Quarterly report pursuant to sections 13 or 15(d)

Asset Acquisition

Asset Acquisition
9 Months Ended
Sep. 30, 2011
Asset Acquisition  
Asset Acquisition

Note 18: Asset Acquisition


On April 15, 2010 we executed an asset purchase agreement (“T&P Agreement”) with T&P Gaming, Inc., and its majority owners (“Sellers”) whereby we acquired the client installation base, intellectual property, territorial license and related inventory associated with the “Deuces Wild Hold’em Fold’em”™ game (“Deuces Wild”) and related “Random Wild” ™ game.


The purchase price of $216,000 was allocated as follows:






Client installation base













Territorial license










The Sellers agreed to finance $126,000 over eighteen months at an interest rate of 6% per annum.  Monthly principal and interest payments of $7,301 were required with the first payment paid upon closing.  The obligation was paid in full during the quarter ended September 30, 2011. Additionally, we agreed to transfer to the Sellers $90,000 worth of our common stock at such time the Sellers assigned the valid and fully enforceable patent to us.  Such assignment was completed and 450,000 shares of our common stock were issued during the year ended December 31, 2010.


The T&P Agreement also has a bonus performance provision, whereby we will pay to the Sellers $50 per month, per table over 10 games placed in the United States.  The bonus performance is not due until a game is in its fourth month of live play.  During the nine months ended September 30, 2011 and 2010,$750 and $0 in performance bonuses were charged to expense, respectively.