|Online gaming software provider Chartwell Technology Inc., and Internet Bingo solutions provider Parlay Entertainment Inc., have confirmed that they are to enter into a business partnership, as agreed in a binding Letter of Intent, which determines that Chartwell is to acquire all common shares of Parlay.|
The merger, which is expected to be completed by October 31 this year pending approvals, will combine two significant international online gaming software providers, who according to Chartwell President and CEO Darold H Parken are highly compatible entities.
'Chartwell and Parlay are a perfect fit. In an ever expanding remote gaming industry, Chartwell and Parlay share a unique and highly successful business model, and we are very excited about joining forces,' he said. 'Our combined entity will be a much stronger and effective market competitor and our customers will benefit from the merger of our best-of-breed gaming applications and our talented group of people.”
The merger will unite both boardrooms with two founder members of both companies and three independent directors making up the board, whilst senior executive teams from both Chartwell and Parlay will be combined. A Merger Committee with representatives of both companies will also be established to plan and manage the technical, financial and operational aspects of the business combination.
The definitive agreement will be subject to court approvals, stock exchange approvals and the approval of Parlay shareholders. Once all transaction conditions are satisfied the merger is expected to be completed by October 31 this year. Certain major shareholders who are also directors of Parlay, holding approximately 22 percent of the issued Parlay common shares, have agreed to enter into agreements with Chartwell confirming their support for the proposed business combination. Both companies have each agreed, under certain circumstances, to pay a termination fee of $500,000 to the other party if the business combination is not completed.
Scott White, President and CEO of Parlay added, 'Consolidating two growing businesses like Parlay and Chartwell is the first step in our joint creation of a global technology powerhouse. Leveraging our respective excellence and leadership in technology, our common employment cultures, our existing and prospective customer bases and our depth in human resources, we are confident in our ability to develop, license and support a world-class suite of e-gaming products. It is our intention to create a new company which will generate excellent value for our stakeholders, and as our industry moves into the mainstream over the coming years, the fact that we will not compete with our customers will be our most important value proposition.'