GameAccount Network PLC Placing Update and Result of General Meeting (5111U)

TIDMGAME

RNS Number : 5111U

GameAccount Network PLC

07 April 2016

GameAccount Network plc ("GAN" or "the Company")

Placing Update and Result of General Meeting

On 21 March 2016, GAN announced that it had raised gross proceeds of approximately GBP3.1 million by way of a placing of a total of 11,069,326 new Ordinary Shares at a Placing Price of 28 pence per Placing Share (the "Placing").

The Company has reviewed its ongoing working capital requirements and believes that a reduced amount will be sufficient for its present requirements and will result in lower dilution for non-participating shareholders. The Placing has been adjusted to a conditional raise of gross proceeds of approximately GBP2.6 million, by way of the issue of 9,331,888 Placing Shares at the Placing Price of 28 pence per Placing Share (the "Revised Placing").

The Company plans to use the net proceeds from the Revised Placing in the same manner as previously indicated; to continue expansion of real-money Regulated Gaming and Simulated Gaming(TM) opportunities in the US and for working capital and general business development purposes.

The Revised Placing remains conditional upon Admission. Applications have been made for 9,331,888 Placing Shares to be admitted to trading on AIM and the ESM and it is expected that dealings in these shares will commence on 8 April 2016. The Enlarged Issued Share Capital will be 65,301,924 ordinary shares of GBP0.01 each.

Result of General Meeting

On 22 March 2016 the Company posted a Circular to shareholders convening a General Meeting to approve the Placing. The Placing was conditional upon, amongst other things, the approval by Shareholders of all of the Resolutions at the General Meeting, the Placing Agreement not having been terminated in accordance with its terms and upon Admission becoming effective. The Revised Placing is conditional on the approval of the same Resolutions.

The General Meeting took place at 10.00 a.m. today at the offices of Addleshaw Goddard LLP, Milton Gate, Chiswell, Street, London, EC1Y 4AG, and the Board of GAN is pleased to announce that all of the Resolutions proposed at the General Meeting were duly passed.

The full text of each resolution was included in the Notice of General Meeting of the Company circulated to Shareholders on 22 March 2016 and made available on the Company's website www.gan.com.

Votes were received from Shareholders in advance of the General Meeting were as follows:

 
     Detail                                      Votes For        Votes Against    Total            Votes 
                                                                                    Votes        Withheld (1) 
    --------------------------------------  ------------------  ----------------  -----------  -------------- 
                                                No.        %       No.       % 
    --------------------------------------  -----------  -----  --------  ------  -----------  -------------- 
     Ordinary Resolutions 
 
 1    Authority to allot shares              32,169,586   100%   0         0%      32,169,586   0 
    --------------------------------------  -----------  -----  --------  ------  -----------  -------------- 
     Special Resolutions 
 
 2    Disapplication of pre-emption rights   32,169,586   100%   0         0%      32,169,586   0 
    --------------------------------------  -----------  -----  --------  ------  -----------  -------------- 
 

1. A vote withheld is not a vote in law and therefore is not counted in the calculation of the proportion of votes for or against the resolution.

Director Participation

The participation of certain directors of the Company who have taken up Placing Shares at the Placing Price has not changed, and their updated percentage holdings following Admission is as follows:

 
                                                                                                         Percentage of 
                               Ordinary Shares                                                                Enlarged 
                               held at date of   Placing Shares subscribed     Resulting holding after    Issued Share 
 Director                        this document                         for                   Admission         Capital 
---------------------------  -----------------  --------------------------  --------------------------  -------------- 
 Dermot S 
  Smurfit.................. 
  ..............                     7,475,075                   1,071,429                   8,546,504          13.09% 
 David 
  O'Reilly................. 
  ....................               2,363,812                     357,143                   2,720,955           4.17% 
 Roger 
  Kendrick................. 
  .................               2,085,250(1)                     428,571                   2,513,821           3.85% 
 Michael Smurfit 
  Jr....................... 
  .......                            1,068,564                     139,607                   1,208,171           1.85% 
 Seamus 
  McGill................... 
  ................                           -                      71,429                      71,429           0.11% 
 

(1) Includes Ordinary Shares registered in the name of Britania Limited, a company controlled by Roger Kendrick and in which he is

beneficially interest in 80 per cent. of Britania Limited's holding of Ordinary Shares of the Company.

Capitalised terms used, but not defined in this announcement, have the same meanings as set out in the Circular.

Ends

For further information please contact:

 
 GAN                          [phone] 
  Dermot Smurfit               6262 
  Chief Executive Officer      [e-mail] 
 
 Davy (Nominated Adviser, 
  ESM Adviser, Broker 
  and Sole Bookrunner) 
  John Frain / Roland         [phone] 
  French                       6363 
 
 FTI Consulting               [phone] 
  Mark Kenny / Jonathan        3686 
  Neilan                       [e-mail] 
 
 

This information is provided by RNS

The company news service from the London Stock Exchange

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April 07, 2016 06:45 ET (10:45 GMT)