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Callidus Capital Announces Agreement to Sell Bluberi Gaming Canada Inc. to Catalyst Funds and New Date For Shareholders Meeting

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Callidus Capital Announces Agreement to Sell Bluberi Gaming Canada Inc. to Catalyst Funds and New Date For Shareholders MeetingReading Time: 4 minutes

 

Callidus Capital Corporation today announced that it has entered into an agreement with certain investment funds managed by The Catalyst Capital Group Inc. to sell the shares of Bluberi Gaming Canada Inc. owned by Callidus and to assign the debt owing by Bluberi to Callidus and its subsidiary to the Catalyst Funds.  The purchase price to be paid by the Catalyst Funds for the shares is $92.7 million, and for the Bluberi Debt is the amount of that debt outstanding on closing.

The purchase price will be satisfied by setting off $92.7 million of the indebtedness of Callidus owing to the Catalyst Funds under Callidus’ subordinated bridge facility and by the Catalyst Funds assuming a portion of the indebtedness owing by Callidus to the lenders under the Company’s collateralized loan agreement equal to the amount of the Bluberi Debt on the Closing Date.

Callidus’ board of directors (the “Board”), having received the unanimous recommendation of the special committee of independent directors of the Board (the “Special Committee”), has unanimously determined (with the Board members nominated by the Catalyst Funds abstaining) that the Bluberi Transaction is in the best interests of the Corporation and that the consideration under the Bluberi Transaction is fair to the shareholders other than the Catalyst Funds and their related parties (the “Minority Shareholders”), and unanimously recommends (with the Board members nominated by the Catalyst Funds abstaining) that the Minority Shareholders vote FOR the Bluberi Transaction.

BDO Canada LLP was retained by the Special Committee to prepare a valuation and fairness opinion, which concluded that as of the date of the opinion, and subject to the assumptions, limitations and qualifications contained therein, the fair market value of the Bluberi shares is between $84.5 million and $100.9 million and that the consideration to be received by Callidus pursuant to the Bluberi Transaction is fair from a financial point of view to the Minority Shareholders.  The purchase price for the shares of Bluberi of $92.7 million is the mid-point of the valuation range.

In order to enable shareholders to consider the Bluberi Transaction, Callidus’ shareholders meeting previously scheduled for June 26, 2019 will now be held on July 2, 2019.  Callidus and the Catalyst Funds anticipate that, if approved by Minority Shareholders, the Bluberi Transaction will be completed shortly after the shareholders meeting.

Callidus acquired control of Bluberi in February 2017 pursuant to a formal restructuring proceeding in Quebec. Bluberi is a Drummondville, Quebec-based gaming company that specializes in the development of casino games that are installed in electronic gaming machines and leased or sold to a variety of licensed casinos and gaming establishments.

Callidus first approached the Catalyst Funds regarding a potential transfer of Bluberi in March 2019 as a result of regulatory challenges associated with Callidus’ ownership of Bluberi.  In particular, regulators in Maryland and certain other states and provinces in which Bluberi operates and intends to operate in the future require extensive disclosure relating to significant shareholders of Callidus on the basis that they are presumed to have influence on the operations of Bluberi.

Callidus understands that Braslyn Ltd. is the holder of approximately 14.5% of the outstanding common shares of the Company and that Braslyn, as a matter of general policy, does not make regulatory filings that might subject it to legal obligations in jurisdictions in which it does not operate.

In the absence of such disclosure by Braslyn, Bluberi is not able to comply with state licensing disclosure requirements or to submit new licensing applications in Maryland and certain other states and provinces.  An inability to comply with these requirements limits Bluberi’s current business and growth plans, and negatively impacts Bluberi’s value, operating results and cash flows.

The BDO valuation and fairness opinion assumes that these regulatory requirements will no longer be applicable after June 30, 2019. As the purchase price for the Bluberi shares is equal to the mid-point of BDO’s valuation range, the Special Committee believes that the Bluberi Transaction will allow Callidus to get full value for Bluberi as if the regulatory issues were resolved. In addition to resolving the regulatory issues, the Bluberi Transaction will enable the Company to significantly reduce its debt and focus on its core lending business.

The Catalyst Funds and their affiliates currently own approximately 72.2% of the Company’s common shares.  As a result, the Bluberi Transaction is a “related party transaction” and must be approved by a majority of the votes cast at a meeting of shareholders by Minority Shareholders.

Completion of the Bluberi Transaction is subject to certain closing conditions including obtaining third party consents.  In the event any required consents in connection with the assignment of the Bluberi Debt are not obtained, the sale of the shares of Bluberi will proceed but the Bluberi Debt will not be assigned and amendments will be made to the loan agreement including to provide for guarantees of the Bluberi Debt by the Catalyst Funds.

The Bluberi Agreement also includes provisions permitting Callidus to solicit other proposals for the acquisition of Bluberi at any time until Minority Shareholders have approved the Bluberi Transaction, and to terminate the Bluberi Agreement if the Corporation accepts a superior proposal or changes its recommendation subject to payment of a termination fee to the Catalyst Funds of $4.64 million. Callidus is also entitled to participate in any after-tax appreciation in value received by the Catalyst Funds if they enter into an agreement to sell Bluberi within six months of closing and that sale is completed within nine months of closing.

 

About Callidus Capital Corporation:

Established in 2003, Callidus Capital Corporation is a Canadian company that specializes in innovative and creative financing solutions for companies that are unable to obtain adequate financing from conventional lending institutions. Unlike conventional lending institutions who demand a long list of covenants and make credit decisions based on cash flow and projections, Callidus credit facilities have few, if any, covenants and are based on the value of the borrower’s assets, its enterprise value and borrowing needs. Further information is available on our website, www.calliduscapital.ca.

Source: Callidus Capital Corporation

Source: Latest News at European Gaming Media
This is a Syndicated News piece. Photo credits or photo sources can be found on the source article: Callidus Capital Announces Agreement to Sell Bluberi Gaming Canada Inc. to Catalyst Funds and New Date For Shareholders Meeting

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William Hill Appoints 72andSunny for European Advertising

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William Hill, the leading betting and gaming brand in Europe, has appointed 72andSunny Amsterdam to handle its creative advertising account. The initial venture with 72andSunny will build upon William Hill’s new brand-led outlook following on from its recent brand campaign.

“It’s an exciting new chapter for William Hill. Our industry is changing at a rapid pace and it is important for us to be at the forefront of the conversation. To achieve our new approach, we needed a new creative partner and 72andSunny best illustrated their understanding of our brand and how we can create an emotional connection with our target audience in a fun and responsible way,” Charlotte Emery, Global Brand and Marketing Director at William Hill said.

Source: Latest News at European Gaming Media
This is a Syndicated News piece. Photo credits or photo sources can be found on the source article: William Hill Appoints 72andSunny for European Advertising

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The Growing Use of Blockchain by Start-ups and SMEs with Alexandra Karpova (Co-Founder & CEO at Millennium Communications) at TCE2019 Prague

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The Growing Use of Blockchain by Start-ups and SMEs with Alexandra Karpova (Co-Founder & CEO at Millennium Communications) at TCE2019 PragueReading Time: 3 minutes

 

The inception of new technologies has always been cataloged as a disruptor. There has never been such a technology that can carry the ability to disrupt ordinary business practices around the globe. Blockchain technology applications have only recently come to light, but are becoming more relevant and its potential only continues to grow. The wide use of Blockchain has been recorded also in the startup-up and SMEs companies and the booms are yet to come.

There are many ways in which businesses can already use blockchain and they depend on the industry in which they operate. In the real estate industry, there are marketplaces for renting or selling properties on blockchain-based P2P marketplaces. The same goes for the insurance industry, where blockchain-based applications already manage claims. The hype goes on and we can see the use of blockchain-based security applications in the IoT industry.

We must also mention logistics, where companies can tap into blockchain-based platforms that monitor and track freight movement. The list goes on and we are seeing these implementations on a daily base.

Small businesses can get ahead, innovate and build an edge with blockchain transformation by using blockchain-based services as well as creating their own apps on top of blockchain – decentralized apps, or DApps. Finally, businesses can already use smart contracts to regulate and govern relationships and agreements with other entities.

Most importantly, we can see that the biggest way in which blockchain technology is going to revolutionize SMEs is its ability to develop smart contracts.  All thanks to smart contracts, remote and autonomous consensus between two parties can be done through a single click on a self-reliant infrastructure that can help SMEs grow beyond their wildest imagination.

As a decentralized system, there is no need to pay intermediaries and both the enterprise and the consumer save a lot of money. Plus, the fact that blockchains are immutable makes it a lot more secure than traditional systems.

The organizers of PICANTE Tech Conference Europe are putting together a panel discussion that will focus on this revolutionary new trend can positively impact your Start-up/SME and what implications it will have for the future.

The panel discussion will be joined by Alexandra Karpova (Sasha), Co-Founder & CEO at Millennium Communications, who will bring the latest information about the widespread use of Blockchain.

About Alexandra Karpova

Alexandra is the CEO of Crypto PR Lab, the top blockchain and cryptocurrency public relations firm. She has eight years of experience in leadership roles in blockchain, finance, real estate, luxury concierge management, and marketing in New York. She managed a real-estate rental agency as well as founded Millennium Communications. She worked for top brands Morgan Stanley, CITI, Douglas Elliman Real Estate and luxury concierge LVH Global. Alexandra brings her knowledge of business and an extensive network of high-net-worth individuals eager to invest in new projects to Millenium Communications. She holds a bachelor’s degree in finance and economics from Baruch College, NY.

PICANTE Tech Conference Europe is designed to bring both people and knowledge together and provides the excellent ecosystem of networking and learning opportunities without interruptions with emphasis on comfort and communication. After learning from genuine world-class experts and wayseers, meeting achievers shaping the B2B ecosystem, all attendees will get the chance to grab a drink and relax while networking at the evening social gathering.

REGISTER HERE or BROWSE THE AGENDA/PROGRAM!

Seats are limited (Super Early Bird Rate – valid through 30th of June)

About PICANTE Media and Events

PICANTE.today is a news publishing website which digests/hand picks the latest news about technology, entertainment, lifestyle, finance and politics and serves them to their readers and subscribers daily.

As a responsible learning source, the team at PICANTE Media and Events are committed to 3 main principles:

Trusted and Reliable Reporting & Publishing

The articles and press releases on their website are all published from verified sources.

NO Psychological and Emotional Manipulation

The editorial team and marketing team do not aim to produce emotional manipulation and always stay away from news, press release and articles that produce fear, anxiety, racism or show any sort of cruelty towards animals and humankind.

NO Fake News

PICANTE.today ensures readers will never find any “directed” lies on the news portal as the team has taken an anti-fake news standing point from their inception.

For more details, visit www.picante.today

Source: Latest News at European Gaming Media
This is a Syndicated News piece. Photo credits or photo sources can be found on the source article: The Growing Use of Blockchain by Start-ups and SMEs with Alexandra Karpova (Co-Founder & CEO at Millennium Communications) at TCE2019 Prague

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Global Gaming to Appeal Swedish License Revocation

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Global Gaming is going to appeal Spelinspektionen’s decision to revoke its license in Sweden.

The Swedish gambling regulator has revoked the license of Global Gaming’s subsidiary SafeEnt Ltd, after conducting a thorough review of its operations in Sweden. The regulator’s review detected “serious deficiencies” in its anti-money laundering, know your customer, and social responsibility policies. The company was also found to have breached Sweden’s rules for bonus offers.

Tobias Fagerlund, the acting CEO of Global Gaming 555 AB, said that Spelinspektionen’s decision was odd as his company and its legal advisers were under impression that all obligations it had as a licensee were complied with.

The gaming authority said in a statement that SafeEnt lacked effective anti-money laundering and terrorist financing tools and that the review conducted showed “serious and systematic shortcomings” in the operator’s risk assessment and KYC.

Source: Latest News at European Gaming Media
This is a Syndicated News piece. Photo credits or photo sources can be found on the source article: Global Gaming to Appeal Swedish License Revocation

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