Malta 21.02.2019

River iGaming P.l.c are pleased to announce that we acquire the remaining 30% of River UK Casino Limited ("River UK") plus the B2B platform business of Gaming Realms P.l.c. ("GMR") (the "Grizzly Platform") and the outstanding share capital in Bear Group Limited ("Bear Group") from GMR and settles all remaining payments and earn-outs for a total consideration of GBP 11.5 million.

The Transaction and planned related investments are fully funded by a convertible loan of EUR 15 million with 3-year duration signed in relation to the Transaction.

The Transaction gives RIVER full control and access to the cashflow in River UK from closing. The acquisition of the Grizzly Platform transforms River into a true 360 iGaming company, controlling the entire value chain from platform and gamification, to marketing, brands and operations!

The combined operated brand portfolio, fully owned by RIVER upon completion of the Transaction, consists of Vegas Casino, Casonic, Pocket Fruity, Britain’s Got Talent Games, Spin Genie, X Factor Games and a number of small casinos currently operated by Bear Group. In addition, River will upon completion of the Transaction also offer B2B services through the software driven marketing platform Mediafusion, and the newly acquired Grizzly Platform.

The combined sizeable brand portfolio creates a strong foundation for growth and profitability, and the combined B2B offering is an excellent platform to capitalize on River's innovative marketing and gamification technology.

Transaction:

In order to finance the Transaction, together with other transactions within River, the Company has entered into a EUR 15,000,000 convertible loan agreement with the Lender Mercury Group in Malta. They may once, and for a minimum amount of EUR 3,000,000, at any time during the conversion period (beginning on the date of the agreement and ending on the date falling 18 months after the date of the last loan drawdown, the "Conversion Period") convert the Loan into shares (or depositary receipts representing shares) in the Company

The agreements for the Transaction and the convertible loan require approval from the shareholders in River. Notice to the extraordinary general meeting expected to be held on or about 22 March 2019 (will be announced separately, and within 27 February 2019). Klein Invest AS, Middelborg Invest AS and Tigerstaden AS (currently controlling in aggregate 65.2% of the shares and the votes in the Company, the "Majority Shareholders") have provided an undertaking to procure that their voting rights to be voted in favour of the Transaction.

This detailed announcement has been published at www.riverigaming.com/investor-relations under Press Releases.

RIVER Game Operations (RGO) is pleased to announce that they are launching a new casino in the Finnish Market called CASONIC (19/12/18) - Other markets are likely to follow soon and will offer the same product respectively.

CASONIC is an Instant Cashout Casino developed to meet our players' demand for a leaner experience. “With the recent shift towards simpler and faster on-boarding and KYC flows in igaming, we are delighted to introduce a Mach 1 experience to our audience.” says Pierrick Leveque, heading the project for RGO. “With no registration, instant deposits and withdrawals, a super-fast desktop and mobile interface, and introducing the innovative Slingo games for the first time in the Nordic markets, casonic.com is a great addition to our brands portfolio and we are looking forward to watching it grow.”

RIVER Game Operations has earlier announced that they have signed a platform agreement with Gaming Realms to help RGO launch the CASONIC brand in the market. CASONIC will be hosted on the Gaming Realms proprietary gaming platform; Grizzly, and will be available on desktop and mobile.

The new multi-lingual gaming site will accept and pay out in several different currencies, through payments operated provided by Entercash. Not only will this allow players to log in and play directly from their bank accounts through BankID, but it means that they will benefit from instant deposits and withdrawals.

“I am very proud of my team and it marks an extension of RIVER iGAMING`s relationship with Gaming Realms when we launch our first in-house brand from RGO,” says CEO in RIVER iGAMING Kent Staahle. “With our buy and build strategy, RIVER is now also in a position to deliver our own developed concepts. An important part of our total business offering”, said Mr Staahle late November when they first came with the announcement.

RIVER iGAMING has signed an exclusive agreement with Adnuntius to develop the next generation data and digital marketing platform.

“In line with our strategy to build RIVER iGAMING into a prosperous GameTech company, we are keen to venture into this agreement together,” says CEO Kent Staahle. “We want to approach the market with new ideas, module-based technology and a generic structure. By focusing on customer data, we will personalise the customer experience, develop new value offerings and acquire each customer in a more direct and efficient way. RIVER iGAMING will do this by taking 100% ownership in the development and product offering”, continues Mr Staahle.

“We have successfully partnered up for some time now with Adnuntius through our fully owned Mediafusion Ltd, but we want to customise it even further. Working with such talented people from Adnuntius will help RIVER and Mediafusion on our strategic path”, says CEO in RIVER Business Intelligence Ole Langmyr.

River iGaming has today, through its wholly owned and newly incorporated subsidiary, River UK Casino Limited ("River UK") signed an asset purchase agreement to acquire 70% of a carve-out containing the B2C online casino business of the UK-based company Gaming Realms Plc (registered in England and Wales) and its subsidiaries. Following completion of the transaction, each of River iGaming and Gaming Realms will hold 70% and 30% in River UK, respectively. The Target Business features well-recognized UK casino brands, including the ownership to the Pocket Fruity and Spin Genie brands and the certain rights to the Britain’s Got Talent and X Factor Games brands The acquisition will give River iGaming a complementary game offer, expertise and knowledge in one of the world's largest gaming markets With the Target Business’ UK presence and unique content, this is an important milestone in establishing River iGaming as a NOK billion Pan-European iGaming company, and will create significant synergies with the Company’s existing business In 2017, the Target Business had net gaming revenue of GBP 13.9 million and EBIT of GBP 4.7 million in total for the acquired brands