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Azerion successfully completes its business combination with EFIC1

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Azerion Holding B.V., a high-growth, profitable, digital entertainment and media company,  and European FinTech IPO Company 1 B.V. (“EFIC1”), a special purpose acquisition company (SPAC)  listed on Euronext Amsterdam, have successfully completed their business combination on  1 February 2022.

As part of the completion of the business combination, the legal form of the combined company has  been converted into a limited company (naamloze vennootschap) and it has been renamed Azerion  Group N.V. (“Azerion Group”). The first day of trading on Euronext Amsterdam under the new name  of Azerion Group’s shares and warrants will be on 2 February 2022 (today) under the new ticker  symbols AZRN and AZRNW, respectively.

The business combination received the support of EFIC1’s shareholders, with more than 95% of the  votes cast at EFIC1’s extraordinary general meeting held on 31 January 2022 (the “EGM”) approving  the business combination.

The completion of the business combination supports Azerion Group in its ambitions to become a global  digital entertainment and media powerhouse. The business combination furthermore provides for a  strong complementary partnership accelerating future value creation for all stakeholders through  continued investments in Azerion Group’s growth, both organically and through M&A. Azerion Group  expects this listing to create a new long-term supportive shareholder base, permit Azerion Group to  incentivise the existing and future management team and senior staff and continue to attract high calibre  individuals.

The business combination resulted in approximately €93 million of gross total primary cash proceeds,  including approximately €70 million of funds from the EFIC1 escrow account (net of negative interest  and after effectuation of the share repurchase arrangement) complemented by a sponsor and co investor commitment of €23.15 million. With the completion of the business combination, Azerion Group  received approximately €56 million of net primary cash proceeds (net of transaction costs and  expenses), which will be used to continue to pursue value-accretive acquisitions (with Azerion having  a strong acquisition track record and a broad pipeline of potential targets), and to further invest in  organic growth initiatives (such as new games and features, platform investments, etc.) as well as  general corporate purposes.

Immediately after completion of the business combination and the related restructuring steps (including  the cancellation of 31,228,299 ordinary shares that were repurchased by EFIC1 from its shareholders),  the issued share capital of Azerion Group is as follows:

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Public

Type of security #¹

Ordinary Shares (excl. treasury) 111,483,296

Ordinary Shares in treasury² 70,078,452

Total Ordinary Shares 181,561,748

Capital Shares 22

Conditional Special Shares 1,152,886

Warrants³ 12,736,605

Please see section 6.4. “Description of Securities” in the EFIC1 Shareholders Circular dated 13 December 2021  for a description of the classes of securities of Azerion Group.

1. Excluding any conditional and unconditional option rights and Founder Warrants existing at the date of this press  release, which in aggregate entitle the holders to receive up to a maximum of 24,160,245 Ordinary Shares. 2. The Ordinary Shares in treasury can be used for acquisitions, exercise of warrants and option rights and other  general funding purposes.

3. The outstanding Warrants listed on Euronext Amsterdam at the date of this press release entitle the holders to  receive up to 12,736,605 Ordinary Shares.

Immediately after completion of the business combination, the ownership percentages of Ordinary  Shares are as follows:

Shareholder % Ordinary Shares⁴

Principion Holding B.V.⁵ 74.3%⁶

Azerion former depositary receipt holders 7.5%

Azerion former stock appreciation rights holders 4.0%⁷

Former EFIC1 converted special shares holders 5.9%

Other Shareholders 8.3%

Total 100.0%

Based on Azerion Group’s information. Actual share ownership percentages and regulatory filings and notifications  of ownership percentages may differ.

4. Excluding treasury shares as well as any conditional and unconditional option rights and Founder Warrants  existing at the date of this press release, which in aggregate entitle the holders to receive up to a maximum of  24,160,245 Ordinary Shares.

5. An entity controlled by Azerion’s co-founders and co-CEOs.

6. Including shares held for settlement of future acquisition-related earn out and other obligations. 7. Excluding shares held for settlement of future acquisition-related earn out and other obligations.

Atilla Aytekin, co-founder and co-CEO of Azerion says: “Today marks an important step for Azerion,  and we are excited to finally enter the public markets and continue to grow and advance our platform  whilst raising our profile amongst our customer and partner groups and talented workforce globally. We  are proud to achieve this important milestone, and we look forward to our next growth phase and future

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as a public company. I am grateful to the entire Azerion team for all their hard work, which has brought  us to this pivotal moment, and for the dedicated support of our partner EFIC1.”

Martin Blessing, former Chief Executive Officer of EFIC1, adds: “The journey of our SPAC EFIC1 comes  to a successful end while the exciting journey of Azerion as a listed company starts now. The whole  EFIC1 team thanks its shareholders for their support. We look forward to continuing our partnership  with Azerion over the long term and wish the company, its founders, employees and shareholders  success as they continue their impressive growth story.”

To celebrate the completion of the business combination, the management team of Azerion Group will  ring the opening bell at Euronext Amsterdam at 09.00 CET on 2 February 2022. A live stream of the  event and replay can be accessed via this link.

Advisers

Credit Suisse Bank (Europe), S.A. acted as capital markets adviser, Hogan Lovells International LLP  acted as legal adviser and ABN AMRO Bank N.V acted as financial adviser to EFIC1.

N.M. Rothschild & Sons Limited acted as financial adviser, Stibbe N.V. acted as legal adviser, and  Citigroup Global Markets Europe AG and Jefferies GmbH as capital markets advisers to Azerion.

ABN AMRO (acting in cooperation with ODDO BHF SCA), ING Bank N.V. and Pareto Securities AB  acted as co-capital markets advisers to EFIC1, and Clifford Chance LLP acted as legal adviser to the  capital markets advisers.

Liquidity Provider

As from 2 February 2022, Azerion Group will enter into a liquidity provider agreement pursuant to which ABN AMRO Bank N.V. will act as liquidity provider for the trade in listed shares of Azerion Group.

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The Countdown is On: Less Than 3 Months to Go Until The Games of The Future 2025 Kicks Off in Abu Dhabi

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In just under three months, the world will turn its eyes to Abu Dhabi as the Games of the Future 2025 (GOTF 2025) prepare to deliver an electrifying showcase of competition, innovation and entertainment.

Set to redefine the boundaries of sport in a pioneering format where competitors must excel both in traditional sports and digital gaming arenas, the Games of the Future 2025 is set to be a sporting spectacular like no other.

For six days from 18-23 December, ADNEC will transform into a futuristic sports hub featuring sports and esports arenas, robot combat zones and drone racing tracks, as athletes and clubs from across the globe battle across 11 phygital disciplines that test speed, strategy and sporting prowess for a staggering USD 5 million prize pool.

Led by ASPIRE as the official delivery authority for the Games of the Future 2025, and supported by Ethara, the operations powerhouse behind some of the city’s key iconic events, athletes, fans and spectators can look forward to an exceptional edition that will elevate the Games of the Future into a landmark occasion on the global sporting calendar.

Residents and visitors can experience a taste of the action with an immersive roadshow at a series of locations across the UAE from October to December. Featuring live demos and interactive challenges, the tour will bring the thrill of phygital sport to life ahead of the Games of the Future 2025 in December.

Nis Hatt, CEO of Phygital International, said: “Phygital sports are rewriting the rulebooks of competition. With less than three months to go, transforming the iconic exhibition centre in the heart of Abu Dhabi into the world’s most advanced space for both digital and physical competition is no small feat. It requires the vision and dedication of hundreds of people to build bespoke digital arenas, pitches, and immersive experiences that will redefine how athletes compete and how fans engage.”

Fans will be able to follow every moment of the Games of the Future 2025 thanks to two newly confirmed media partners. Ei Nerd, Brazil’s leading entertainment platform boasting over 4 billion views, will bring the spectacle directly to its vast community, and BIGG, one of the foremost gaming and esports entertainment company in EMEA, will deliver comprehensive coverage via BIGG TV, the Middle East’s leading gaming channel, which reaches 50 million households in more than 100 countries.

The post The Countdown is On: Less Than 3 Months to Go Until The Games of The Future 2025 Kicks Off in Abu Dhabi appeared first on European Gaming Industry News.

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155.io rolls out new chaos-fuelled game Survivor

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155.io, the live content studio built for a mobile-first world, has amped up the chaos in its live game portfolio with the launch of Survivor – a frenetic, last-marble-standing battle that turns physics into pure entertainment.

Brought to life from 155.io’s custom-built studio, Survivor sees 16 marbles begin on a plate that spins to make collisions in a mesmerising display of speed and chaos – ultimately leaving just one winner. Marbles are assigned to coloured teams with each featuring a different number of marbles, creating unique odds every round.

The mercurial white marble pays out over 15x, making every spin a heart-racing showdown. 155.io’s live portfolio of games stars ducks.io, Marbles.io and Stairpong.io. All of the games are recorded from a real-world studio, broadcast live, designed for the mobile user in mind.

155.io Founder and CEO Sam Jones commented: “Survivor strikes the perfect balance of real-world chaos, adrenaline, and intensity as players watch to see which marble outlasts the rest. It’s a fun, fresh twist on our original marbles game — one that players still love to this day. This is exactly what 155.io is about: simple, universal games brought to life with real-world action and designed for the next generation of players.”

The post 155.io rolls out new chaos-fuelled game Survivor appeared first on European Gaming Industry News.

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Belatra

Belatra on target with debut crash game: Goose Boom Bang

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Belatra, a leading developer of innovative online slots, has set its sights on the crash game market with the launch of its hit new game, Goose Boom Bang.

Following 30 successful years of creating outstanding slot and instant games, Belatra has turned its sights on the crash game market. Goose Boom Bang stars a fearless goose whose explosive personality takes the game to new heights. As soon as the goose takes off, the multiplier begins to climb – from 1.01x up to an incredible 1000x. The longer the goose travels, the higher the potential reward.

As the journey gathers pace, the risk increases and at any moment the goose can be stopped in his tracks by a cunning Hunter, the swift Hawk, or the sly Crocodile. The prize returns to zero as soon as the goose is stopped by one of these protagonists. Players must decide the opportune moment to call time on the goose flight, but choose when to shoot and claim the winnings.

If the shot hits the mark, the bet is multiplied by the current multiplier, and the Goose drops to the water. Game round history is displayed at the top of the screen: green indicates a win, red – shows a loss. The Goose’s flight path continues to be shown even after the round, revealing how far it could have flown and the maximum possible winning total.

Misha Voinich, Head of Business Development at Belatra, commented: “Belatra has fired the starting gun on its crash game entry, bringing its signature style of humor, dynamic gameplay, and unique atmosphere. Players have the power to choose when to stop the Goose and secure the maximum multiplier before the Hunter, Hawk, or Crocodile ends the round for them!”

The post Belatra on target with debut crash game: Goose Boom Bang appeared first on European Gaming Industry News.

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