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eBet given go ahead to buy out main rival

  1. 420 Posts.
    EBT - ASX Company Announcement

    6 November 2002

    Results of General Meeting/ACCC Confirms No Objections

    EBET SHAREHOLDERS OVERWHELMINGLY APPROVE ACQUISITION OF LEADING GAMING SYSTEMS COMPETITOR - ACCC CONFIRMS NO OBJECTION

    Leading gaming & wagering technology company eBet Limited announced that a general meeting of shareholders held today overwhelmingly approved the necessary resolutions for the Company to proceed with its acquisition of the business and assets of Paecu Pty Ltd, operator of the business known as Turbo Bonus
    ("Turbo").

    The Company also confirmed that it received formal advice from the ACCC today that it has no objection to the acquisition proceeding. The acquisition is now expected to complete on 18 November 2002.

    Turbo is Australia's largest supplier of card-based loyalty systems for gaming venues, with more than 230 customers in NSW, Queensland and South Australia, who collectively operate more than 23,000 gaming
    machines.

    eBet managing director, Keith Cullen, said that the acquisition would significantly strengthen eBet's position. He said that Turbo has been a consistently profitable business over many years and that the
    agreed purchase price represented good value at a multiple of around 3.5 times Turbo's FY2002 EBIT of $2.4 million (unaudited).

    Mr Cullen added that, following the acquisition, eBet's gaming systems division would have approximately 400 customers, collectively operating nearly 40,000 gaming machines, making it one of the largest gaming systems companies in the world.

    In addition to providing strong cashflow, the acquisition would provide a well-established operating platform that will assist eBet to accelerate the rollout of its card-based cashless gaming technology in NSW, and later elsewhere, said Mr Cullen.

    The attached appendix details the results of the votes on each of the resolutions.

    The acquisition is being funded by way of a prospectus offering of redeemable convertible notes. Last week the Company said that it had made firm allocations to UK and Australian institutions, professional investors and existing eBet shareholders (applying under the Priority
    Allocation) exceeding the minimum subscription amount of $7 million.

    The Company also confirmed that the prospectus, which was scheduled to close on 1 November 2002, would remain open until nearer the anticipated completion date to allow acceptance of applications from the general public, up to the maximum subscription level of $8 million.

    The prospectus can be obtained by phoning eBet's offices during business hours on (02) 87488000. An electronic copy of the prospectus can be downloaded from

    http://www.ebetonline.com/prospectus/prospectus.pdf.

    APPENDIX TO EBET ASX RELEASE 4 NOVEMBER 2002

    OUTCOME OF RESOLUTIONS AT EBET GENERAL MEETING HELD AT LIDCOMBE CATHOLIC WORKERS CLUB, AT 3PM ON 4 NOVEMBER 2002.

    ORDINARY RESOLUTION 1

    To approve the issue of 14,236,111 ordinary shares to Paecu Pty Limited or its nominee. On this resolution valid proxy votes exercisable were as follows:

    Instructed to vote in favour: 40,152,321
    Instructed to vote in against: 57,054
    Instructed to abstain: 0
    Total proxy votes exercisable: 40,209,375

    Resolution - Passed on a majority show of hands.

    ORDINARY RESOLUTION 2

    To approve the issue of up to 320,000 redeemable convertible notes (with Options attached). On this resolution valid proxy votes exercisable were as follows:

    Instructed to vote in favour: 40,156,775
    Instructed to vote in against: 57,610
    Instructed to abstain: 11,066
    Total proxy votes exercisable: 40,225,451

    Resolution - Passed on a majority show of hands.

    ORDINARY RESOLUTION 3

    To approve the issue of 4,000 redeemable convertible notes (with Options attached) to Michael Hale. On this resolution valid proxy votes exercisable were as follows:

    Instructed to vote in favour: 37,938,483
    Instructed to vote in against: 261,480
    Instructed to abstain: 2,003,356
    Total proxy votes exercisable: 40,203,319

    Resolution - Passed on a majority show of hands.

    ORDINARY RESOLUTION 4

    To approve the issue of 400 redeemable convertible notes (with Options attached) to Keith Cullen. On this resolution valid proxy votes exercisable were as follows:

    Instructed to vote in favour: 38,528,749
    Instructed to vote in against: 272,546
    Instructed to abstain: 1,412,590
    Total proxy votes exercisable: 40,213,385

    Resolution - Passed on a majority show of hands.

    ORDINARY RESOLUTION 5

    To approve the issue of 3,200 redeemable convertible notes (with Options attached) to Jeffrey Zulman. On this resolution valid proxy votes exercisable were as follows:

    Instructed to vote in favour: 39,941,839
    Instructed to vote in against: 265,588
    Instructed to abstain: 6,958
    Total proxy votes exercisable: 40,214,385

    Resolution - Passed on a majority show of hands.

    SPECIAL RESOLUTION 6

    To approve the grant of financial assistance to the applicants for the Notes by eBet Gaming Systems Pty Ltd and eBet Systems Pty Ltd. On this resolution valid proxy votes exercisable were as follows:

    Instructed to vote in favour: 40,035,354
    Instructed to vote in against: 172,331
    Instructed to abstain: 6,700
    Total proxy votes exercisable: 40,214,385

    Resolution - Passed on a majority show of hands.
 
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