Walkers is pleased to have acted as Bermuda counsel to GAN Limited ("GAN") on the successful restructuring of GAN plc and the subsequent $62.4 million fundraise on Nasdaq Capital Market under the symbol GAN. GAN is a Bermuda company.
Walkers acted as Bermuda counsel to AIM-listed GAN plc, as the company migrated its existing shares from the AIM London stock exchange to a Bermuda company in order to list on the aforementioned Nasdaq Stock Exchange. This process was by way of a scheme of arrangement and was a precursor to the Nasdaq IPO.
On May 5, 2020, the trading of shares on AIM was suspended in preparation for delisting on May 6, 2020. In connection with this offering, GAN affected a reorganisation and share exchange in which GAN plc became a wholly-owned subsidiary of GAN Limited, the ordinary shares of GAN plc no longer trade on AIM, and the former shareholders of GAN plc have received one ordinary share of GAN for every four ordinary shares of GAN plc and an aggregate of £2 million in cash.
Dermot Smurfit, GAN's CEO, commented: "Natalie, Rachel and Jonathan's patient stewardship through a complex multi-level UK-to-U.S. uplisting in the midst of a global pandemic proved their augmented value not just as effective legal services providers but as competent and pragmatic business partners as well. I would unreservedly recommend Walkers to any organization seeking to list on NASDAQ by way of a Bermuda holding company and a UK Scheme of Arrangement."
Walkers was led by partners Natalie Neto and Jonathan Betts with senior associate Rachel Nightingale completing the team.
Originally published Walkers, May 2020
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.