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AQT.P Intertain Group Ltd.

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Share Name Share Symbol Market Type
Intertain Group Ltd. TSXV:AQT.P TSX Venture Ordinary Share
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.00 -

Aumento Capital II Corporation Files Non-Offering Preliminary Prospectus and Goldstar Acquisitionco Inc. Amends Terms of Prop...

29/11/2013 7:52pm

Marketwired Canada


Aumento Capital II Corporation ("Aumento") (TSX VENTURE:AQT.P), a Capital Pool
Company, announces that is has filed with the Ontario Securities Commission a
non-offering preliminary prospectus in connection with its previously announced
proposed business combination (the "Amalgamation") with Goldstar Acquisitionco
Inc. ("Goldstar") whereby all of the issued and outstanding securities of
Goldstar will be exchanged for securities of Aumento. The Amalgamation is
intended to constitute the "Qualifying Transaction" of Aumento, as such term is
defined in Policy 2.4 of the Corporate Finance Manual of the TSX Venture
Exchange.


Aumento also announces that Goldstar has amended certain terms of a previously
announced share purchase agreement and related financing whereby Goldstar has
agreed to complete the purchase, immediately prior to the completion of the
Amalgamation, from a subsidiary of Amaya Gaming Group Inc. ("Amaya") (TSX:AYA),
of all of the outstanding shares of online casino operator WagerLogic Malta
Holdings Ltd. ("WagerLogic") (see www.intercasino.com) for consideration of $70
million. 


Pursuant to the original share purchase agreement, Goldstar had agreed to
purchase WagerLogic for cash consideration of $70 million. The payment terms of
the purchase price have now been amended to $60 million payable in cash and $10
million payable through a vendor take back promissory note. The amended
agreement also includes an increase in the agreed working capital for
WagerLogic. The aggregate purchase price remains $70 million. The new terms are
reflected in an amended and restated share purchase agreement dated November 27,
2013. Closing of the share purchase is anticipated on or about December 31,
2013.


As a result of the amended terms, the terms of the financing to fund the
purchase of WagerLogic have also been amended to reduce the private placement
from $80 million to $64 million. Canaccord Genuity Corp. continues to act as the
sole bookrunner and lead agent for the private placement. 


DISCLAIMERS

The TSX Venture Exchange Inc. has in no way passed judgement upon the merits of
the proposed Transactions and has neither approved nor disapproved the contents
of this press release.


Certain statements included herein, including those that express expectations or
estimates by Aumento of its future performance constitute "forward-looking
statements" within the meaning of applicable securities laws. Forward-looking
statements are necessarily based upon a number of estimates and assumptions
that, while considered reasonable by Aumento at this time, are inherently
subject to significant business, economic and competitive uncertainties and
contingencies. Investors are cautioned not to put undue reliance on forward
looking statements. Except as required by law, Aumento does not intend, and
undertake no obligation, to update any forward-looking statements to reflect, in
particular, new information or future events.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Aumento Capital II Corporation
David Danziger
CEO
(416) 641-4940
david.danziger@mnp.ca


Goldstar Acquisitionco Inc.
Keith Laslop
CFO
+44 208 123 5558
klaslop@goldstaracquisition.com

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1 Year Intertain Group Ltd. Chart

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1 Month Intertain Group Ltd. Chart