The move is designed to reflect 16 additional contracts that Passport has signed since Australis announced the acquisition in June.
As a result of the new contracts with Gateway Casinos in British Columbia and Alberta, Passport revised its revenue forecast to $12 million in 2021 and operating income of $4 million.
READ: Australis Capital to acquire casino payment platform Passport Technology, leveraging fintech assets globally
The new terms stipulate that Passport will receive $2 million in Australis and Body and Mind Inc shares if it achieves over $8.5 million in revenue in 2021 and an additional $2 million in shares of both companies if revenue surpasses $9.5 million the same year, as well as 25% of revenue if Passport’s EBITDA, or earnings before interest, taxes, depreciation, and amortization is over $3 million.
Based on the purchase price plus revised earnouts, Australis will pay around 9.1 times 2021 operating income if Passport achieves its expectations, the company said in a statement.
"We are pleased with the progress that Passport continues to make in its markets and are happy that Passport is willing to back up its confidence with these amended terms," said Australis Capital CEO Cleve Tzung.
"With the increase in the threshold of Passport's earn-out structure, AUSA shareholders now will retain even more upside value that will be generated from this combined transaction."
Passport partners with casino operators to increase gaming revenue by delivering funds to the casino floor through cash and cashless payment portals.
All other terms of the proposed acquisition remain unchanged.
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