Variation of Executive Direct

RNS Number : 6614L

Gaming VC Holdings S.A.

10 May 2010

Press Release

10 May 2010

Gaming VC Holdings S.A.

("Gaming VC" or "the Company" and, together with its subsidiaries, the "GVC Group")

Variation of Executive Directors' share options

In connection with the GVC Group's proposed Redomiciliation from Luxembourg to the Isle of Man and as outlined in the Circular to Shareholders and Admission Document (both dated 19 April 2010), Kenneth Alexander (CEO) and Richard Cooper (Finance Director) who are holders of options to acquire 233,333 and 291,667 Gaming VC Shares respectively (the "Options") granted under the terms of the Gaming VC Employee Share Option Plan (the "Option Plan"), have today consented to a variation to their Options (the "Option Variation") so that, conditional on the Transfer taking effect, the Options will not lapse on the appointment of the Liquidator and the Gaming VC Shares subject to the Options will be replaced by shares in GVC Holdings PLC.

The total amount payable for full exercise of each Option will be the same after as before the Option Variation and the number of GVC Holdings Shares subject to each Option immediately after the Option Variation takes effect will be the same as the number of Gaming VC Shares subject to the Option immediately before the Option Variation takes effect.

Each of Kenneth Alexander and Richard Cooper has also agreed:

(a) to an alteration to the terms on which his Options vest so that, following the Option Variation taking effect, vesting of his Options will take place on a quarterly basis rather than the monthly basis on which his Options currently vest (the annual rate at which his Options vest will remain unchanged); and

(b) to retain the GVC Holdings Shares which he acquires on exercise of his Options until the date of his cessation of employment with the Group (save that each Executive Director will be permitted to sell sufficient of the GVC Holdings Shares acquired on exercise to enable him to fund the exercise price of such Options and any income tax and social security contributions liabilities which arise on exercise).

Save where the context implies otherwise, capitalised words in this announcement shall bear the same meaning as in the Circular to Shareholders and Admission Document in connection with GVC Holdings PLC published on 19 April 2010.

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