GALAXY GAMING ANNOUNCES TERMINATION OF MERGER WITH EVOLUTION
GALAXY GAMING ANNOUNCES TERMINATION OF MERGER WITH EVOLUTION
LAS VEGAS,JULY 21, 2026 (GLOBE NEWSWIRE) – Galaxy Gaming, Inc.® (OTC: GLXZ) (“Galaxy” orthe “Company”), the world’s leading independent developer anddistributor of casino table games and technology, was notified by EvolutionMalta Holding Limited, a company registered in Malta (“Evolution”) thatEvolution terminated the previously announced Agreement and Plan of Merger, datedJuly 18, 2024, by and among Galaxy, Evolution, and Galaga Merger Sub, Inc., a Nevada corporation and awholly owned subsidiary of Evolution (as amended, the “Merger Agreement”). Inaccordance with the terms of the Merger Agreement, Evolution is required to payGalaxy a termination fee in the amount of $5,234,678 within two (2) businessdays of the date of termination of the Merger Agreement.
“While we are disappointedwith this outcome, we remain deeply committed to advancing our industry-leadinggames and progressive technologies,” said Matt Reback, President and CEO ofGalaxy Gaming. “Galaxy is home to aworld-class, customer-focused team that remains focused on independent growthfor the benefit of all its stakeholders. Over the years, Evolution has been a valued partner to Galaxy, and welook forward to continuing our long-standing relationship.”
About Galaxy Gaming
Headquartered in Las Vegas, Nevada, Galaxy Gaming(galaxygaming.com) develops and distributes innovative games, bonusing systems,and technology solutions to physical and online casinos worldwide. Galaxy Gamingoffers games proven to perform developed by gaming experts and backed by thehighest level of customer support. Galaxy Gaming Digital is the world’s leadinglicensor of proprietary table games to the online gaming industry. GalaxyGaming has 131 licenses worldwide, including licenses in 28 U.S. states.
SAFE HARBOR
This press release contains, and oral statements madefrom time to time by representatives of Galaxy may contain forward-lookingstatements within the meaning of the federal securities laws. Forward-lookingstatements relate to expectations, beliefs, projections, future plans andstrategies, anticipated events or trends and similar expressions concerningmatters that are not historical facts. In some cases, you can identifyforward-looking statements by the use of forward-looking terminology such as“may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,”“believes,” “estimates,” “predicts,” or “potential” or the negative of thesewords and phrases or similar words or phrases which are predictions of orindicate future events or trends and which do not relate solely to historicalmatters. You can also identify forward-looking statements by discussions ofstrategy, plans or intentions.
These forward-lookingstatements reflect the current views, models, and assumptions of Galaxy, andare subject to various risks and uncertainties that cannot be predicted orqualified and are subject to numerous known and unknownrisks, uncertainties, assumptions and changes in circumstances, many of whichare beyond the control of the Company thatmay cause actual results in the Company’s performance to differ materially fromthose expressed or implied by such forward looking statements. These risks anduncertainties include, but are not limited to risks thatthe termination of the Merger Agreement disrupts the Company’s current plansand operations or diverts the attention of the Company’s management oremployees from ongoing business operations; the risk of potential difficultieswith the Company’s ability to retain and hire key personnel and maintainrelationships with customers and other third parties as a result of the terminationof the Merger Agreement; the risk that the termination of the Merger Agreementmay involve unexpected costs and/or unknown or inestimable liabilities; therisk that the Company’s business may suffer as a result of uncertaintysurrounding the termination of the Merger Agreement; the risk of stockholderlitigation; effects relating to the announcement of the termination of the MergerAgreement on the market price of the Company’s common stock; the ability of Galaxy to enter and maintain strategic alliances,product placements or installations in land based casinos or grow its iGamingbusiness; garner new market share; secure licenses in new jurisdictions ormaintain existing licenses; successfully develop or acquire and sellproprietary products; comply with regulations, changes in gaming related andnon-gaming related statutes and regulations and/or self-imposed restrictionsimposed on and by our customers that affect their revenues in land-based casinoand online casino markets; have its games approved by relevant jurisdictions;and adapt to changes resulting from the COVID-19 or other pandemics includingwithout limitation, government imposed shut downs, travel restrictions andsupply chain interruptions; and other factors.
Additional information concerning these and other risk factorscan be found in the Company’s filings with the Securities and ExchangeCommission, including in the most recent Annual Report on Form 10-K, QuarterlyReports on Form 10-Q, Current Reports on Form 8-K and Definitive ProxyStatement.
All forward-lookingstatements made herein are expressly qualified in their entirety by thesecautionary statements. While forward-looking statements reflect the goodfaith beliefs of the Company, they are not guarantees of future performance orevents, and there can be noassurance that the actual results, events or developments referenced hereinwill occur or be realized. Readers are cautioned that all forward-lookingstatements speak only to the facts and circumstances present as of the date ofthis press release. Galaxy expressly disclaimsany obligation to publicly update or revise any forward-looking statement toreflect changes in underlying assumptions or factors, or new information, dataor methods, future events or other changes.
