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Tom Rogers, Chairman of Engine Media Holdings and former Chairman of WinView, Inc., and other Directors Sued Over Breach of Fiduciary Duty

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Former shareholders seek damages and to unwind merger

In a lawsuit filed in Delaware Chancery Court, Tom Rogers and Hank Ratner, former board members of WinView, Inc., were accused of advancing their personal interests over their duty to common stockholders when arranging the three-way merger that created Engine Media Holdings last year.  As a result of their actions, Rogers and Ratner benefited financially from the merger and joined the board of the new company, while common shareholders were left with virtually nothing. The suit, filed by Diamond McCarthy on behalf of the plaintiff shareholders, calls for the reversal of the merger, a monetary damages award and the return of patents covering online and sports betting to WinView, which contributed them in the ill-fated merger.

The suit further alleges that Graham Holdings, WinView’s largest shareholder, ignored and acted in opposition to the interests of the common stockholders. Graham’s representative on the Board of WinView chaired the board committee responsible for evaluating the proposed merger. But the committee, contrary to standard practice, failed to retain a financial advisor to review the financial terms or provide a fairness opinion. The complaint also alleges the directors used pressure and misleading disclosures to push the merger. Financial documents filed shortly after the merger revealed that Frankly and Torque were plagued by losses.  This legacy, according to the Complaint, continues to burden Engine Media Holdings today.

Engine Media Holdings, a Toronto Venture Exchange-listed company, was formed by the merger of three companies – WinView, Inc., Frankly and Torque – in May 2020. WinView was founded in 2009 by mobile gaming pioneer David B. Lockton, whose predecessor companies first offered cash-entry live games on smart mobile devices in the early 1990s. WinView’s patent portfolio was and remains foundational to conducting mobile and live sports betting, on-line casino gambling, and daily fantasy sports.  A recent Morgan Stanley Research report estimated the US market for sports betting could reach $8.5 billion by 2025.

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The Plaintiff stockholders are represented by the law firm of Diamond McCarthy, LLP and Whiteford, Taylor & Preston LLP.

A copy of the lawsuit is available here.

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INCENTIVE GAMES SECURES ONTARIO GAMING LICENSE

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Incentive Games, a leading B2B games provider, is proud to announce that it has been awarded an Ontario Gaming License by the Alcohol and Gaming Commission of Ontario (AGCO), effective today. This achievement enables the company to offer its portfolio of real-money games to licensed operators and players across the province.

The license underscores the Incentive Games’ commitment to meeting the highest standards of compliance, security, and operational excellence. The rigorous application process demands robust security protocols and comprehensive responsible gaming measures and affirms the company’s readiness to enter one of Canada’s most dynamic iGaming markets.

The North American market is a strategic focus for Incentive Games, and this milestone follows closely on the heels of the company receiving its Provisional Michigan gaming licence from the Michigan Gaming Control Board earlier this month.

Incentive Games will distribute its real-money gaming content in Ontario through Incentive Studios, the company’s dedicated Real-Money Gaming division, ensuring a focused and tailored approach to the market.

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“Ontario represents a huge opportunity for us, and securing this license is a proud moment for the whole team,” said John Gordon, Chief Executive Officer at Incentive Games. “It reinforces our dedication to meeting the highest standards while delivering compelling real-money content. We’re looking forward to building strong relationships in the region and continuing our momentum across regulated markets worldwide.”

The post INCENTIVE GAMES SECURES ONTARIO GAMING LICENSE appeared first on Gaming and Gambling Industry in the Americas.

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AGLC Announces New Board Chair

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Alberta Gaming, Liquor and Cannabis (AGLC) has announced the appointment of Larry Spagnolo as the new Board Chair, effective August 15, 2025. This announcement follows the official Order in Council issued by the Alberta Government and marks a new chapter in AGLC’s ongoing commitment to support communities, encourage responsible choices and position Alberta as the best place to do business.

Larry brings a wealth of experience in technology and business leadership to the AGLC Board and will play an integral role in guiding AGLC’s strategic direction. He is currently serving as VP and GM of Emerson’s SaaS SCADA business and has held senior roles at Zedi and Telus, driving innovation, growth, and global success.

A strong advocate for education and community, Larry serves as Vice Chair of Athabasca University’s Board of Governors and has held board roles with NAIT and Polytechnics Canada. He was awarded the King Charles III Coronation Medal for his community contributions.

AGLC and the Board of Directors extend their heartfelt thanks to Len Rhodes for his leadership and dedication as Board Chair since August 2019. He decided not to seek a third term and will continue to serve in this role until August 14, 2025. Len led AGLC through some significant milestones, including reducing red tape by 51%, growth of the emerging cannabis industry and ensuring AGLC delivered a balanced approach to business development, social responsibility, and regulatory oversight.

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Pinnacle Ontario live with CasinoEngine in North America debut

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EveryMatrix has expanded its partnership with tier-1 operator Pinnacle powering its new casino in Ontario, Canada, using CasinoEngine platform technology – the first time its platform solution has gone live in North America. 

The latest agreement builds on the two companies’ previous collaboration that saw EveryMatrix’s CasinoEngine productivity platform power the well-known brand’s global casino offering.

The new launch takes the relationship to North America, marking EveryMatrix’s debut CasinoEngine platform integration in that market.

BonusEngine, EveryMatrix’s cross-vertical bonusing tool will be integrated in the second phase of launch. This will equip Pinnacle Ontario with a host of bonus types as well as AI-powered bonus abuse solution Bonus Guardian.

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BonusEngine is the first of multiple engagement tools from EveryMatrix’s EngageSuite that Pinnacle plans to integrate.

With this comprehensive toolkit at its disposal, and the opportunity to add even more casino products in the future, Pinnacle Ontario can tailor campaigns, segment audiences, and reward players more effectively, creating a world-class digital entertainment experience for its customers.

EveryMatrix has more than 300 global customers and holds North American licences in Ontario, New Jersey, Michigan, West Virginia, Connecticut and Pennsylvania.

Stian Enger Petersen, CEO, Casino, EveryMatrix, said: “This launch marks a key milestone for EveryMatrix as we bring our market-leading CasinoEngine platform to Canada for the first time.

“We’re delighted to expand our partnership with Pinnacle and support their ambitions in Ontario with a powerful combination of platform, content, and engagement tools that are proven to drive success.”

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