction offers a compelling strategic and financial rationale and is consistent with Bragg’s previously announced strategy to diversify its revenue from European markets and grow its US operations to capitalize on the growing US and Canadian online casino markets. The Transaction serves to immediately establish Bragg’s US operating footprint setting the foundation for the Company’s growth strategy in the region.

Spin, through its team of 30+ professionals will provide Bragg with immediate technical, product, regulatory and compliance know-how specific to the US market, reducing time-to-market and de-risking US deployment. Following closing, Spin’s founder and CEO Kent Young, who brings over 30 years of gaming sector executive experience, will immediately join Bragg as President – Americas and will play a key role in the Company’s US market roll-out growth strategy.

Through the Transaction Bragg will gain access to key strategic operator relationships in the US including BetMGM / Roar Digital, Caesars, FanDuel, Golden Nugget, Hard Rock, DraftKings, TwinSpires, Penn National Gaming, Resorts, Parx, Rush Street Interactive, Unibet and WynnBet. The Company intends to leverage these key operator relationships to cross-sell its existing casino content currently live in European markets while continuing to develop its US-centric content creation. Spin’s remote gaming server and casino content are fully licensed and distributed in New Jersey, Pennsylvania and Michigan, and is licensed with deployment pending in British Columbia, Canada. 

The combined offering of Spin and Bragg’s wholly owned subsidiary ORYX Gaming (“Oryx”), positions the Company to deliver an enhanced full turnkey iGaming, sports betting and player engagement platform into the rapidly growing US market. The initial planning of technical integrations between Spin and Oryx are currently underway and the combined offering delivers the benefits of Oryx’s advanced turnkey Player Engagement Platform with Spin’s technology, local market know-how and US operator relationships. Additionally, the Transaction deepens Bragg’s global development resources with Spin’s existing development center located in Chennai, India.

“Spin’s existing state gaming licenses and established integrations with online casino operators, comprising the majority of the US market uniquely positions our Company for future growth in the North American market” said Richard Carter, Chief Executive Officer of Bragg Gaming. “This transaction lays a strong foundation for our strategy of building a tier one vertically integrated iGaming business in the US.”

“We have seen from the European market that the ability to deliver best-in-class proprietary content alongside a full turnkey iGaming and player management platform is key to building a successful B2B online casino technology provider. The cornerstone of our future growth strategy will involve bringing best-in-class content in-house during the early innings of the US growth story to position our company for long-term success. 

“We believe this Transaction will be transformative for the Company, providing significant positive impact for our respective employees, customers, and shareholders. Spin’s outstanding product and talented team instantly expands our local market footprint and brings a wealth of US market know-how to the group, including valuable product, technical, regulatory and compliance expertise. 

“We welcome Kent and the whole team onboard and we look forward to combining Spin and Oryx capabilities to offer new full turnkey gaming solutions in the US and Canadian iGaming industries.” 

“On behalf of the entire Spin team, we are pleased to announce this acquisition which will better position the combined company to expand its support of the rapidly growing US iGaming market with our proprietary and third-party content and our leading remote gaming server technology,” commented Kent Young, Spin Games’ Founder and Chief Executive Officer. 

“Since we became one of the first RGS and iGaming content companies approved for online gaming in the US, we have grown our footprint in New Jersey, Pennsylvania and Michigan and been approved to operate in British Columbia. In addition to strengthening our support of our existing customers and markets, this acquisition will accelerate Spin’s ability to expand our content library, pursue new markets and leverage our technology to support iGaming here and in new markets as they open. We are extremely excited to be joining the Bragg team and look forward to a highly successful future together.”

Spin Games Highlights

  • Proprietary ROC™ remote gaming server and casino game titles developed by in-house studios in North America and Chennai, India.
  • Licensed to distribute a range of highly popular iGaming titles from numerous top-tier providers.
  • Integrated with all the major US iGaming operators, including BetMGM / Roar Digital, Caesars, FanDuel, Golden Nugget, Hard Rock, DraftKings, TwinSpires, Penn National Gaming, Resorts, Parx, Rush Street Interactive, Unibet and WynnBet.
  • Licensed and live in New Jersey, Pennsylvania and Michigan; licensed with deployment pending in British Columbia, Canada.
  • Founded in 2012 by iGaming entrepreneur and former senior Aristocrat and Aruze executive Kent Young. 
  • Founder Kent Young is a gaming industry veteran with over 30 years’ experience in the sector. He has held numerous executive positions within the gaming industry including at Aristocrat, where he spent ten years. After leaving Aristocrat he founded, and later sold, third-party content company True Blue Gaming to Aruze Gaming where he held the position of General Manager – USA. Kent has served as a board member to GSA and a committee advisor to G2E. 

Bragg Gaming Group Highlights

  • Leading global business-to-business gaming technology and content provider serving markets primarily in Europe and Latin America via its proprietary ORYX Gaming full turnkey solution.
  • Its modular, scalable and fully customizable ORYX Gaming technology and content solutions have been developed, licensed, launched and operated on behalf of more than 125 iGaming and sports betting operators worldwide. 
  • The full ORYX turnkey solution offers online casino, sportsbook and lottery operations including the proprietary ORYX remote games server, ORYX Hub and the powerful new Player Engagement Platform (PEP). 
  • The innovative PEP suite of engagement tools offers proven retention-boosting gamification features such as Quests, Achievements, Leaderboards, Tournaments and bespoke Jackpot game promotions.
  • Richard Carter was recently announced as CEO of Bragg, moving from the position of Chairman he has held since October 2020. 

The Transaction is expected to close in late Q4 2021, subject to customary working capital adjustments, required regulatory approvals and other customary closing conditions.

About Spin Games

A leader in Remote Gaming Server technology and interactive content, Spin Games specializes in designing and developing world-class gaming content and best-in-class interactive technologies for regulated B2B social and real money gaming markets. Produced in HTML5 format and compatible across desktop and multiple mobile applications, the Spin content portfolio includes a versatile range of proprietary and third-party titles, each featuring a unique and engaging theme enhanced with stellar graphics, sounds and features.

Founded in Reno, Nevada in 2012, Spin Games has content and RGS licensing agreements with numerous top-tier gaming content providers including Konami Gaming, Everi and Incredible Technologies. Additional information about Spin Games is available online at www.spingames.net.

About Bragg Gaming Group

Bragg Gaming Group (TSX:BRAGOTC: BRGGF) is a global B2B gaming technology and content provider. Since its inception in 2012, Bragg has grown to include operations across Europe and Latin America and is expanding into an international force within the growing global online gaming market.

Through its wholly owned subsidiary ORYX, Bragg delivers an innovative business-to-business iGaming platform, casino content aggregator, managed sportsbook and managed services provider, offering cutting-edge content from leading studios. 

Bragg’s ORYX Gaming is licensed by the Malta Gaming Authority (MGA) and the Romanian National Gambling Office (ONJN) and its content is certified or approved in 18 other major jurisdictions. Underpinning Bragg Gaming Group’s commitment to information security, ORYX Gaming was recently awarded an ISO/IEC 27001 certificate.

ORYX Gaming and Logrand join forces in Mexico

MALTA, 7th May 2021 – ORYX Gaming, a Bragg Gaming Group company (TSX: BRAG, OTC:BRGGF), has partnered with Logrand Entertainment Group, in a deal that will see the supplier’s content distributed via the operator’s online brand Strendus Casino in Mexico.

The operator will gain access to ORYX’s exclusive RGS offering which provides unique, top-performing and localised content for all player types from studios including GAMOMAT, Kalamba Games, Givme Games, Golden Hero, Peter & Sons, and Arcadem. Strendus will also implement ORYX’s portfolio of virtual lottery products in the near future. 

Logrand will also have access to ORYX’s player engagement and data tools via ORYX Hub. The offering includes features such as Realtime Leaderboards, Free Rounds, Tournaments, Jackpots, Quests and Achievements that have been proven to drive player engagement, conversion, retention, loyalty and player value.

The deal is an important step for ORYX who is progressively extending its presence outside of Europe, with the emerging and promising Latin American region being a key focus. 

Strendus Casino offers its clients a wide range of products including over 700 casino games, a sportsbook, lottery products, table games and betting on esports. The deal with ORYX will see the operator significantly expand its casino and lottery offerings.    

Logrand was founded in 2005 and operates over 10 land-based casinos in Mexico. Its online brand was introduced in 2018 and has since grown to become a leading player with over 150,000 active customers. 

ORYX is licensed by the Malta Gaming Authority (MGA) and its content is certified or approved in 18 major jurisdictions. ORYX was recently awarded an ISO/IEC 27001 certificate, underlying its commitment to information security.

Matevž Mazij, Managing Director of ORYX Gaming said: “Further strengthening our foothold in Mexico is exciting for us as we continue to solidify our position as a global supplier. Strendus Casino is a reputable and well-known brand and we’re thrilled to extend their offering with our engaging and entertaining content from our sought after RGS studios.”

Eduardo Pelaez, Online Products Manager at Logrand Entertainment Group, said: “We pride ourselves in offering a comprehensive product to our customers and our casino tab and lottery offering will become a lot more attractive with the addition of ORYX’s dynamic content. ”

Richard Carter joins Bragg as Group CEO

TORONTO, May 3, 2021 – Global B2B gaming technology provider Bragg Gaming Group (TSX:BRAG, OTC: BRGGF) (“Bragg” or the “Company“) is pleased to announce that Bragg Board Member Richard Carter has stepped into the role of CEO of the Company, as of May 1, 2021. Board member Paul Godfrey will assume the role of Chair of the Board of Bragg Gaming, as of May 3, 2021. Board member Lara Falzon will move to the role of Audit Committee Chair as of the same date.

Mr. Carter joins as Group CEO at a key point in the Company’s growth and evolution, with an aggressive global growth strategy underway, including expansion into the burgeoning North American IGaming market and an anticipated launch on the Nasdaq exchange. His significant industry knowledge and extensive global network will be integral to Bragg’s future growth trajectory.

Prior to joining the Bragg Board of Directors in the fall of 2020, Mr. Carter was CEO of sports betting solutions and services provider SBTech for five years, until the company’s merger with digital sports entertainment and gaming company DraftKings, through a three-way deal with Diamond Eagle Acquisition Corp in April 2020.

“I’m excited to be leading Bragg in its next phase of growth and helping to shape the future of the company, as we continue to provide next generation premium content and tools to our B2B partners,” said Mr. Carter. “Bragg has the cutting-edge technology, the data driven insights, the player engagement tools and the premium content that ideally positions the Company to capture an increasing proportion of global iGaming market. I’m eager to leverage these strengths to expand Bragg in both our core European markets and in the rapidly growing North American iGaming market.”

Board member and co-founder of Bragg Adam Arviv has made the decision to step down from the Board. As a strategic investor in the Company, Mr. Arviv will continue on in his capacity as strategic advisor to Bragg.

Board member Jim Ryan made the decision not to stand for re-election to the Board to pursue his own ventures. The Board wishes Mr. Ryan the best of luck and is grateful for all he has done for the Company in this critical stage of growth.

ORYX Gaming extends reach in Spain with Casumo

MALTA, 7th April 2021 – ORYX Gaming, a Bragg Gaming Group company (TSX: BRAG, OTC:BRGGF), recently made its market debut in Spain and has now strengthened its foothold in the country after taking its games live with Casumo.

Casumo is the second operator in Spain to launch ORYX’s unique RGS content to its customers, including titles from GAMOMAT.  

Content from GAMOMAT, including fan-favourites Red Hot Firepot, La Dolce Vita, and Books & Bulls is already popular with Spanish players as it is among the absolute top content in the country’s land-based sector.    

Spain is the latest in a number of major jurisdictions where ORYX has launched and is certified and compliant. The Spanish online gaming market has seen strong growth since it opened in 2011 which has recently been greatly boosted by the online casino sector which now represents nearly 40 percent of market gross gaming revenue. 

Since its inception in 2012, Casumo has grown into one of the most distinctive, innovative online casino brands and sportsbook operators in Europe. Casumo was granted an online licence in Spain in July last year following a third tender process and joined a list of around 80 betting and gaming operators now licensed in the country.

Matevz Mazij, Managing Director of ORYX Gaming, said: “Expanding into new markets is a big part of our strategic plan so we are thrilled to strengthen our presence in Spain with this Casumo deal.

“Casumo is the perfect partner for us as they have quickly established themself as a fun and entertaining casino brand and we look forward to working together to further enhance their offering. This partnership will also open the door to further deals in Spain and we see great potential in this market going forward.” 

Bragg Gaming Group Announces Record Fourth Quarter and Full Year 2020 Results

TORONTO, March 25, 2021 (GLOBE NEWSWIRE) — B2B gaming platform technology provider Bragg Gaming Group (TSX:BRAGOTC: BRGGF) (“Bragg” or the “Company“) today released its annual financial results for the three months and year ended Dec 31, 2020.

“We’ve made extraordinary progress in 2020 and are very pleased with the substantial revenue and EBITDA growth that we’ve delivered,” said Adam Arviv, Interim Chief Executive Officer of Bragg. “We continue to expand globally, enhancing our content portfolio and technology offering, and securing new customers across key geographies.”

“We’re particularly pleased with the overall performance of Bragg during 2020 and believe we have built strong foundations to support future market share gains and new market entry,” said Richard Carter, Chair of the Board at Bragg. “Adam and I have taken active leadership roles within Bragg to ensure the future success of the Company. We’re aligned in our strategy to grow the group’s underling operating profit margin and to expand rapidly into new markets, particularly the burgeoning U.S. market. Our extensive experience and wide-ranging industry networks within this constantly expanding market will add significant value for Bragg shareholders. We are now extremely well-positioned to capitalize on the strong growth in the online gaming sector globally.”

FY 2020 financial highlights

  • Revenue1 increased by 74.6% in 2020, up to €46.4M (C$68.7M2), as compared to €26.6M (C$39.3M) for full year 2019, representing a yearly 58.4% CAGR since FY 2018
  • Wagering revenue generated by customers increased by 73.5% to €11.8B (C$17.5B) as compared to €6.8B (C$10.1B) during full year 2019.
  • Adjusted EBITDA3 increased by 432.8%, up to €5.5M (C$8.2M) from €1.0M (C$1.5M) the previous year, with margins increasing significantly from 3.9% to 11.9%, achieved by reaching higher scale and practising firm cost control.
  • Net loss for the period was €14.6M (C$21.6M) compared to a net loss of €11.9M (C$17.7M) in the comparable period, due primarily to the re-measurement of deferred and contingent consideration and the accretion of liabilities for the ORYX earn-out.
  • Cash and cash equivalents as of December 31, 2020 amounted to €26.1M (C$38.6M) compared to €0.7M (C$1.0M) on December 31, 2019.

Q4 2020 financial highlights

  • Revenue increased by 75.7% to €13.8M (C$20.4M), compared to €7.8M (C$11.6M) for the fourth quarter of 2019, representing a quarterly growth of 12.4% CAGR since Q1 2019
  • Quarter over quarter revenue increase of 18%, from €11.7M (C$17.3M) in the third quarter to €13.8M (C$20.4M) in the fourth quarter.
  • Wagering revenue generated by customers up by 50.1% to €3.2B (C$4.7B) compared to €2.1B (C$3.2B) in the fourth quarter of 2019.
  • Increase of 70.1% in unique players4 using Bragg games and content, up to 2.50M from 1.47M during the comparable quarter in 2019.
  • Adjusted EBITDA was €1.3M (C$1.9M), up 70.8% compared to €0.7M (C$1.1M), with a decrease in margins from 9.4% to 9.1%, primarily as a result of professional fees and corporate costs incurred through up-listing from the TSX-Venture Exchange to the Toronto Stock Exchange.
  • Net loss for the period was €5.3M (C$7.9M), in line with Q4 2019 results of €5.3M(C$7.9M).

Selected fourth quarter and full year key performance indicators

Euros (Thousands)Q4-20Q4-19%FY 2020FY 2019%
Revenue13,7787,84175.7%46,42126,59274.6%
Adjusted EBITDA1,25973770.8%5,5461,041432.8%
Adjusted EBITDA margin9.1%9.4%-0.3%11.9%3.9%205.2%
       
OperationalQ4-20Q4-19%FY 2020FY 2019%
Wagering revenue3.2B2.1B50.1%11.8B6.8B73.5%
Unique players2.50M1.47M70.1%5.87M2.75M113.6%
Revenue/ top 10 customers66%67%-1.6%58%72%-18.8%

Business highlights

  • Successful launch of 54 B2B operators5 during the period, across a number of global jurisdictions, including 21 operators during the fourth quarter
  • Improved Customers6 revenue diversification, with 58% of revenue derived from the top 10 customers, as compared to 72% in 2019
  • Launched new exclusive content and completed the integration of key leading studios such as Peter & Sons, CandleBets and Arcadem
  • Expanded its geographic presence, with entry into a number of new global markets, including Switzerland, Bulgaria, Portugal, Latvia, Czech Republic and Spain
  • In January 2021, secured a joint venture Agreement with JVH gaming & entertainment group, the largest land-based casino in the Netherlands (JVH group) for iGaming platform (PAM) and turnkey services
  • In January 2021, the Company completed a private placement for €1.9M (C$3.0M), which included participation from the board of directors and management
  • In January 2021, the Company’s common shares and outstanding warrants began trading on the Toronto Stock Exchange senior market
  • In February 2021, Bragg announced the acceleration of its investment in the US and Canadian markets
  • The Bragg board of directors was augmented with the addition of prominent business leader Paul Godfrey in January 2021 and high-profile gaming industry veteran Lara Falzon in March 2021

Ongoing strategy

  • Bragg recently announced the appointment of high-profile gaming industry executive Richard Carter to the role of CEO, effective May 1, 2021
  • Bragg is also in the process of signing on an experienced management team to work with Mr. Carter, extending the Company’s already sizeable competitive advantage in the global gaming industry
  • Bragg continues to focus on expanding its global footprint, particularly in the burgeoning U.S. gaming market, where the total addressable market (TAM) for iGaming is anticipated to be greater than 40B at 100 per cent legalization, the TAM for sports betting is expected to grow to more than $22B once gaming is legalized in all states
  • Bragg will also target Canada, where the TAM for both sports betting and iGaming is projected to be $5-8B upon full legalization
  • Bragg continues to invest in its technical infrastructure, in increasing operational efficiencies, and in deepening its data analytics, gamification and bonuses features
  • Bragg continues to explore strategic M&A opportunities in the U.S. and globally

Year-end 2020 conference call information

Bragg Gaming will host its FY 2020 earnings and business update call on Thursday, March 25, at 8:30am ET.  

Adam Arviv, Bragg’s Interim Chief Executive Officer, along with Ronen Kannor, Bragg’s Chief Financial Officer, and Yaniv Spielberg, Bragg’s Chief Strategy Officer, will host the call.

To join the call, please use the below dial-in information:

US/Canada: +1 270 215 9892
US/Canada (toll-free): + 1 866 997 6681
UK: 0 2031070289 or 0 8000288438
Passcode: 9537997

A reply of the call will be available for seven days following the conclusion of the live call. In order to access the replay, dial +1 404 537 3406 or +1 855 859 2056 (toll-free) and use the passcode 9537997.


1 Revenue includes the Group’s share in games and content, and platform fees for management and turnkey solutions
2 Bragg Gaming’s reporting currency is Euros. The exchange rate provided for Canadian dollars is 1.48. Due to fluctuating currency exchange, this rate is provided for convenience only and may differ from the rate used to calculate 2019 numbers.
3 “Adjusted EBITDA” means earnings before interest, taxes, depreciation, and amortization after: adding back share based payments; adding back transaction and acquisition costs; adding back impairment of intangible assets and goodwill; deducting lease payments recorded as a depreciation and interest expense under IFRS standards; and adding back or deducting gain / loss on re-measurement of contingent and deferred consideration.
4 “Unique players” refers to individuals who made money at least once during the period
5 “operator” is a licensed entity that contracts directly or indirectly with the group for B2B gaming services
6 “customer” is a licensed entity that contracts directly with the group for B2B gaming services