his week, eligible NYX shareholders voted at the court meeting to pass a resolution approving the Scheme by the requisite majority; and NYX shareholders voted at the extraordinary general meeting to pass a special resolution authorizing the directors of NYX to take steps to give effect to the Scheme as well as making certain amendments to the articles of incorporation of NYX for implementation purposes.
As a result of the court audience, today Scientific Games Corporation and NYX Gaming Group Limited announced that the previously announced acquisition of NYX by Scientific Games has been approved by an overwhelming vote of NYX shareholders. With this shareholder approval, the acquisition remains scheduled to close in early January.
"We are thrilled by the strong support from NYX shareholders and we are very excited about our combined companies' future growth potential. By bringing together Scientific Games and NYX, we will create a world leader in digital gaming and sports betting, a company with an unrivaled, end-to-end product portfolio and an innovative driving force in the industry," said Scientific Games CEO and President Kevin Sheehan.
"The acquisition will be a win-win for both companies and our collective shareholders. By joining Scientific Games, we will become part of a company with unmatched global reach, resources and industry leading content. The leaders of both NYX and Scientific Games are committed to delivering significant value for our customers across the full spectrum of digital gaming," said NYX CEO Matt Davey.
"NYX will be happy to enable Scientific Games with one of the broadest distribution bases in the industry -with more than 200 unique customers-, its award-winning NYX Open Gaming System -which allows licensees to leverage the best-of-breed, multi-vendor casino content from around the world-, and its sports betting division OpenBet, which broke new records at the 2017 Grand National, where it processed 68,000 peak bets-per-minute," details Davey.
Voting Results of the Court Meeting
The resolution proposed at the Court Meeting was decided on a vote by ballot. The resolution was duly passed by:
(i) the requisite majority in number of Scheme Shareholders who were present and voting, either in person or by proxy, representing at least 75% in value of the shares voted; and
(ii) the requisite majority of Scheme Shareholders who were present and voting, either in person or by proxy, excluding the votes cast by persons considered to be "interested parties" (as defined in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions of the Canadian Securities Administrators).
Voting Results of the Extraordinary General Meeting
At the Extraordinary General Meeting, the special resolution was decided on a vote by ballot. The special resolution was duly passed by NYX shareholders representing at least 75% of the votes cast by NYX shareholders present and voting, either in person or by proxy.
The voting of Scheme Shareholders and NYX shareholders at the Extraordinary General Meeting was as follows:
Completion of the Acquisition remains subject to certain closing conditions, including the sanctioning of the Scheme by the Royal Court of Guernsey at a court hearing, which is scheduled to be held on January 5, 2018 at 10.00 a.m. (Guernsey time). The acquisition is scheduled to close around January 5, 2018.
To know more about Scientific Games' portfolio and innovations, please visit www.scientificgames.com