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Tom Rogers, Chairman of Engine Media Holdings and former Chairman of WinView, Inc., and other Directors Sued Over Breach of Fiduciary Duty

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Former shareholders seek damages and to unwind merger

In a lawsuit filed in Delaware Chancery Court, Tom Rogers and Hank Ratner, former board members of WinView, Inc., were accused of advancing their personal interests over their duty to common stockholders when arranging the three-way merger that created Engine Media Holdings last year.  As a result of their actions, Rogers and Ratner benefited financially from the merger and joined the board of the new company, while common shareholders were left with virtually nothing. The suit, filed by Diamond McCarthy on behalf of the plaintiff shareholders, calls for the reversal of the merger, a monetary damages award and the return of patents covering online and sports betting to WinView, which contributed them in the ill-fated merger.

The suit further alleges that Graham Holdings, WinView’s largest shareholder, ignored and acted in opposition to the interests of the common stockholders. Graham’s representative on the Board of WinView chaired the board committee responsible for evaluating the proposed merger. But the committee, contrary to standard practice, failed to retain a financial advisor to review the financial terms or provide a fairness opinion. The complaint also alleges the directors used pressure and misleading disclosures to push the merger. Financial documents filed shortly after the merger revealed that Frankly and Torque were plagued by losses.  This legacy, according to the Complaint, continues to burden Engine Media Holdings today.

Engine Media Holdings, a Toronto Venture Exchange-listed company, was formed by the merger of three companies – WinView, Inc., Frankly and Torque – in May 2020. WinView was founded in 2009 by mobile gaming pioneer David B. Lockton, whose predecessor companies first offered cash-entry live games on smart mobile devices in the early 1990s. WinView’s patent portfolio was and remains foundational to conducting mobile and live sports betting, on-line casino gambling, and daily fantasy sports.  A recent Morgan Stanley Research report estimated the US market for sports betting could reach $8.5 billion by 2025.

The Plaintiff stockholders are represented by the law firm of Diamond McCarthy, LLP and Whiteford, Taylor & Preston LLP.

A copy of the lawsuit is available here.

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AGLC

AGLC Announces New Board Chair

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Alberta Gaming, Liquor and Cannabis (AGLC) has announced the appointment of Larry Spagnolo as the new Board Chair, effective August 15, 2025. This announcement follows the official Order in Council issued by the Alberta Government and marks a new chapter in AGLC’s ongoing commitment to support communities, encourage responsible choices and position Alberta as the best place to do business.

Larry brings a wealth of experience in technology and business leadership to the AGLC Board and will play an integral role in guiding AGLC’s strategic direction. He is currently serving as VP and GM of Emerson’s SaaS SCADA business and has held senior roles at Zedi and Telus, driving innovation, growth, and global success.

A strong advocate for education and community, Larry serves as Vice Chair of Athabasca University’s Board of Governors and has held board roles with NAIT and Polytechnics Canada. He was awarded the King Charles III Coronation Medal for his community contributions.

AGLC and the Board of Directors extend their heartfelt thanks to Len Rhodes for his leadership and dedication as Board Chair since August 2019. He decided not to seek a third term and will continue to serve in this role until August 14, 2025. Len led AGLC through some significant milestones, including reducing red tape by 51%, growth of the emerging cannabis industry and ensuring AGLC delivered a balanced approach to business development, social responsibility, and regulatory oversight.

The post AGLC Announces New Board Chair appeared first on Gaming and Gambling Industry in the Americas.

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Pinnacle Ontario live with CasinoEngine in North America debut

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EveryMatrix has expanded its partnership with tier-1 operator Pinnacle powering its new casino in Ontario, Canada, using CasinoEngine platform technology – the first time its platform solution has gone live in North America. 

The latest agreement builds on the two companies’ previous collaboration that saw EveryMatrix’s CasinoEngine productivity platform power the well-known brand’s global casino offering.

The new launch takes the relationship to North America, marking EveryMatrix’s debut CasinoEngine platform integration in that market.

BonusEngine, EveryMatrix’s cross-vertical bonusing tool will be integrated in the second phase of launch. This will equip Pinnacle Ontario with a host of bonus types as well as AI-powered bonus abuse solution Bonus Guardian.

BonusEngine is the first of multiple engagement tools from EveryMatrix’s EngageSuite that Pinnacle plans to integrate.

With this comprehensive toolkit at its disposal, and the opportunity to add even more casino products in the future, Pinnacle Ontario can tailor campaigns, segment audiences, and reward players more effectively, creating a world-class digital entertainment experience for its customers.

EveryMatrix has more than 300 global customers and holds North American licences in Ontario, New Jersey, Michigan, West Virginia, Connecticut and Pennsylvania.

Stian Enger Petersen, CEO, Casino, EveryMatrix, said: “This launch marks a key milestone for EveryMatrix as we bring our market-leading CasinoEngine platform to Canada for the first time.

“We’re delighted to expand our partnership with Pinnacle and support their ambitions in Ontario with a powerful combination of platform, content, and engagement tools that are proven to drive success.”

The post Pinnacle Ontario live with CasinoEngine in North America debut appeared first on Gaming and Gambling Industry in the Americas.

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Prime Skill Games Inc. Official Response to AGCO Press Release

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As CEO of Prime Skill Games Inc., I feel compelled to address recent comments made by the Alcohol and Gaming Commission of Ontario regarding so-called unapproved gambling machines in convenience stores across the province.

Let me be perfectly clear

Our machines are not gambling devices. They are entirely skill-based, fully compliant with the law, and built on the fundamental idea that players are in control. The outcome of every session is determined solely by the player’s ability, not by random chance.

Prime Skill Games is proud to be the only true skill game operating in Ontario today.

We categorically reject any suggestion that our products fall under the definition of unregulated gambling. Such statements are inaccurate, misleading, and fail to recognize the critical distinction between games of skill and games of chance.

We stand firmly behind the legality of our machines and the integrity of our operations. We will demonstrate this through every available means, whether through legal documentation, expert analysis, or, if necessary, before the courts. We are prepared and unafraid to defend the truth.

To our players, partners, and business community, we want to reassure you that our mission has not changed. We are committed to offering a responsible, transparent, and innovative entertainment experience. We will not be intimidated by broad and baseless accusations, and we will continue to move forward with strength and clarity.

 

Sincerely

Matt Zamroźniak

Chief Executive Officer

Prime Skill Games Inc.

The post Prime Skill Games Inc. Official Response to AGCO Press Release appeared first on Gaming and Gambling Industry in the Americas.

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