Article published on 12 April 2012

Changes in CryptoLogic After Amaya Acquisition

Amaya Acquires Software Provider CryptoLogic
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There have been a slew of changes at CryptoLogic Limited, a leading online casino software provider, following the acquisition of CryptoLogic by Amaya Gaming Group Inc., a Canadian server and network-based gaming specialist.

For instance, David Gavagan has resigned as Chairman and Interim Chief Executive Officer for CryptoLogic, and will be replaced by David Baazov, who is at present the President, Chief Executive Officer, Secretary and Treasurer of Amaya.

Further, Huw Spiers has resigned as Operations Group Head and Chief Financial Officer for CryptoLogic. Amaya Chief Financial Officer, Daniel Sebag, will take up the responsibilities of Spiers.

There have been changes in the Board of Directors as well. Simon Creedy Smith and James Wallace have stepped down from the board and are being replaced by Baazov as an executive director and Divyesh Gadhia as a non-executive director.

Thomas Byrne and David Gavagan, however, will remain on the CryptoLogic board as non-executive directors.

Amaya Announces Delisting of CryptoLogic Shares

Amaya has also announced changes in the listing of the CryptoLogic shares on stock exchanges. In fact, CryptoLogic shares are to be delisted from three major global stock exchanges - the London Stock Exchange, the Toronto Stock Exchange and NASDAQ.

CryptoLogic has accordingly applied to the UK Listing Authority for the cancellation of listing of CryptoLogic shares on the official list, and to the London Stock Exchange for the cancellation of admission to trading of CryptoLogic shares on its main market for listed securities.

These cancellations will become effective on May 3 at the earliest because a clear notice of a minimum of 20 business days is required from April 2.

As a part of the acquisition deal, CryptoLogic will apply to the Toronto Stock Exchange for the delisting of its shares there and also to the United States Securities and Exchange Commission for the delisting of its shares from NASDAQ.

The announcement impacts the CryptoLogic shares that have not been acquired by Amaya under the current agreement. Once the above mentioned cancellations become effective, the liquidity and marketability of CryptoLogic shares will be significantly reduced.

CryptoLogic shares will no longer be traded on the stock exchanges and selling the shares in the market will no longer be possible. Therefore, public shareholders of CryptoLogic who wish to avail of Amaya's offer of purchase have up to April 18 to complete the formalities.

Amaya recently obtained the clearances to acquire the shares of CryptoLogic in a deal that has been valued at $34.5 million.

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