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8/10/2019 Amaya Oldford Investor Presentation FINAL

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Rational Group Acquisition Presentation

June 12, 2014


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Disclaimers and Notes

FORWARD LOOKING STATEMENTS

This presentation for Amaya Gaming Group ("Amaya") contains forward-looking statements about the proposed acquisition by Amaya of all of the equity securities of Oldford Group Limited . (Oldford Group)Forward-looking statements are typically identified by words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "strive", "will", "may" and "should" and similarexpressions. Forward-looking statements reflect current estimates, beliefs and assumptions, which are based on Amayas perception of historical trends, current conditions and expected future developments,as well as other factors management believes are appropriate in the circumstances. Amayas estimates, beliefs and assumptions are inherently subject to significant business, economic, competitive and otheruncertainties and contingencies regarding future events and as such, are subject to change. Amaya can give no assurance that such estimates, beliefs and assumptions will prove to be correct.

This presentation contains forward-looking statements concerning: the combined company's financial position, cash flow and growth prospects; certain strategic benefits, and operational synergies;management of the combined company; the timing of Amayas shareholders meeting and publication of related shareholder materia ls; the expected completion date of the proposed transaction; and Amayasand Oldford Groups anticipated future results. The pro forma information set forth in this presentation should not be considered to be what the actual financial position or other results of operations would havenecessarily been had Amaya and Oldford Group operated as a single combined company as, at, or for the periods stated.

Numerous risks and uncertainties could cause the combined company's actual results to differ materially from the estimates, beliefs and assumptions expressed or implied in the forward-looking statements,including, but not limited to: failure to realize anticipated results, including revenue growth from the combined company's major initiatives; heightened competition, whether from current competitors or newentrants to the marketplace, changes in economic conditions including the rate of inflation or deflation, changes in interest and currency exchange rates and derivative and commodity prices; failure to achievedesired results in labour negotiations; failure to attract and retain key employees or effectively manage succession planning; damage to the reputation of brands promoted by the combined company; new, orchanges to current, gaming laws in various jurisdictions; changes in the combined company's regulatory liabilities including changes in tax laws, regulations or future assessments; new, or changes to existing,accounting pronouncements; the risk of violations of law, breaches of the combined company's policies or unethical behaviour; the risk of material adverse effects arising as a result of litigation; and events or

series of events may cause business interruptions.

Readers are cautioned that the foregoing list of factors is not exhaustive. Other risks and uncertainties not presently known to Amaya or that Amaya presently believes are not material could also cause actualresults or events to differ materially from those expressed in its forward-looking statements. Additional information on these and other factors that could affect the operations or financial results of Amaya or thecombined company are included in reports filed by Amaya with applicable securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com).

There can be no assurance that the proposed transaction will occur or that the anticipated strategic benefits and operational synergies will be realized. The proposed transaction is subject to various regulatoryapprovals, including approvals by the TSX, and the fulfilment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met. The proposedcombination could be modified, restructured or terminated.

Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect Amayas expectations only as of the date of this presentation. Amaya disclaims any obligation to update orrevise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

NOT A SOLICIATION OF SECURITIES

This presentation does not constitute or form part of an offer to sell or the solicitation of an offer to purchase any securities in any jurisdiction. The securities described in this presentation have not been, and willnot be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws and may not be offered or sold within the United States or to, or for the account orbenefit of U.S. persons (as defined in Regulation S under the 1933 Act), absent registration or an applicable exemption from the registration requirements of such laws. CURRENCY

Unless otherwise noted, al l dollar values are presented in USD. Assumes current exchange ra tes of USD to CAD of 1.09, EUR to USD of 1.36, GBP to USD 1.68 and SEK to USD of 0.15.

NON-IFRS MEASURES

This presentation contains the non-IFRS measures EBITDA and Adjusted EBITDA. EBITDA, as used by the Corporation, means earnings before interest and financing costs (net of interest income), incometaxes, depreciation and amortization. Adjusted EBITDA means earnings before interest and financing costs (net of interest income), income taxes, depreciation and amortization, stock-based compensation,restructuring and other non-recurring costs, and non-controlling interests. Amaya believes these non-IFRS financial measures provide useful information to both management and investors in measuringfinancial performance. This measure does not have a standard meaning prescribed by IFRS and therefore may not be comparable to similarly titled measurers presented by other publicly traded companies,and should not be construed as an alternative to other financial measures determined in accordance with IFRS.

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PokerStars and Full Tilt Poker are collectively the worlds most profitable andpowerful online gaming brands

Enormous opportunity to expand product verticals and grow revenues and profitability byleveraging the extensive customer base, brand recognition and marketing firepower ofPokerStars and Full Tilt Poker

Acquisition anticipated to expedite the brands re-entries into the U.S. online poker market

Provides Amaya with premier online gaming platform at an attractive valuation

Significant geographical and product diversification

Anticipated to be highly accretive to earnings and to provide strong incremental free cashflow

B2C poker platforms complement Amayas B2B casino/lottery business with minimal

overlap

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Acquisition of Rational GroupCreates Worlds Largest Public Online Gaming Company


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Transaction Highlights

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Amaya is acquiring 100% ownership of privately held Oldford Group Limited(Oldford) on an all-cash basis for $4.9 billion

Oldford, through wholly owned subsidiary Rational Group Ltd. (Rational), owns and operates onlinepoker brands PokerStars and Full Tilt Poker, live poker tours and events, and online and TV pokerprogramming

Group shareholders led by Mark Scheinberg, founder and CEO, and other principals will step downfrom the company upon completion of the sale

Rationalsproven, experienced executive management team and staff will be retained

Poker business will be unaffected by the transaction, with players receiving uninterrupted access totheir gaming experience

Amaya will support Rationalsentry into new verticals and geographies

No changes to Amayas Board of Directors related to this Transaction are anticipated


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Transaction Summary

$4.9 billiontransaction value

$4.5 billion in cash at closing

$400 million of deferred cash payments, subject to adjustments

Payable on the earlier of July 31, 2017 or 30 months after acquisition closes

Valuation 11.1x 2013 EBITDA

Fully committedfinancing

$1.642 billion of equity

$1 billion convertible preferred shares $642 million of Amaya common equity (including subscription receipts for common shares and an

over-allotment option for these subscription receipts)

$2.9 billion of committed debt

$2.1 billion senior secured credit facilities

$800 million second lien term loan

Balance from cash and cash equivalents

Conditions toclosing

Amaya shareholder approval for acquisition financing on July 30, 2014 Gaming regulatory approvals

TSX approval

Timing Closing anticipated on or about the end of Q3 2014

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Overview of Rational Group

PokerStars .com network liquidity 10X larger than nextcompetitor()

PokerStars is the leader in almost every regulated market inwhich it operates()

Large international presence supported by an extensiveregulatory footprint including licenses in all major regulatedmarkets in Europe

Platforms have dealt over 800 million tournaments and 100billion hands combinedmore than any other site

drive the largest poker business in the world

5(1) Source: PokerScout, Data based on 7-day average poker liquidity as at June 1, 2014. Market share pie chart based on number of players on ".com" domain and excludes ring-fenced jurisdictions

PokerStars and Full Tilt Poker have a combined registered playerbase of approximately 86 million players

PokerStars and Full Tilt Poker brands are recognized for providinghigh-quality player experiences, excellent customer service, andinnovative software and game innovation

Largest producer of live poker events around the world andproducer of online and televised poker programming.

Hundreds of live tournaments held annually, multiple poker tours and live eventssponsored across the globe, and live poker rooms in casinos in Macau, London andMadrid

High global brand awareness and strong market reputationcontribute to formidable market position

Leading B2C poker brands with large player base

PokerStarsand Full

Tilt66%

888poker6%

iPoker

6%

Party Poker5%

Others18%

.Com Global (ex-US) LiquidityMarket Share()


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Overview of Rational Group (contd.)

Potential to attract new players and increase incremental revenuefrom existing player base by expanding into adjacent casino, sports

betting and social gaming markets

Premium platform that can scale to support player volumes of>600,000 simultaneous players

PokerStars holds a Guinness world record for the largesttournament with 225,000 simultaneous participants

with significant embedded growth opportunities supported by robust

and scalable platform

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Premier software and operating platform with minimal unplanneddowntime

Industry-leading practices in customer service, payment security,game integrity, player fund protection and responsible gaming

Largest marketing spend in the industry, supported by market

leading VIP programs to maintain customer loyalty

An intensive focus on the customer experience and development of

premium software


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Complementary Product Suites

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Amaya

Land based Electronic games and game systems, for licensed U.S.tribal and commercial casinos, and global casino markets

Lottery Electronic instant ticket vending machines with video

display, for U.S., Canadian and global lotteries/gamingagencies

iGaming Extensive library of online slots and table games, for

licensed online casino operators

TheRationalGroup Online Poker Real money online poker industry leaders

Real money onlinecasino

Recently launched online casino games

Real money onlinesportsbook

Expects to launch sportsbook offering in 2015

Social gaming Recently launched PokerStars Play on Facebook with

ability to purchase play-money chips

Future growth opportunities


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Growing Online Gaming Market

Note: Betting includes sports book and horse racingSource: H2GC as of June 5, 2014 9

Global online poker market (ex-US)

Global online betting and casino markets

5,429 6,325 7,6639,065 9,664 11,106

11,758 12,940 13,88315,306 16,617

18,752 20,02721,443 22,716

24,269

2,0302,626

3,3864,464 4,319

4,844 5,4615,977 6,346

7,0057,528

8,4439,145

9,799 10,939

11,966

7,4598,951

11,04913,529 13,983

15,95017,219

18,91720,229

22,31024,146

27,19529,172

31,24233,655

36,234

0

5,000

10,000

15,000

20,000

25,000

30,000

35,000

40,000

2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013P 2014E 2015E 2016E 2017E 2018E

($inmillions)

Betting Casino

173604

1,1891,723 2,047

2,516

3,1643,595 3,810 3,911 3,876

4,052 4,210 4,3554,475 4,577

0

1,000

2,000

3,000

4,000

5,000

6,000

2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013P 2014E 2015E 2016E 2017E 2018E

($inmillions)

Rest of World Poker


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PokerStars and Full Tilt Poker maintain high brand awareness and players want their return

In 2011, the two brands possessed estimated 80%+ market share in the U.S.

U.S. Regulated iGaming (contd.)

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New Jersey Primed for Rapid Entry

Amaya has transactional waivers tosupply online casinos in New Jersey

Existing Rational Group partnershipwith Resorts Casino Hotel would allowlaunch of online poker operations inNew Jersey within weeks if and whenregulatory approval obtained

Passed Previously considered or actively

considering licensing

Washington

Nevada

California

Colorado

Texas

Iowa

Illinois

Missi-

ssippi

Louisiana

New York

Pennsylvania

DC

Delaware

New Jersey

Connecticut

Massachusetts

Florida


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Real Money Online Casino

$7.5+ billion global market(1)

Many existing poker customers currentlyplay casino games on other sites

Single and multi-player table games

developed in-house; launched rouletteand blackjack in Q114 in select markets

Recently launched slots content andintegrating games from Amayasextensive library to bolster offering

Full featured casino client anticipated in2014

13(1) Source: H2GC as of June 5, 2014


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$1,278

$831

$652

$401 $395 $373

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

PF Amaya Bwin.party Betfair 888 Unibet Betsson

($inmillions)

A Combined Online Gaming Powerhouse

2013A Combined Net Revenue

2013A Combined Adjusted EBITDA

Note: Please refer to Disclaimers and Notes slide for description and cautionary note on Pro Forma figures and non-IFRS measure Adjusted EBITDA, as well as currency conversion ratesSource: Company filings 16

$474

$147$123 $107 $107

$76

$0

$100

$200

$300

$400

$500

PFAmaya Bwin.party Betfair Unibet Betsson 888

($inmillions)


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With Significant Room for Growth

Poker29%

Casino

andother58%

Bingo13%

Poker5%

Sportsbetting42%

Casinoand

other53%

Poker5%

Sports

betting28%

Casinoand

other67%

Sportsbetting80%

Casinoand

other20%

Note: Based on 2013 revenueSource: Company filings 17

Poker18%

Sportsbetting38%

Casinoand

other35%

Bingo9%

Poker100%


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Summary Financials

Combined Revenue Combined Adjusted EBITDA

Note: Please refer to Disclaimers and Notes slide on non-IFRS measures EBITDA and Adjusted EBITDA,Source: Company filings 18

Combined EBITDA

$17 $72$145

$865

$976

$1,133

$882

$1,048

$1,278

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

2011 2012 2013

($inmillions)

Amaya Oldford Group

($0) $18$54

$233

$342

$420$233

$359

$474

($10)

$90

$190

$290

$390

$490

$590

2011 2012 2013

($inmillions)

Amaya Oldford Group

($0)$7 $35

$199

$332

$440

$199

$339

$475

($10)

$90

$190

$290

$390

$490

$590

2011 2012 2013

($inmillions)

Amaya Oldford Group


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Financing Overview

19(1) Full purchase price is $4,900 million, with $400 million of deferred payments(2) Assumes $238 million of balance sheet cash at time of transaction closing, including $180 million of new debt raised against Cadillac Jack entitySource: Company filings, management accounts

($ in millions)Sources of funds Uses of funds

Revolver $30 Purchase equity(a) $4,500

1st lien term loan 2,000 Fees and expenses 210

2nd lien term loan 800

Mandatory convertible (PIK) 1,000

Equity issuance 642

Cash 238

Total sources $4,710 Total uses $4,710

AYA Rational Trans. Pro x LTM adjusted

31/12/2013 31/12/2013 Adj. Forma EBITDA multiple

Cash(b) $233 $25 ($238) $20 0.0x

Revolver $-- $-- $30 $30 0.1x

1st lien term loan -- -- 2,000 2,000 4.2x

Total 1st lien debt $-- $-- $2,030 $2,030 4.2x

2nd lien term loan $-- $-- $800 $800 1.7xExisting Amaya debt(b) 370 -- -- 370 0.8x

Total debt ex-convert $370 $-- $2,830 $3,200 6.6x

Mandatory convertible (PIK) $-- $-- $1,000 $1,000

Total debt + convert $370 $-- $3,830 $4,200

2013A Adjusted EBITDA $52 $430 $-- $482