Jackpot Digital Announces Terms of Spin-out Aimed at Entering Regulated iGaming Markets

Jackpot Digital has announced additional terms of a proposed strategic reorganization of its business by way of a spin-out of its online gaming software assets (the Spin-Out) to a newly incorporated subsidiary of Jackpot (Spinco).

The Spin-Out will be completed as a plan of arrangement under the Business Corporations Act (British Columbia) (the BCBCA). The assets to be transferred to Spinco will include proprietary software Jackpot already owns as well as any additional software assets that may be acquired by Jackpot through a partnership or license arrangement before closing of the Spin-Out (the Online Gaming Assets). In consideration of the transfer of the Online Gaming Assets, Spinco will issue common shares (the Spinco Shares) to Jackpot. Jackpot will distribute the Spinco Shares to its registered shareholders as of the record date of July 21, 2021. Each registered shareholder of Jackpot on the record date will receive one Spinco Share for every five common shares of Jackpot held by the registered shareholder. The number of Spinco Shares to be issued will be based on the number of outstanding Jackpot common shares (Jackpot Shares) as of the record date.

The purpose of the Spin-Out will be to leverage and monetize the Company’s Online Gaming Assets and commercial relationships in the gaming sector.

“We are very excited to enter into the regulated iGaming/online casino and sportsbook markets in North America. As a result of our Jackpot BlitzTM product, we have existing and unique industry relationships and, coupled with targeted niche markets and our innovative products, we have every expectation to become a fun-filled industry leading iGaming brand,” Jake Kalpakian, President and CEO of Jackpot Digital, said.

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“More details regarding the products, names/websites and launch dates will follow within the next month,” Jake Kalpakian added.

Spinco will initially have the same directors as Jackpot. Jackpot’s CEO Jake Kalpakian will also be Spinco’s CEO and Jackpot’s CFO Neil Spellman will also be Spinco’s CFO.