GAN PLC - GAN Limited U.S. Roadshow Update

RNS Number : 7046L
01 May 2020

For immediate release


01 May 2020



GAN Limited U.S. Roadshow Update

GAN plc ("GAN" or the "Company") today announces the filing of a pre-effective amended Form F-1 registration statement with the SEC confirming an upsized offering of 6,380,000 ordinary shares of GAN Limited with an expected price range of $6.50 to $8.50 per share. GAN Limited is expected to become the GAN holding company following pricing of the U.S. fundraise and the Scheme becoming effective and also expects to grant the underwriters a 30-day option to purchase up to an additional 957,000 ordinary shares at the initial public offering price less the underwriting discounts and commission.

A copy of the Form F-1 registration statement (as amended) has been filed with the SEC and can be sourced at https://www.sec.gov/edgar/search-and-access.  The registration statement will shortly be available on the Company's website www.GAN.com. The registration statement has not yet become effective. The securities offered pursuant to the registration statement may not be sold, nor may offers to buy be accepted, nor may any portion of the purchase price be received, prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Updated Expected timetable of principal events


It is anticipated that pricing of the U.S. fundraise will now occur on Monday 4 May 2020, subject to market and regulatory conditions. Subject to the market and regulatory conditions regarding the pricing and closing of the U.S. fundraise and contingent on the Scheme becoming Effective, the following is the updated expected timetable of principal events:


·    Pricing of the U.S. fundraise

7:30p.m ET

on 4 May 2020

·    Scheme Record Time

6.00p.m. BST

on 4 May 2020

·    Announcement of results of U.S. fundraise

7.00a.m. BST

on 5 May 2020

·    Suspension of trading of GAN plc on AIM

7.30a.m. BST

on 5 May 2020

·    Commencement of trading of GAN Limited on NASDAQ

9.30a.m. ET

on 5 May 2020

·    Scheme becomes Effective

on 5 May 2020

·    Cancellation of trading of GAN plc on AIM

7.00a.m. BST

on 6 May 2020

Each of the dates in the above timetable is subject to change. All times are London times unless otherwise stated, and are approximates. If for any reason it becomes necessary to adjust the expected timetable, the Company will make an appropriate announcement through a Regulatory Information Service giving details of the revised dates. The Longstop Date for the Scheme is 14 May 2020.




In connection with the U.S. IPO and the Scheme existing holders of GAN plc shares will receive 1 share of GAN Limited for every 4 shares of GAN plc they hold at the Scheme Record Time.  Shareholders will not have to take any action to receive their GAN Limited shares.  Shareholders that hold shares in GAN plc through brokerage accounts under the EuroClear/CREST system will have their GAN Limited shares and their pro rata portion of the cash consideration from the Scheme deposited directly into their brokerage accounts.  That settlement is expected to occur on or about 7 May 2020.  After the U.S. IPO, transactions in GAN Limited shares will continue to be eligible for processing through the EuroClear/CREST system.



Terms and expressions used in this announcement shall, unless the context otherwise requires, have the same meanings as given to them in the Scheme Document.



GAN PLC is a leading business-to-business supplier of internet gambling software-as-a-service solutions to the US land-based casino industry. GAN PLC has developed a proprietary internet gambling enterprise software system, GameSTACK™, which it licenses principally to land-based US casino operators as a turnkey technology solution for regulated real-money internet gambling, encompassing internet gaming, internet sports gaming and virtual Simulated Gaming.


For further information please contact: 


US Investors: The Equity Group

Jack Wielebinski

Adam Prior

Head of Investor Relations


+1 214 799 4660




Carolyne Sohn




UK & Ireland Investors: Newgate Communications

Adam Lloyd

Giles Croot


+44 (0) 20 3757 6880


Davy (Nominated Adviser and Joint Broker)

John Frain / Barry Murphy

+353 1 679 6363


Liberum (Joint Broker)

Neil Patel / Cameron Duncan

+44 (0) 20 3100 2000

 Forward-Looking Statements

This announcement may contain certain forward-looking statements. These forward-looking statements include all matters that are not historical facts. These forward-looking statements involve risks and uncertainties that could cause the actual results of operations, financial condition, prospects and the development of the sector in which GAN PLC operates to differ materially from the impression created by these forward-looking statements. GAN PLC does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Do not place undue reliance on forward-looking statements, which speak only as of the date of this announcement.



This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

Quick facts: GAN PLC

Price: -

Market: AIM
Market Cap: -

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