Gamenet S p A : APPROVAL OF THE SHARE CAPITAL INCREASE FOR THE PURPOSES OF THE 2017-2020 STOCK OPTION PLAN. APPROVAL OF THE ANNOUNCEMENT REQUIRED BY ART. 103, PARA. 3, OF LEGISLATIVE DECREE NO. 58 OF 24 FEBRUARY 1998

PRESS RELEASE

APPROVAL OF THE SHARE CAPITAL INCREASE FOR THE PURPOSES OF

THE 2017-2020 STOCK OPTION PLAN

APPROVAL OF THE ANNOUNCEMENT REQUIRED BY ART. 103, PARA. 3, OF LEGISLATIVE DECREE NO. 58 OF 24 FEBRUARY 1998 RELATING TO THE MANDATORY TOTALITARIAN PUBLIC TENDER OFFER LAUNCHED BY GAMMA BIDCO S.P.A

Rome, 23 January 2020 - Gamenet Group S.p.A. (MTA; Bloomberg ticker: GAME: IM) a company listed on the STAR segment of the Mercato Telematico Azionario organised and managed by Borsa Italiana S.p.A. (LEI code 81560046335277E43118), announces that today the Board of Directors (i) exercised the mandate pursuant to article 2443 of the Civil Code, concerning the share capital increase aimed at completing the stock of ordinary shares to serve the 2017 - 2020 Stock Option Plan; and (ii) approved the announcement required by art. 103, par. 3, of legislative decree no. 58 of 24 February 1998 ("TUF") in relation to the mandatory totalitarian public tender offer launched by Gamma Bidco S.p.A. pursuant to arts. 102 and 106, paragraph 1, of the TUF.

Share capital increase

As announced on 13 December 2019, the completion of the acquisition by Gamma Bidco S.p.A. of 48,67% of the share capital of the Company and the following launch of a mandatory takeover offer represent a case of change of control which grants the beneficiaries of the 2017-2020 Stock Option Plan (the "Plan") the right - pursuant to article 12 of the relevant rules - to exercise all the option rights reserved to them.

In view of the above, the Board of Directors - in order to complete the stock of ordinary shares necessary to serve the Plan and further to the approval of the explanatory report (made available to the public, inter alia, on the Company's web-sitewww.gamenetgroup.it) - today partially exercised the mandate granted by the Shareholders Meeting on 23 August 2017, pursuant to article 2443 of the Italian Civil Code and, therefore, approved the Company's share capital increase to be carried out, against payment and also in a severable form, by issuing a maximum number of 368.100 ordinary shares, excluding the option right pursuant to article 2441, paragraph 8, of the Italian Civil Code, and reserved for subscription to the beneficiaries of the Plan at an issuing price of Euro 6.25 per share. The share capital increase shall be, entitrely or partially, subscribed and executed, on the basis of the subscription requests delivered by the Plan beneficiaries further to the exercise of their option rights, within 16 June 2020.

Copy of the minutes of the Board of Directors meeting, for the part relating to the above mentioned share capital increase, will be made available to the public as soon as the registration formalities have been completed with the Rome Companies Registry. For additional information on the share capital increase please refer to the mentioned explanatory report.

For further details on the Plan, please refer to the explanatory report made up pursuant to art. 84-bis of CONSOB's issuer regulation adopted with resolution no. 11971 of 14 may 1999 as amended, available on the Company's website www.gamenetgroup.it.

Issuer's announcement pursuant to art. 103, para. 3, of the TUF

Further to CONSOB's approval on 22 January 2020 of the offer document in relation to the mandatory totalitarian public tender offer launched by Gamma Bidco S.p.A. pursuant to arts. 102 and 106, paragraph 1, of the TUF (the "Offer Document"), today the Board of Directors approved the announcement required by art. 103, para. 3, of the TUF in which - having the Board agreed with the opinion delivered by the independent directors as well as on the methodology and results of the analysis carried out by the independent expert appointed by the same - a positive opion is given on Gamma Bidco's offer and, in particular, on the fairness, from a financial standpoint, of the price offered equal to euro 13.00 per share.

The above mentioned announcement will be made available to the public as an attachment to the Offer Document in the forms and within the terms required by applicable legislation.

***

Gamenet Group, a company listed on the STAR segment of the Italian Stock Exchange, is one of the leading operators in the Italian gaming industry in terms of revenues, which amounted to Euro 531.2 million in the nine-month period ended September 30, 2019, as a result of its wide and diversified offer of gaming products operated under a multi-license regime in five different business sectors: (i) amusement with prize machines (AWPs); (ii) video lottery terminals (VLTs); (iii) sports betting and gaming through the retail network (Retail Betting); (iv) online sports betting and gaming (Online Betting); and (v) management of gaming halls and owned AWPs (Retail & Street Operations). With effect from October 9, 2018, 100% of the activities of GoldBet are included within Group operations.

As of September 30, 2019, the Group's portfolio of granted concessions comprised 29,954 AWP licenses and 8,570 VLT licenses, along with 1,732 betting licenses and 68 proprietary gaming halls distributed across Italy.

	***
For further information:
Josef Mastragostino - Investor Relations	+39 06.89865700
	[e-mail]
Gennaro Schettino - Press Office	+39 06.89865834
	[e-mail]
Image Building - Media Relations	+39 02.89011300
	[e-mail]

2