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Golden Nugget Online Gaming To Become Public

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Landcadia Holdings II, Inc. to Acquire Golden Nugget Online Gaming

Tilman J. Fertitta and Landcadia Holdings II,  Inc. announced today that Landcadia II has entered into a Purchase Agreement to acquire Golden Nugget Online Gaming, Inc. (“GNOG”), a US online real money casino owned by Tilman Fertitta, recognized by both its peers and customers alike as the industry leading online casino that brought Live Dealer to the US market place. Landcadia II is a publicly traded special purpose acquisition company co-sponsored by Fertitta Entertainment, Inc. and Jefferies Financial Group Inc.

GNOG will become only the second pure publicly traded online casino company in the US. The transaction is expected to close in the third quarter of this year.  Upon closing, Landcadia II intends to change its name to Golden Nugget Online Gaming, Inc. and its Nasdaq trading symbol to GNOG.

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“GNOG is one of the best positioned companies to capitalize on this massive online gaming opportunity in the US,” said Rich Handler, Co-Chairman of Landcadia II and CEO of Jefferies LLC. “We at Jefferies couldn’t be more thrilled to partner with Tilman and bring this great opportunity to the public markets.”

Golden Nugget is a household name throughout the United States and its iGaming business is a well-established leader in New Jersey, the largest online gaming market in North America. GNOG has obtained market access, subject to regulatory approval, to Pennsylvania and Michigan and anticipates launching its online casino brand in each of those new markets in early 2021.

GNOG is known among its industry peers as the preeminent operator in the US online gaming market, having won the EGR North America Top Operator Award for three consecutive years. GNOG is known for its innovation, including initiating Live Dealer, Live Casino Floor gambling and a number of exclusive slot machine games to mobile devices, tablets and computers throughout New Jersey, as well as its top-notch 24/7 customer support.

Tilman J. Fertitta will remain GNOG’s Chairman and CEO, and Thomas Winter, who was brought in to develop Golden Nugget’s online gaming business, will continue to serve as GNOG’s President.  During the seven years since Thomas Winter started Golden Nugget’s iGaming business in New Jersey, revenues and profitability have grown each year despite facing competition with greater financial resources. According to Mr. Fertitta, “Golden Nugget is one of the most time-honored brands in the gaming business today. When customers hear the name Golden Nugget, they know they are dealing with a trusted online gaming business. Thomas and his team have done a remarkable job, are the best in the industry, and with this transaction, will have access to growth capital to allow for the rapid expansion of the business.”

GNOG Highlights

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  • Started operation in New Jersey Q4 2013
  • Became profitable in 2016
  • First online gaming company to launch Live Dealer in the US
  • Won Industry award as top operator 3 years in a row
  • First to launch Live Casino Floor in US
  • Net Income of over $11 million in 2019

Key Transaction Terms

The transaction values the combined company at an anticipated pro forma enterprise value of approximately $745 million, or 6.1x GNOG’s estimated 2021 revenue of $122 million. The consideration payable to the parent entity of GNOG will consist of a combination of cash and rollover equity in Landcadia II.  Upon completion of the transaction, Tilman J. Fertitta, Chairman and CEO, will, through the parent entity of GNOG, hold a controlling economic interest (through an Up-C structure described below) and a controlling voting interest in the combined company.  The combined company will have a dual-class share structure with super voting rights for Mr. Fertitta.

Landcadia II will be assuming $150 million of GNOG debt of and will pay down at closing an additional $150 million of its debt, plus pay prepayment fees, transaction fees and expenses. Subject to redemptions, there is approximately $321 million currently held in Landcadia II’s trust account. Upon payment of the purchase price, debt repayment and transaction fees and expenses, the combined company will have at least $80 million on its consolidated balance sheet at closing and an anticipated pro forma equity market capitalization of nearly $700 million.

The transaction will be structured as an Up-C where an entity indirectly owned by Mr. Fertitta will retain common units of a partnership managed by the combined company and an equal number of non-economic voting shares in the combined company.  The combined company will also enter into a customary tax receivable arrangement with such entity indirectly owned by Mr. Fertitta, which will provide for the sharing of tax benefits relating to certain pre-combination tax attributes, as well as tax attributes generated by the transaction and any subsequent sales or exchanges by the entity indirectly owned by Mr. Fertitta of their equity interests, as those attributes are realized by the combined company.

The transaction has been unanimously approved by the Board of Directors of Landcadia II, upon the unanimous recommendation of a committee comprised solely of Landcadia II’s disinterested independent directors (the “Committee”).  The transaction will require the approval of a majority of the outstanding shares of Landcadia II, excluding shares beneficially owned by Tilman J. Fertitta and Jefferies Financial Group, and is subject to customary closing conditions, including certain regulatory approvals. Jefferies LLC is acting as exclusive financial and capital markets advisor to Landcadia II.  Haynes and Boone LLP is acting as legal advisor to GNOG. White & Case LLP is acting as legal advisor to Landcadia II. Houlihan Lokey, Inc. is serving as financial advisor to the Committee of Landcadia II.

 

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SOURCE Landcadia Holdings II, Inc.

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Caesars Digital

EVERI DIGITAL AND CAESARS DIGITAL LAUNCH CAESARS-BRANDED SLOT “CAESARS EMPERORS GOLD”

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Everi Digital, the online gaming business of Everi Holdings Inc., a premier provider of land-based and digital casino gaming content and products, financial technology, player loyalty solutions, and bingo, announced the launch of the custom-branded online game “Caesars Emperors Gold” on the newly-upgraded Caesars Palace Online Casino platform via a direct integration with Caesars Digital.

Now available to online players in Michigan, New Jersey, Pennsylvania, West Virginia, and Ontario, “Caesars Emperors Gold” is the second title Everi has developed specifically for Caesars Palace Online Casino and is a standard, five-reel video theme with mystery jackpots. The branded game also features iconic Caesars branding with Roman-esque statues for the reel array housing and the high paying symbols.

Everi has provided iGaming content to Caesars Digital for more than four years, and this launch is an extension of the companies’ ongoing collaboration. Everi Digital’s compelling game catalog now consists of more than 70 distinct titles with a footprint spanning North America and Europe. This portfolio of iGaming content is housed and delivered via Everi’s proprietary Spark™ Remote Game Server.

“This rewarding custom game launch with Caesars Digital deepens our strategy with a top-tier iGaming operator and brings Caesars online players in North America a new title with thrilling progressive jackpot opportunities,” said Jordan Brent, Everi Vice President, Digital Commercialization. “With the launch of the ‘Caesars Emperors Gold’ custom slot, it’s clear both Everi and Caesars are committed to providing unique experiences to engage online players.”

“Expanding our custom game catalog with Everi offers us another chance to captivate our online casino players with exclusive one-of-a-kind content and progressive jackpot opportunities that we know are in high demand with players,” said Ricardo Cornejo Rivas, Vice President of Online Gaming at Caesars Digital. “Everi’s games have already proven to be favorites at our various destinations and across our online casino platforms. The launch of ‘Caesars Emperors Gold’ should deliver a distinctive and enhanced online casino experience that will undoubtedly thrill our players.”

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Adrian Bailey

Top Performing Aristocrat Interactive Titles Now Live on Hard Rock Bet in New Jersey

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Aristocrat Interactive, Aristocrat’s new online Real Money Gaming division, and Hard Rock Digital announced the arrival of Aristocrat Interactive Content & Aggregation’s extensive suite of gaming content to HRD’s Hard Rock Bet online casino in New Jersey. Players of the Hard Rock Bet platform can now enjoy an impressive collection of Aristocrat Interactive’s most popular games within the state, whenever they seek entertainment.

Titles that will be available on Hard Rock Bet include Buffalo, Timberwolf, Wild Wild Emerald, Firelight II, Winfall Wishes, Wild Lepre’Coins, Twilight Forest, Frog of Riches, and Secrets of the Phoenix Elements. Currently available in New Jersey, Aristocrat Interactive and Hard Rock Digital look forward to launching Aristocrat Interactive gaming content together in additional states and markets in the future.

“Collaborating with Hard Rock Digital to offer our gaming content to their players via Fusion Aggregation platform is truly exciting. This relationship marks the beginning of bringing some of the most engaging gaming experiences on the market to the players of Hard Rock Bet,” Adrian Bailey, Managing Director of Aristocrat Interactive Content & Aggregation, said.

“The addition of these popular Aristocrat Interactive games to Hard Rock Bet is yet another way that we’re entertaining our players like no one else can. Since launching Hard Rock Bet in New Jersey, we’ve increased our casino offerings by nearly 1000 games and are excited to continue adding unique gaming experiences to our top-rated platform,” Grant Williams, Hard Rock Digital’s SVP of Casino, said.

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FBM

FBM® brings Asian fortune to the United States with Jí Hǎo Link™

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FBM® is ready to spread the golden wealth in the United States with the four slot themes of Jí Hǎo Link™ – Golden Lóng™, Fortunate Héping™, Eternal Fènghuáng™ and Great Weiyan™. This product line of Asian inspiration presents a new gaming experience to American players, merging captivating graphics and alluring sounds with amazing payouts offered by an attractive feature set.

The FBM slots portfolio keeps growing in the United States. After successful introductions of the Easy$Link™ and Mythic Link™ game suites, the global gaming brand takes another step in its growth path in the USA by installing Jí Hǎo Link at Hialeah Park Casino in Miami.

The brave white tiger, the powerful dragon, the wise turtle, and the eternal phoenix are the mythical creatures of the Jí Hǎo Link game suite united by a lucky pagoda that is deeply connected with ancient Asian culture.

WHAT DISTINGUISHES THE JÍ HǍO LINK GAMING EXPERIENCE?

Jí Hǎo Link delivers a vibrant entertainment experience to slot players in the US. The new games offer a diverse selection of features to ensure every moment is a thrilling adventure.

Heading these features is the astonishing Jí Hǎo Link bonus – a special feature triggered by the games’ pagoda which is sure to entice lucky slot players with potential riches. This bonus allows players to get a Mini, Minor, Major, or Grand jackpot and may also result in another fantastic prize. If players fill all 15 positions available on the reels, they will double the non-progressive prize amounts collected during the bonus rounds.

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Players may also get their hands on the golden coins spread by Jí Hǎo Link through the activation of the Triple Wild and Wild Multiplier game features in free spins mode. Triple Wild is available on Golden Lóng and Fortunate Héping making the Wild symbols fill all the positions of reels 2, 3 or 4 to guarantee better chances for big wins. Wild Multiplier is available on Eternal Fènghuáng and Great Weiyan multiplying earnings up to 30 times with the X2, X3 or X5 factors in the Wild symbols.

EXPANSION IS FBM’S WATCHWORD

Expansion continues for FBM with the Jí Hǎo Link product line, also available under the trademark Jin Qián Link™ in other markets. Following successful installations in Spain and impressive expansion in Mexico, FBM launches the slots suite in the United States at Hialeah Park Casino with a promising introduction and immense growth potential.

In the sequence of this remarkable step, Mike Medlin (Sales & Operations Manager at FBM) expressed his gratitude to Javier Fernandez (Slots Director at Hialeah Park Casino) and Steve Calabro (General Manager at Hialeah Park Casino) for their continued loyalty and support to FBM’s operation in the market, once again proved with the Ji Hao Link debut in the United States through the Hialeah Park Casino facilities.

FBM strengthens its position in the United States adding a new option to its game portfolio. This new step reaffirms the global gaming brand’s commitment to growing its market presence in the US with reliable and innovative games that add value for casino operators and provide thrilling entertainment experiences to their players.

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