Sale of Ongame to Shuffle Master

6 March 2012

bwin.party digital entertainment plc

('bwin.party' or the 'Company')

Sale of Ongame to Shuffle Master

Highlights:

·; Sale of Ongame, a leading B2B online poker network, to Shuffle Master for up to €29.5 million on a cash-free and debt-free basis

·; Initial consideration of €19.5 million payable in cash on completion, subject to a post-completion working capital adjustment

·; Further consideration of up to €10.0 million payable in cash in the event that regulated online poker commences in the United States on either a federal or intra-state basis within five years from completion

·; Completion is subject to the normal conditions for a transaction of this type, including regulatory approvals and is expected to complete in the summer of 2012

bwin.party today announces that it has agreed to sell Ongame, its business-to-business ('B2B') online poker network, to Shuffle Master, Inc ('Shuffle Master') for a total cash consideration of up to €29.5 million. The agreement is consistent with the Group's stated strategy and follows its announced intention to sell Ongame on 30 June 2011.

Contingent consideration will become payable by Shuffle Master in the event that online poker becomes regulated in the United States within five years of completion. The amount payable in these circumstances will depend upon the timing of the commencement of legalised online gaming in the US. The transaction is subject to the normal terms and conditions for a transaction of this type as well as certain regulatory approvals and is expected to complete during the summer of 2012 with a back-stop date of December 2012. The management of Ongame will transfer with the business and the net sale proceeds will be used for general corporate purposes.

Information on Ongame

Ongame Network Ltd ('Ongame') is one of the world's largest B2B poker providers. The global network includes more than 25 of the e-gaming industry's strongest brands and operators. Ongame also operates regional networks in France and Italy. The company offers both operators and their players a wide variety of cash games and tournaments to choose from. Further information about Ongame can be found at www.ongame.com.

For the six months to 31 December 2011, the unaudited adjusted EBITDA(1) of Ongame was €0.04 million and as at 30 June 2011 Ongame had unaudited gross assets of €26.6 million.

Commenting on today's announcement, Jim Ryan and Norbert Teufelberger, the Co-CEOs of bwin.party, said:

"The sale of Ongame represents a further significant step in our process of integrating bwin and PartyGaming and moving to a single technology platform. We believe Shuffle Master will be an excellent home for Ongame to maximise its future potential."

Gavin Isaacs, Chief Executive Officer of Shuffle Master, said:

"Ongame is one of the world's leading online poker networks with a state-of-the-art technology platform. It is an excellent strategic fit with Shuffle Master and our interactive gaming business. Following completion, we will focus on building the existing business in Europe as well as looking for growth opportunities in the rest of the world."

bwin.party was advised by McQueen Limited.

Contacts:

bwin.party digital entertainment plc 

Investors

Peter Reynolds +44 (0) 20 7337 0100

Media

John Shepherd +44 (0) 20 7337 0100

Notes for Editors

About bwin.party

bwin.party digital entertainment plc (LSE: BPTY) is the world's largest listed online gaming company. The Company was formed from the merger of bwin Interactive Entertainment AG and PartyGaming Plc on 31 March 2011. Incorporated, licensed and regulated in Gibraltar, the Group also has online poker licences in France and Italy. With offices in Europe, India, Israel and the US the Group generated total pro forma revenue of €814.0m (H1 2011: €398.0m) and pro forma Clean EBITDA of €193.2m in 2010 (H1 2011: €81.9m). bwin.party operates one of the world's largest online poker networks, www.PartyPoker.com and also owns the World Poker Tour. The Group's scale, proprietary poker software, online gaming platform and strong portfolio of games collectively differentiates its customer offer from those of its competitors. bwin.party is a constituent member of the FTSE4Good Index Series, which identifies companies that meet globally recognised corporate responsibility standards. For more information about bwin.party, visit www.bwinparty.com. 

About Shuffle Master

Shuffle Master, Inc. is a leading global gaming supplier committed to making gaming more fun for players and more profitable for operators through product innovation, and superior quality and service. The Company operates in legalized gaming markets across the globe and provides state-of-the-art, value-add products in five distinct categories: Utility products, which include automatic card shufflers and roulette chip sorters; Proprietary Table Games, which includes live games, side bets and progressives; Electronic Table Systems, which include various e-Table game platforms; Electronic Gaming Machines, which include video slot machines; and newly introduced iGaming, which features online versions of Shuffle Master's table games, social gaming, and mobile applications. The Company is included in the S&P Smallcap 600 Index. Information about the Company and its products can be found on the Internet at www.Shuffle Master.com, or on Facebook, Twitter and YouTube.