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[imtoken苹果版下载链接]GopherInvestmentsMakesUSD250MillionOfferfor

admin 钱包APP下载 2022年06月09日

This announcement is for information purposes only and is not intended to and does not constitute or form part of any offer or invitation to purchase, acquire, subscribe for, sell, dispose of or issue, or any solicitation to purchase, acquire, subscribe for, sell, dispose of or issue any securities in Playtech in any jurisdiction.

Financial information:

Overseas jurisdictions:

Gopher has carried out a detailed review of Finalto from a range of publicly available resources. As such, it is prepared to perform only limited due diligence, anticipated to take no more than 3 weeks, before seeking to enter into a fully binding offer for Finalto on terms that are materially equivalent to those entered into with the Consortium. Gopher does not expect its binding offer to be subject to any conditions beyond the equivalent conditions to which the Consortium’s proposal is subject, namely Class 1 shareholder approval and mandatory regulatory clearances.

N.M. Rothschild and Sons Limited ("Rothschild & Co"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for Gopher Investments and no one else in connection with the matters described in this announcement and will not be responsible to anyone other than Gopher Investments for providing the protections afforded to clients of Rothschild & Co nor for providing advice in connection with any matter referred to herein or the other mattersreferred to herein.

CONTACT:

Finalto@gopher-investments.com

TTB has significant experience in investing in assets in the technology-driven financial services sector. Recent investments include: Xen Financial, a next-generation investment platform providing fractionalised access to private markets; KASB, a stock brokerage in Pakistan, and creator of KTrade, Pakistan’s leading retail stock trading app; Finhabits, a US-based leading bilingual money app designed for Latinos’ financial success; Selfin, a digital microlending platform focused on financial inclusion of microenterprises in India; Aspen Digital, an innovative technology-driven platform that empowers asset and wealth managers to offer digital asset products with confidence, driving mass adoption of digital assets and blockchain technologies; Coherent, a Hong Kong based insurtech company building digital platforms for insurers; and M7 Real Estate, a UK and EU based real estate asset manager.

Offer on materially comparable terms and to complete in similar timeframe

Gopher Investments (“Gopher”), a 4.97% shareholder in Playtech plc (“Playtech” or the “Company”) and an affiliated entity of TT Bond Partners (“TTB”), today announces that it has made an indicative offer to the Board of Directors of Playtech to acquire Finalto for USD 250 million in cash (the “Offer”). This represents a 47% premium to the base proposal offered by Finalto’s management team backed by a consortium led by Barinboim Group (the “Consortium”).

a compelling Apr-21 LTM EV/EBITDA multiple of 27.2x.5

Contact – Media

Rothschild & Co. is acting as Financial Adviser to Gopher Investments on the Offer for Finalto.

No deferred or contingent component, delivering certainty of full proceeds for Playtech

Investor Enquiries

a 47% premium (USD 80.0 million) to the base proposal from the Consortium;2

Gopher Investments makes USD 250 million all-cash offer for Finalto

a 19% premium (USD 40.0 million) to the maximum consideration payable by the Consortium, including full contingent consideration (notwithstanding the challenging targets attached to this contingency as detailed in the circular and further clarified below);4 and

Gopher’s all-cash Offer includes no deferred or contingent component, delivering full value up front and allowing Playtech to receive proceeds with certainty and in full on completion, securing the clean break which the Board has declared as an objective of the transaction. Gopher’s Offer will be financed from funds which are immediately available.

Certain figures included in this announcement have been rounded. Accordingly, figures shown for the same category may vary slightly and figures shown as totals may not be an arithmetic aggregation of the figures that precede them.

Ed Gascoigne-Pees ed.gascoigne-pees@camarco.co.uk 020 3757 4984

TTB has significant experience in evaluating investment opportunities in the technology-driven financial services sector. It is strongly of the opinion that the digital financial services industry will continue to grow exponentially, driven by factors such as the underlying growth of financial assets globally, the low interest rate outlook, the adoption of technology platforms for ease of execution and the rapid expansion of the emerging middle class across growth markets. With additional investment and expansion of certain product areas and geographies, TTB believes the Finalto business could significantly improve its stability of performance and increase its profitability. TTB has worked with its portfolio investments on developing strategic growth plans, and believes that, under its ownership, Finalto would have the potential for significant additional expansion.

a 35% premium (USD 65.0 million) to the guaranteed consideration in the Consortium’s proposal;3

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