Amaya Gaming Group

Amaya Shows Interest in Buying Cryptologic

The online gambling industry has been expecting to hear an announcement to the effect that the Amaya Gaming Group was interested in purchasing the share capital of Cryptologic ever since Amaya purchased a huge number of Cryptologic shares in April, 2011.

Cryptologic, the leading online casino software provider has now made an announcement, which has been prepared in accordance with English law and the Takeover Code, that Amaya Gaming Group has made a provisional offer to purchase its share capital.

The Board of Cryptologic has evidently agreed in principal to “the outline terms of a possible recommended all cash offer from Amaya for the acquisition of the entire issued and to be issued share capital of Cryptologic”.

The provisional offer of US$2.50 in cash per common share is at a premium of 52% over the closing share price of US$1.64 per common share on NASDAQ on 14th December, 2011. In terms of this “Possible Offer” Amaya will be permitted to conduct confirmatory due diligence.

Stripped of legalese, the provisional offer is subject to the condition that Amaya completes the due diligence to its satisfaction and is satisfied with the results thereof, the Board of Cryptologic gives its unanimous recommendation and that Amaya confirms that it has enough funds to complete the offer.

Amaya is required to either announce that they firmly intend to make an offer for the Company or that it does not intend to make such an offer by January 12, 2012.

Amaya has reserved its right to make an offer at a price lower than US$2.50 per common share after the due diligence.