GAN Limited has announced that it has received approval from the Nevada Gaming Commission (NGC) for the merger of GAN and a subsidiary of SEGA SAMMY CREATION INC. (SSC), an affiliate of SEGA SAMMY HOLDINGS INC.

The closing of the merger remains subject to other customary closing conditions including additional gaming regulatory approvals, and is expected to occur in late 2024 or early 2025.

If the merger is completed, each GAN ordinary share issued immediately prior to the effective time of the merger will be automatically cancelled and converted into the right to receive $1.97 in cash with respect to each such ordinary share, without interest and less applicable withholding taxes. Upon the completion of the merger, GAN will cease to be a publicly-traded company and its ordinary shares will be delisted from The Nasdaq Capital Market and deregistered under the Securities Exchange Act of 1934, as amended.

GAN Limited, a leading North American B2B technology provider of real money internet gaming solutions and a leading International B2C operator of Internet sports betting, announced that it has received clearance from the Committee on Foreign Investment in the US (CFIUS) for the proposed merger of GAN and a subsidiary of SEGA SAMMY CREATION INC (SSC), an affiliate of SEGA SAMMY HOLDINGS INC (SEGA SAMMY HOLDINGS).

The closing of the merger is also subject to approval of the merger and change in control of GAN by certain gaming authorities. The closing of the merger remains subject to other customary closing conditions, and is expected to occur in late 2024 or early 2025.

If the merger is completed, each GAN ordinary share issued immediately prior to the effective time of the merger will be automatically cancelled and converted into the right to receive $1.97 in cash with respect to each such ordinary share, without interest and less applicable withholding taxes. Upon the completion of the merger, GAN will cease to be a publicly-traded company and its ordinary shares will be delisted from The Nasdaq Capital Market and deregistered under the Securities Exchange Act of 1934, as amended.

GAN Limited announced that Mr. Brian Chang has recently been named the Company’s Chief Financial Officer. Mr. Chang had previously been serving in an interim capacity.

Mr. Chang will be focused on guiding the Company toward a timely closing with Sega Sammy Creation Inc. (Sega Sammy).

“I’d like to congratulate Brian on his appointment to permanently lead our finance team. Brian has proven his financial acumen having served as our interim Chief Financial Officer and he has the full backing of the board of directors. Brian’s proven leadership amongst the financial team and strong knowledge of accounting and financial controls leave us confident that he is the right person to guide us to a successful close of our merger with Sega Sammy,” said David Goldberg, the Company’s Chairman of the Board.

“Brian is a highly capable financial leader and has been an important member of the team since 2021. I’d like to congratulate Brian on his appointment, and I look forward to a continued good working relationship with him,” said Seamus McGill, GAN’s Chief Executive Officer.

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“I’d like to thank both Seamus and the Board for their confidence. I look forward to the opportunity to continue to lead our finance team toward a successful closing of our merger with Sega Sammy,” said Brian Chang.