Shareholders of regional slot route operator Integrity Gaming Corp have voted to approve the previously announced $49m acquisition by AGS.
The Las Vegas headquartered developer, manufacturer and supplier of casino games, systems and technology announced the deal towards the end of 2018, subject to such approval being issued.
The cash transaction, which includes repaying $36m of outstanding debt, is subject to close in the first half of this year, with Integrity seeking a final order of the British Columbia Supreme Court to approve the arrangement tomorrow (Thursday February 7, 2019).
Completion is subject to the satisfaction of certain other closing conditions, and assuming such issues are satisfied or waived, with it expected to be finalised after the close of trading on Friday February 8, 2019, following which date Integrity will be delisted from the TSX Venture Exchange.
Of all voted cast at the Integrity meeting almost 100 per cent voted in favor of the arrangement resolution, with Integrity unveiled further details of the deal: “Pursuant to the arrangement, subject to applicable withholding taxes (if any), holders of shares will receive CAD$0.46 in cash for each share held, holders of all unexercised Options (including Options which have not vested) will receive, in respect of each Option held, CAD$0.46 in cash less the exercise price of such option and holders of restricted share units (including RSUs which have not vested) will receive, in respect of each RSU held, CAD$0.46 in cash.”
Speaking at the time of the arrangement, Robert Miodunski, Integrity interim chief executive officer, commented: “We strongly believe this is a good transaction for our company, and that our customers will benefit from AGS’ deep roots in Oklahoma, and its proven ability to successfully manage a large footprint of leased games to drive strong performance for gaming operators.
“We look forward to working closely with the AGS team to ensure a smooth transition and continuity of service and support for our customers. I am proud of the Integrity team and the success we have achieved over our more than 20 years.”