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Notice of Kambi Group Plc Extraordinary General Meeting 2022

Published

3 years ago

May 24, 2022

Reading Time: 6 minutes

In terms of Articles 41 and 42 of the Articles of Association of the Company
NOTICE IS HEREBY GIVEN that that AN EXTRAORDINARY GENERAL MEETING (the “Meeting”) of Kambi Group plc, company number C 49768 (the “Company”) will be held on Thursday 30 June 2022 at 11.00 CEST at Kambi, Hälsingegatan 38, 113 43 Stockholm, Sweden, to consider the following Agenda. The registration of shareholders starts at 10.30 CEST.

Right to attendance and voting

To be entitled to attend and vote at the Meeting (and for the purpose of the determination by the Company of the number of votes they may cast), shareholders must be entered on the Company’s register of members maintained by Euroclear Sweden AB by Thursday 9 June 2022.

Shareholders whose shares are registered in the name of a nominee should note that they may be required by their respective nominee/s to temporarily re-register their shares in their own name in the register of members maintained by Euroclear Sweden AB in order to be entitled to attend and vote (in person or by proxy) at the Meeting. Any such re-registration would need to be effected by Thursday 9 June 2022. Shareholders should therefore liaise with and instruct their nominees well in advance thereof.

To be entitled to attend and vote in person at the Meeting, shareholders must notify Euroclear Sweden AB of their intention to attend the Meeting by Thursday 9 June 2022 and can do so by (i) e-mail to Generalmeetingservice@euroclear. com or (ii) mail to: Kambi Group plc, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, Sweden or (iii) by phone on +46 8 402 9092 during the office hours of Euroclear Sweden AB. Notification should include the shareholder’s name, address, email address, daytime telephone number, personal or corporate identification number, number of shares held in the Company, as well as details of any proxies (if applicable, in the case that the shareholder has appointed a third party representative to attend the Meeting in their stead). Information submitted in connection with the notification will be computerised and used exclusively for the Meeting. See below for additional information on the processing of personal data.

Shareholders’ right to appoint a proxy

A shareholder who is entitled to attend and vote at the Meeting, is entitled to appoint one or more proxies to attend and vote on his or her behalf. A proxy need not also be a shareholder. If the shareholder is an individual, the proxy form must be signed by the appointer (or his authorised attorney) or comply with Article 126 of the Articles. If the shareholder is a corporation, the proxy form must be signed on its behalf by an authorised attorney or a duly authorised officer of the corporation or comply with Article 126 of the Articles.

Proxy forms must clearly indicate whether the proxy is to vote in their discretion or in accordance with the voting instructions sheet attached to the proxy form. Your proxy shall vote as you have directed in respect of the resolutions set out in this notice or on any other resolution that is properly put to the meeting. If the proxy form is returned to the Company without any indication as to how the proxy shall vote, generally or in respect of a particular resolution, the proxy shall exercise their discretion as to how to vote or whether to abstain from voting, generally or in respect of that particular resolution (as applicable).

Where the shareholder is a corporation, a document evidencing the signatory right of the officer signing the proxy form, must be submitted with the proxy form. Where the proxy form is signed on behalf of the shareholder by an attorney (rather than by an authorised representative, in the case of a corporation), the original power of attorney or a copy thereof certified or notarised in a manner acceptable to the Board of Directors must be submitted to the Company, failing which the appointment of the proxy may be treated as invalid.

The original signed proxy form and, if applicable, other supporting documents (required pursuant to the above instructions), must be received by Euroclear Sweden AB no later than Thursday 9 June 2022 by (i) e-mail to Generalmeetingservice@euroclear .com or (ii) mail to: Kambi Group plc, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, Sweden. Shareholders are therefore encouraged to submit their proxy forms (and other supporting documents, if any) as soon as possible.

Proxy forms are available on the Company website under the General Meetings section.

Aggregated attendance notifications and proxy data processed by Euroclear Sweden AB must be transmitted to and received by the Company by email at Mia.Nordlander@kambi .com not less than 48 hours before the time appointed for the Meeting and in default shall not be treated as valid.

Agenda

1. Opening of the Meeting

Prague Gaming & TECH Summit 2025 (25-26 March)

2. Election of Chairman of the Meeting

3. Drawing up and approval of the voting list

4. Approval of the Agenda

5. Determination that the Meeting has been duly convened

6. Election of two persons to approve the minutes

Special Business (Extraordinary Resolutions)

7. THAT the Directors be and are hereby duly authorised and empowered in accordance with Articles 85(1) and 88(7) of the Companies Act and Article 3 of the Articles, on one or several occasions prior to the date of the next Annual General Meeting of the Company, to issue and allot up to a maximum of 3,106,480 Ordinary ‘B’ shares in the Company of a nominal value of €0.003 each (corresponding to a dilution of 10% of total shares as at the date of the notice to the 2022 Annual General Meeting) for payment in kind or through a direct set-off in connection with an acquisition, and to authorise and empower the Directors to restrict or withdraw the right of pre-emption associated to the issue of the said shares. This resolution is being taken in terms and for the purposes of the approvals necessary in terms of the Companies Act and the Articles of Association of the Company. (Resolution a)

8. WHEREAS (i) at a meeting of the Board of Directors of the Company held on 30 March 2022, the Directors resolved to obtain authority to buy back Ordinary ‘B’ shares in the Company having a nominal value of €0.003 each; and

(ii) pursuant to Article 5 of the Articles and Article 106(1) (b) of the Companies Act a company may acquire any of its own shares otherwise than by subscription, provided inter alia authorisation is given by an extraordinary resolution, which resolution will need to determine the terms and conditions of such acquisitions and in particular the maximum number of shares to be acquired, the duration of the period for which the authorisation is given and the maximum and minimum consideration.

NOW THEREFORE the members of the Company resolve that the Company be generally authorised to make purchases of Ordinary ‘B’ shares in the Company of a nominal value of €0.003 each in its capital, subject to the following:

(a) the maximum number of shares that may be so acquired is 3,106,480 which is equivalent to 10% of total shares as at the date of the notice to the 2022 Annual General Meeting;

(b) the minimum price that may be paid for the shares is SEK1 per share;

(d) the maximum aggregate number of shares that can either be i) issued and allotted under Resolution a and, ii) bought back under this Resolution b, shall not exceed 3,106,480; and

(e) the authority conferred by this resolution shall expire on the date of the 2023 Annual General Meeting, but in any case shall not exceed the period of 18 months, but not so as to prejudice the completion of a purchase contracted before that date. (Resolution b)

9. Closing of the Extraordinary General Meeting

Information about proposals related to Agenda items

Both extraordinary Resolutions, Resolutions a and b, were presented in their entirety to the Annual General Meeting held on 17 May, 2022 (which resolutions were referred to therein as resolutions m and n respectively), and obtained one majority of two required in terms of article 135 of the Companies Act (Cap 386), and in terms of Articles 48B.2(b) of the Articles of Association of the Company. To this end, this Extraordinary General Meeting is being convened within 30 days of the Annual General Meeting, in accordance with the aforementioned provisions of the Companies Act and the Articles, in order to take a fresh vote on the proposed extraordinary resolutions.

Agenda item 7 (Resolution a)
The objectives of the authorisation are to increase the financial flexibility of the Company and to enable the Company to use its own financial instruments for payment in kind or through a directed set-off to a selling partner in connection with any business acquisitions the Company may undertake or to settle any deferred payments in connection with business acquisitions. The market value of the shares on each issue date will be used in determining the price at which shares will be issued. For the purposes of Article 88(7) of the Companies Act, through this resolution the members of the Company are also authorising the Board of Directors to restrict or withdraw the members’ right of pre-emption that would normally entitle members to be offered the newly issued shares in the Company in proportion to their shareholding before such new shares are offered to third parties.

Agenda item 8 (Resolution b)
The Board of Directors proposes that the acquisition by the Company of its own shares shall take place on First North Growth Market at Nasdaq Stockholm or via an offer to acquire the shares to all members of the Company. Such acquisitions of own shares may take place on multiple occasions and will be based on market terms, prevailing regulations and the capital situation at any given time. Notification of any purchase will be made to First North Growth Market at Nasdaq Stockholm and details will appear in the Company’s annual report and accounts. Any resolution to repurchase own shares will be publicly disclosed. The objective of the buyback and transfer right is to ensure added value for the Company’s shareholders and to give the Board increased flexibility with the Company’s capital structure.

Following such buybacks, the intention of the Board would be to either cancel, use as consideration for an acquisition or transfer to employees under a company share incentive plan. Once repurchased, further shareholder and Bondholder approval would be required before those shares could be cancelled.

If used as consideration for an acquisition the intention would be that they would be issued as shares and not sold first.

Latest News

Hold and Win brings intrigue to 1spin4win’s Japanese saga

Published

1 day ago

May 29, 2025

Adrienn Sarkany

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Reading Time: 2 minutes

Gentle Fox Hold and Win continues 1spin4win’s four-part Japanese-themed slot series, following Tiger’s Steps Hold and Win, April’s most-played slot by bet count.

While its official release date is May 29, Gentle Fox Hold and Win was selected for exclusive pre-release by leading casino platforms, including Irwin, Gizbo, Jet, Izzi, Fresh, and others — a clear sign that operators are actively seeking content that combines originality with commercial impact.

Being the second title in the series, the game invites players to uncover the story of Tomoko-hama — the dangerously charming geisha known as the Gentle Fox — whose wit, beauty, and cunning hide a deeper motive.

Set in the shadow of Mount Fuji, Gentle Fox Hold and Win picks up the narrative thread that began in the first game of the series, drawing players further into a carefully crafted storyline. Years after being taken from her village and brought to the shogun’s castle, Tomoko-hama now tests the will and bravery of those who enter her tea house.

The core challenge of the game is the Hold and Win feature, triggered by landing three or more golden Coins. Players must then fill the Bonus reels with more Coins for the chance to win big, including the x100 Minipot Coin and the elusive x1,000 Megapot.

Olga Bogdanova, the Art Director at 1spin4win, commented, “The second slot in our Japanese-themed series keeps the rich atmosphere of the first but adds a deeper, more intriguing layer. Designed in warm tones, the game gently draws you into a world where calm hides a silent secret.”

Despite the narrative depth, the gameplay remains easy to understand with medium volatility and 97.1% RTP, which is in line with 1spin4win’s signature approach to slot design: simple mechanics, high engagement, and intuitive play for all levels of players.

As this new chapter opens, players move one step closer to the final clash that awaits in the series’ concluding release. Until then, all eyes are on Tomoko-hama — the Gentle Fox — and the secrets she’s yet to reveal.

About 1spin4win

1spin4win is a fast-growing game provider founded in May 2021 by ambitious developers with over 15 years of experience in the gambling industry. Since its inception, the company has expanded its portfolio to include over 150 classic online slots, all characterized by quality mathematics, transparent mechanics, and well-balanced gameplay — key factors that drive strong player retention. The studio consistently releases an average of four new games each month and offers effective promotional tools for casino operators to help them enhance player loyalty.

The post Hold and Win brings intrigue to 1spin4win’s Japanese saga appeared first on European Gaming Industry News.

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Rafael Gállego, BetBrothers: “SEO Is Still One of the Most Powerful and Scalable Channels”

Published

2 days ago

May 28, 2025

Adrienn Sarkany

rafael-gallego,-betbrothers:-“seo-is-still-one-of-the-most-powerful-and-scalable-channels”

Reading Time: 4 minutes

Few industries evolve as rapidly as iGaming. Navigating its landscape requires more than just technical know-how, as it demands adaptability, local insight, and a user-first mindset.

We sat down with Rafael Gállego, SEO Manager at BetBrothers, to explore what makes organic traffic a lasting growth engine in such a competitive space. Rafael’s journey began in 2017 at Game Lounge, where he started as a content writer before transitioning into SEO. In early 2025, he joined BetBrothers, where he now plays a key role in shaping organic growth strategies for Spanish-speaking markets.

BetBrothers has a notable presence with its Spanish websites. From an SEO perspective, what are the differences when optimizing for the Spanish market compared to other regions?

When optimizing for Spanish-speaking markets, one of the first things we consider is that Spanish is not the same language everywhere. There are major differences between Spain, Mexico, Peru, and the rest of LATAM. Not just in vocabulary, but in search behavior and user expectations too.

From an SEO point of view, this means our approach has to go beyond simple translation. We work with localized keyword research for each country, because the same query can have different volumes, intent, or competition depending on the region. For example, users in Spain might search for “apuestas online”, while in Mexico they’re more likely to use “apuestas en línea”.

Another key factor is building trust. In LATAM, elements like local payment options, bonuses in local currency, or even having a .mx or .pe extension can strongly influence user behavior. And indirectly, organic performance.

In short, SEO for Spanish markets requires a highly localized strategy that respects linguistic nuances, adapts to different user intents, and aligns with each market needs.

There’s some talk about SEO becoming less effective as a marketing channel. What are you actually seeing? Is it still a key growth tool for affiliates, or are things changing?

From our perspective at BetBrothers, SEO is still a core growth channel for affiliates. Especially in the betting and casino verticals. What’s changing is that it’s getting more competitive and more resource-demanding. It’s not that SEO is becoming less effective, but rather that the barrier to entry is higher than it used to be.

Google continues to evolve, and organic visibility is increasingly tied to E-E-A-T, technical health, UX, and content quality. That means affiliates can’t rely on quick wins or shortcuts anymore. You need a solid product, strong topical authority, and consistent effort to maintain and grow rankings.

That said, the intent behind SEO traffic remains unmatched. Users landing on affiliate pages through organic search are actively looking for information, comparisons, or to convert. That makes SEO one of the most valuable acquisition channels in terms of ROI.

So yes, things are changing, but SEO is far from dead. For affiliates who take it seriously, it’s still one of the most powerful and scalable channels.

With the rise of AI-generated content, and Google’s strong emphasis on E-E-A-T, how do you see its role? Do you think AI content can be effectively used by iGaming affiliates, or is a human touch indispensable for maintaining trust and rankings?

AI-generated content definitely has a role, especially when it comes to scaling certain types of content (like data-driven pages, FAQs, or supporting articles). At BetBrothers, AI helps us speed up processes and improve efficiency, but it’s not a substitute for human expertise.

In iGaming, trust and authority are key. And that’s where E-E-A-T comes in. Users (and Google) expect content to show experience, transparency, and relevance. That’s hard to fake. For example, when we write reviews, guides, or betting strategies, we make sure they’re backed by real insights, updated market knowledge, and a clear editorial voice. That requires a human touch.

We’ve experimented with AI to support content creation, but every piece still goes through human review and editing. In this industry, credibility matters. So while AI is useful, it needs to be part of a broader content strategy focused on quality, accuracy, and user value.

When a significant Google algorithm update rolls out – say, a core update that shakes up rankings – can you walk us through BetBrothers typical process for analyzing the impact, identifying necessary adjustments, and implementing changes for your affiliate sites?

When Google rolls out a major algorithm update, we follow a clear, structured process to assess and respond.

First, we monitor key metrics across our portfolio (traffic, rankings, user engagement, etc) to quickly spot any significant changes. We rely on tools like Google Analytics, Search Console, and Ahrefs to identify which sites and pages are most impacted.

Then, we analyze the winners and losers within our niche to understand what Google is prioritizing. We look closely at factors like content quality, user experience, and technical SEO to identify patterns.

For action, we focus on high-impact pages based on their traffic and revenue potential. Our main efforts target improving content depth, enhancing user experience, and strengthening E-E-A-T signals. Instead of broad, sweeping changes, we implement precise, data-driven adjustments and closely monitor their impact.

Throughout, we stay grounded in our core philosophy: delivering genuine value to users.

What technological or market shifts do you think could radically impact SEO in iGaming in the next five years?

We’re already seeing major shifts that are transforming SEO in iGaming, and that pace is only accelerating. One of the biggest changes is Google’s integration of AI into search through SGE (Search Generative Experience). As Google answers more queries directly — especially informational ones — traditional results are seeing lower visibility and CTR. For affiliates, this makes it even more important to focus on transactional keywords and build strong, recognizable brands that users trust.

Another ongoing shift is regulation. Markets like Spain, Mexico, and Colombia are constantly evolving. Changes — like a rumoured potential ban on welcome bonuses in Spain — can happen fast. When they do, SEO strategies need to adapt quickly.

And looking a bit into the crystal ball, we also notice the possibility of search engines applying stricter filters to gambling content based on compliance trends. That could radically change how we approach SEO.

Lastly, the growing role of first-party data and UX signals is changing how we measure and optimize performance. At BetBrothers, we’re investing in collecting direct user feedback to better tailor our content. As Google rewards trust, engagement, and relevance, SEO in iGaming is becoming less about technical tweaks and more about product quality, user insight, and long-term credibility.

The post Rafael Gállego, BetBrothers: “SEO Is Still One of the Most Powerful and Scalable Channels” appeared first on European Gaming Industry News.

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BonusFinder UK Survey: Public Trust in Online Gambling & Bonus Offers in 2025

Published

2 days ago

May 28, 2025

Adrienn Sarkany

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Reading Time: 4 minutes

As conversations around gambling regulation and responsible gaming gain momentum in the UK, new research from BonusFinder reveals a complex public sentiment toward the online gambling landscape.

The nationwide survey, which was conducted in May 2025 and included 1,000 respondents, reveals that while the majority of Brits engage with online gambling platforms occasionally, concerns around transparency, trust and bonus terms remain prominent.

Usage patterns

Respondents were asked a series of questions on how they use online gambling platforms, the types of gambling they participate in the most, and if they claim the bonuses offered to them.

Overall, the usage of the platforms across the UK might not be as high as some expect, with 65% claiming they ‘rarely’ use gambling sites and 19% saying they only use the platforms ‘occasionally’.

UK attitudes towards online gambling & bonuses in 2025 have become more lenient in comparison to previous years. The study found that younger Brits, those in the 18-24 bracket, were the least likely to use gambling platforms at 5%, whilst being the most likely to only use the sites ‘rarely’.

Of those asked, within that age bracket, 76% claimed they use gambling sites less than once a month. Meanwhile, 34-55 year olds are most likely to use sites multiple times a week, with 9% claiming so.

Self-employed Brits are the most likely to be using gambling platforms multiple times a week at 12%, this was followed by those who are unemployed at 11%.

Unsurprisingly, sports betting is the most common form of online gambling in the UK with 42% of respondents claiming that this is the type of gambling they participate in most often.

It was also the most popular form of betting across most of the age ranges, except for the two oldest brackets (55-64, 64+) whose most popular choice was ‘other’, which can include the likes of lottery and horse racing.

Bonus awareness & understanding

Around three in five (59%) Brits have claimed a welcome bonus or promotional offer from online gambling sites. However, even more respondents (63%) say that they rarely use casino betting bonuses outside of these welcome bonuses.

Only 3% of the respondents said they use bonuses almost every time they gamble, whilst 26% use them ‘occasionally’. Those who do use bonuses said they most frequently find them directly on the gambling site, with 64% saying so.

This was followed by finding them through social media or website ads (26%) and bonus comparison sites (13%).

Understanding of online casino terms (such as ‘wagering requirements’, ‘cashable vs.

non-cashable’) is quite clear amongst Brits, with 17% saying their understanding is ‘very clear’ whilst 42% say their understanding is ‘somewhat clear’.

Only 16% claimed they don’t understand the terminology at all. Additionally, 56% of Brits claim that they’ve been surprised by the conditions attached to some bonuses.

Confidence in regulation & industry fairness

Not just in the UK, but globally, the casino and gambling industry is often viewed with controversy, prompting a regulatory focus. However, there is no shortage of systems in place in the UK to ensure that these platforms are properly regulated.

On the other hand, despite this, the results show that Brits (understandably) still have their doubts about the systems in place. Overall, only 9% are ‘very confident’ that gambling sites are properly regulated, whilst 43% said they weren’t confident at all.

Older Brits (45-55 year olds) had the most confidence in sites being properly regulated, with 55% saying they’re confident; however, 65% of the eldest bracket (65+) said they had no confidence at all.

Many Brits also have doubts that the UK Gambling Commission are doing enough to protect customers. Only 19% said they thought that they do enough, 28% weren’t sure and 53% say they don’t protect customers at all.

However, the most surprising statistic in this section of the survey is that over two-thirds of the respondents (67%) said they don’t know how to check if a gambling site is licensed in the UK.

Unfortunately, Brits also have doubts when it comes to bonus comparison and affiliate sites sharing fair and unbiased information. In the survey, 54% of Brits claimed they felt like they couldn’t trust them, whilst 31% say they weren’t sure if they could or not.

The primary concerns around gambling and casino sites amongst Brits were;

Addiction and gambling harm (32%)
Misleading bonus terms (21%)
Underage access (17%)
Data privacy (14%)
Unlicensed operators (13%)

UK perceptions & marketing

Almost half (45%) of Brits have a negative perception of online gambling sites, and 46% say that their view is ‘neutral’.

Despite earlier questions showing that the younger generation was the least likely to be using the sites on a regular basis, they were the most likely to have a positive view of the sites. Of the 25-34 year olds, 10% said they had a positive perception, this was also the same for the 35-44 age group.

Despite 42% of Brits saying that they feel that bonuses are advertised fairly only

‘sometimes’, 31% believe they aren’t all. Meanwhile 71% said they believe that bonus

promotions should be more strictly regulated.

When asked what would be their biggest confidence booster in regards to their use of online gambling and casino sites, the respondents said: