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BETMAKERS TECHNOLOGY GROUP LTD Board/Management Information 2022

Feb 8, 2022

64512_rns_2022-02-08_b14b6431-3b14-4753-bfe1-7b7014195f62.pdf

Board/Management Information

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9 February 2022

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BETMAKERS ANNOUNCES NEW APPOINTMENT TO COMPANY BOARD

Highlights

  • Prominent lawyer, Rebekah Giles, appointed as Independent Non-Executive Director of BetMakers Technology Group Ltd.

  • Rebekah’s current and past roles include Chair of the Board of Governors for the Centennial Parklands Foundation (Sydney), Western Sydney Football Club (AFL GWS Giants), FrontRunners, SOBA (Sydney Olympic Park Business Association), Greyhound Racing NSW and the Association for Women in Insurance.

The Board of BetMakers Technology Group Ltd ( ASX:BET ) (“ BetMakers ” or the “ Company ”) is pleased to announce the appointment of Rebekah Giles, one of Australia’s leading lawyers, to the Company’s Board as an Independent Non-Executive Director.

Rebekah has more than 20 years’ experience in as a legal practitioner working in private practice and specialising in contentious matters, specifically complex commercial and sensitive legal disputes, regulatory investigations, reputational risk, prosecutions and inquiries.

She is the principal director of boutique legal firm Company (Giles) and has a diverse portfolio of nonexecutive directorships in government, sport and private enterprise. Some of her current and past appointments include Chair of the Board of Governors for the Centennial Parklands Foundation (Sydney), Western Sydney Football Club (AFL GWS Giants), FrontRunners, SOBA (Sydney Olympic Park Business Association), Greyhound Racing NSW and the Association for Women in Insurance.

Rebekah also has a long-standing interest in racing, with close connections to 2021 Melbourne Cup winner Verry Elleegant, 2021 Caulfield Cup winner Incentivise and 2019 The Everest winner Yes Yes Yes.

BetMakers Chairman, Mr Nick Chan, said:

“We are delighted to welcome Rebekah to the Company’s Board. Rebekah’s experience in complex regulatory matters and her distinguished career in Australian and international legal circles makes her appointment an excellent addition to BetMakers at an important time in the Company’s global growth strategy. Rebekah brings a vast set of complementary skills to the Board as well as having valuable experience in the racing and wagering landscape.”

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Newly-appointed Independent Non-Executive Director, Rebekah Giles, said:

“I am thrilled to be joining the Board of BetMakers. The Company has achieved significant growth in recent years to become a leading player in the B2B wagering technology sector across the world and I have been impressed by the management’s vision and strategy. The Company is ambitious and clearly well positioned to execute on the next phases of growth.”

Rebekah’s remuneration for her services has been benchmarked as an Australian-based Non-Executive Director and will be an annual fee of AUD$100,000 (including superannuation).

In respect of the first three years of Rebekah’s appointment, her annual director’s fee will be paid as follows:

  • AUD$75,000 (including superannuation) per annum in cash; and

  • the Company has issued to Rebekah 112,612 rights under the Company’s long term incentive plan (“ LTIP ”) convertible into ordinary shares on a 1:1 basis for nil ($0) upon satisfaction of nominated service-based milestones (“ Service Rights ”).

For each subsequent year during which Rebekah remains a non-executive director, and subject to any shareholder approvals required, Rebekah will have the opportunity to participate in a non-executive director fee sacrifice equity plan, as established by the Company from time to time.

The material terms of the Service Rights are set out in the annexure to this announcement.

An Appendix 3X relating to Ms Giles is attached. An Appendix 3G in respect of the Service Rights will be lodged separately today.

For further information please contact

Charly Duffy Jane Morgan
Company Secretary Investor and Media Relations
[email protected] [email protected]
+ 61 (0) 409 083 780 + 61 (0) 405 555 618

Todd Buckingham, Managing Director of BetMakers, authorised the release of this announcement to ASX.

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Annexure

The Company has issued to Rebekah Giles 112,612 Service Rights under the LTIP, which reflects a total of AUD$75,000, being AUD$25,000 of Rebekah’s fee for each of the first three years of her

appointment, divided by the volume weighted average price of the Company’s shares over the ten days on which trades in the Company’s shares occurred ending prior to the date of this announcement.

The key terms of the Service Rights are as follows:

  • the Service Rights will expire on 8 February 2037;

  • the Service Rights will vest in 36 equal monthly tranches (each tranche is a “ Monthly Tranche ”) over the 36 month period commencing on the date of Rebekah’s appointment as a non-executive director, provided that as at each date on which a Monthly Tranche is due to vest, she remains a director of the Company and no notice of termination (including a notice of meeting to shareholders including a resolution seeking your removal as a director) has been given;

  • once vested, each Service Right will be convertible into one ordinary share in the Company for nil ($0) consideration; and

  • as the Service Rights were issued under the LTIP, the terms of the LTIP apply.

Appendix 3X Initial Director’s Interest Notice

Rule 3.19A.1

Appendix 3X

Initial Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001.

Name of entity BetMakers Technology Group Limited ABN 21 164 521 395

We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director Rebekah Ruth Giles
Date of appointment 8 February 2022

Part 1 - Director’s relevant interests in securities of which the director is the registered holder

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Number & class of securities

130,522 fully paid ordinary shares

112,612 service rights

  • See chapter 19 for defined terms.

11/3/2002

Appendix 3X Page 1

Appendix 3X Initial Director’s Interest Notice

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Name of holder & nature of Number & class of Securities interest Note: Provide details of the circumstances giving rise to the relevant interest. Nil

Part 3 – Director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract N/A
Nature of interest N/A
Name of registered holder
(if issued securities)
N/A
No. and class of securities to
which interest relates
N/A
  • See chapter 19 for defined terms.

Appendix 3X Page 2

11/3/2002