Baden Resources Inc. announced it has signed a non-binding letter of intent with NorthStar Gaming Inc. about NorthStar’s planned reverse purchase of Baden. NorthStar owns and runs NorthStar Bets, an Ontario-based online casino and sports betting brand.

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Baden Announces Letter of Intent With NorthStar Gaming

In accordance with the Proposed Transaction, it is proposed that Baden would acquire all outstanding shares of NorthStar in return for Baden shares via a three-cornered merger or other structure mutually agreed upon by the parties. Prior to the conclusion of the Proposed Transaction, Baden would consolidate its shares and NorthStar would issue subscription receipts. The proposed transaction continues subject to a number of conditions, including the negotiation of final documents by June 27, 2022, the obtaining of any necessary regulatory approvals, and the execution of the Concurrent Offering. Baden must also delist from the CSE and get conditional permission to list on the TSX Venture Exchange before the Proposed Transaction may be finalized. There is no certainty that the Proposed Transaction will occur on the conditions outlined in the LOI, or at all.

Expanding Gaming Business in Ontario

In addition, Baden would be expected to delist from the CSE prior to any deal and would be required to “get conditional clearance to list on the TSX Venture Exchange” in order to satisfy the final terms of a prospective takeover. Due to the non-binding nature of the letter of intent, there is the standard assurance that no takeover transaction is guaranteed to be completed on these terms or at all. NorthStar owns and runs NorthStar bets, an online casino and sports betting platform situated in Ontario that caters to Canadian customers. NorthStar has tried to establish a foothold in the fast-expanding Ontario gaming business by securing a variety of new partnerships and agreements. NorthStar entered into a partnership with Playtech in June 2022, resulting in the implementation of the Playtech IMS system, as well as its casino and live casino services.

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