GAN Shareholders Give the Thumbs Up to Sega Sammy Merger

Most GAN shareholders have approved the company’s looming acquisition by Sega Sammy. The deal, originally announced in August, will see the company’s B2B and B2C iGaming business acquired by the Japanese gaming powerhouse.

As it turns out, 95% of the company’s shareholders support the merger. For reference, the latest shareholder meeting was attended by people representing roughly 51% of GAN’s issued ordinary shares.

During the meeting, shareholders also gave the thumbs up to a compensation that may be paid or become payable to GAN’s existing executive officers in relation to the merger deal.

Some Shareholders Disapprove of the Deal

Not everyone is on board, though, as Joseph Zappia, one of GAN’s biggest shareholders, recently filed a class action lawsuit against the company, alleging that it has misled its shareholders. The lawsuit was filed with the United States District Court for the Southern District of New York in January.

According to Zappia, GAN intentionally hid critical information concerning potential conflicts of interest. The aggrieved shareholder also claimed that, on certain occasions, GAN withheld important material information. The lawsuit alleged that the transparency of the committees involved in the deal has been questionable as a whole.

In addition, Zappia was not happy that Sega Sammy’s initial offer was reduced from $2.51 per share to $1.97 per share. The disgruntled shareholder and his supporters believe that GAN has caused significant harm to its shareholders.

GAN denied Zappia’s allegations, emphasizing its commitment to upholding high legal standards. According to the company, all proceedings surrounding the suggested merger had been conducted in line with due process.

The Deal Is Expected to Close by Early 2025

In any case, Sega Sammy’s acquisition of GAN is expected to close in late 2024 or early 2025. The deal is still subject to customary closing conditions and regulatory approvals.

Under the agreement, the acquisition will go through a newly established special purpose company in Bermuda.

Should the deal go through, GAN’s shares will be pulled down from the Nasdaq market and converted into the right to receive $1.97 per share. This effectively means that GAN will stop being a publicly traded company and will instead become a wholly owned subsidiary of Sega Sammy.