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Press Release

23rd December 2010

Proposed Merger with bwin; Change of name to bwin.party digital entertainment plc; Publication of Shareholder Documents

PartyGaming Plc
(the ‘Company’, ‘PartyGaming’ or the ‘Group’)

Proposed Merger with bwin
Change of name to bwin.party digital entertainment plc
Publication of Shareholder Documents

On 29 July 2010, PartyGaming Plc and bwin Interactive Entertainment AG (‘bwin’) announced they had agreed the basis of a Proposed Merger of both companies. The Proposed Merger will create the world’s largest listed online gaming business, with pro forma unaudited net revenues in 2009 from continuing operations, of €696.2 million, pro forma unaudited Clean EBITDA from continuing operations of €193.7 million, and pro forma unaudited profit after tax from continuing operations of €99.4 million (excluding transaction costs) for the year ended 31 December 2009 and pro forma unaudited net assets as at 31 December 2009 of €1,276.7 million (after consolidation adjustments).

PartyGaming is pleased to announce that a key milestone in the process has been reached with the publication today of the Prospectus (the ‘Prospectus’) and a circular to its shareholders (the ‘Circular’) containing further details of the Proposed Merger and also a series of proposed resolutions (the ‘Resolutions’) to be considered at an extraordinary general meeting of all shareholders to be held on 28 January 2011 (the ‘EGM’). One of the proposals to be considered is to change the Company’s name on completion of the Merger to bwin.party digital entertainment plc (‘bwin.party’).

Copies of the Prospectus and the Circular will today be submitted to the National Storage Mechanism and will shortly be available for inspection at www.Hemscott.com/nsm.do.

The Circular will be posted to PartyGaming’s shareholders tomorrow and copies of the Prospectus and Circular will be available to download from the Group's website tomorrow at
http://www.partygaming.com/prty/en/investors/shareholderservices/documentation.

Completion of the Merger is conditional upon, amongst other things, approval of the Resolutions by PartyGaming’s shareholders at the EGM. At the end of the Circular, PartyGaming’s shareholders will find a notice convening the EGM to be held on 28 January 2011 at 2.00 p.m. (CET) at The Eliott Hotel, 2 Governor’s Parade, Gibraltar.

A summary of the expected timetable to Completion is set out below:

bwin EGM
10.00 a.m. (CET) on 28 January 2011
PartyGaming EGM
2.00 p.m. (CET) on 28 January 2011
The following dates are indicative only and subject to change. Please see note (1) below.
PartyGaming Court Hearing to sanction the Merger
15 March 2011
Last day of dealings in Existing bwin Shares
25 March 2011
Last day of dealings in Existing PartyGaming Shares and Effective Date
31 March 2011
De-listing of Existing bwin Shares from the Vienna Stock Exchange
close of trading on 31 March 2011
De-listing of Existing PartyGaming Shares from the London Stock Exchange
8.00 a.m. (London time) on 1 April 2011
Expected Admission and commencement of dealings in bwin.party Shares, Completion
8.00 a.m. (London time) on 1 April 2011
CREST accounts expected to be credited with Depositary Interests in respect of the bwin.party Shares
on or around 1 April 2011

Notes:
(1) These dates are indicative and assume that the requisite regulatory clearances have been obtained and other conditions to Completion fulfilled before the date estimated for Completion. The expected dates following the PartyGaming Court Hearing will depend, among other things, on the date upon which the Court sanctions the Merger and the timing of the satisfaction of all the conditions to Completion. If any of the above times and/or dates change, the revised times and/or dates will be notified by announcement through a Regulatory Information Service.

Copies of the Prospectus, the Circular and other documents noted in the Prospectus and Circular as being available for inspection may be inspected during normal business hours on each Business Day from today up to and including the Expected Admission and commencement of dealings in bwin.party Shares at the registered office of the Company, being 711, Europort, Gibraltar, at the offices of Freshfields Bruckhaus Deringer LLP, 65 Fleet Street, London EC4Y 1HS, United Kingdom, and will also be available for inspection at the Extraordinary General Meeting for at least 15 minutes prior to and during the meeting.

Capitalised terms used but not defined in this announcement have the same meanings as set out in the announcement released by the Company at 11.03 a.m. BST on 29 July 2010.

Enquiries:

PartyGaming Plc
Peter Reynolds, Director of Corporate Affairs
John Shepherd, Director of Corporate Communications

Tel: +44 (0) 20 7337 0100

Deutsche Bank (Financial Adviser and Corporate Broker to PartyGaming)
Alastair Mathieson, James Cass
Charles Wilkinson, Mumtaz Naseem (Corporate Broking)

Tel: +44 (0) 20 7545 8000

IMPORTANT NOTICES

This announcement does not constitute a prospectus or prospectus equivalent document. Holders of shares in PartyGaming and bwin are advised to read carefully the formal documentation in relation to the Proposed Merger.

Deutsche Bank AG is authorised under German Banking Law (competent authority: BaFin – Federal Financial Supervisory Authority) and authorised and subject to limited regulation by the Financial Services Authority. Details about the extent of Deutsche Bank AG’s authorisation and regulation by the Financial Services Authority are available on request. Deutsche Bank is acting as financial adviser and corporate broker to PartyGaming, and no-one else, in connection with the Proposed Merger and will not be responsible to anyone other than PartyGaming for providing the protections afforded to the clients of Deutsche Bank nor for providing advice in relation to the Proposed Merger or any matter referred to herein.

Deutsche Bank makes no representations, express or implied, with respect to the accuracy or completeness of any information contained in this document and accept no responsibility or liability for, nor do they authorise, the contents of this document (or its issue), or for any other statement made or purported to be made by them (or any of them), or on their behalf, in connection with PartyGaming, bwin, the PartyGaming Shares, the New PartyGaming Shares or the Proposed Merger.

Overseas jurisdictions
This announcement does not constitute an offer to purchase, sell or exchange or the solicitation of an offer to purchase, sell or exchange any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Proposed Merger or otherwise, nor shall there be any purchase, sale or exchange of securities or such solicitation in any jurisdiction in which such offer, solicitation, sale or exchange would be unlawful prior to registration or qualification under the laws of such jurisdiction.

The distribution of this announcement in jurisdictions other than the UK, Austria or Gibraltar may be affected by the laws of relevant jurisdictions. Therefore any persons who are subject to the laws of any jurisdiction other than the UK, Austria or Gibraltar will need to inform themselves about, and observe, any applicable requirements. Except as required by applicable law, copies of this announcement are not being, and may not be, mailed or otherwise forwarded, distributed or sent in, into or from any Restricted Jurisdiction. Persons receiving this announcement (including, without limitation, custodians, nominees or trustees) should observe these restrictions and should not send or distribute documents in or into any Restricted Jurisdiction.

In particular, the New PartyGaming Shares to be issued in connection with the Proposed Merger have not been, and will not be, registered under or offered in compliance with applicable securities laws of any state, province, territory or jurisdiction of Canada, Australia or Japan and no regulatory clearances in respect of the New PartyGaming Shares have been, or will be, applied for in any jurisdictions other than the UK and Austria. Accordingly, unless an exemption under the relevant securities laws is applicable, the New PartyGaming Shares are not being, and may not be, offered, sold, resold, delivered or distributed, directly or indirectly, in or into, Canada, Australia or Japan or to, or for the account or benefit of, any person resident in Canada, Australia or Japan.

Notice to US investors
The Proposed Merger between PartyGaming and bwin relates to the shares of a foreign company and is subject to the disclosure requirements of a foreign country that are different from those of the United States. Any financial information included in this document has been prepared in accordance with foreign accounting standards and thus may not be comparable to the financial information of US companies or companies whose financial statements are prepared in accordance with generally accepted accounting principles in the United States.

It may be difficult for investors to enforce their rights and any claim they may have arising under the federal securities laws. PartyGaming is a Gibraltar company, and some or all of its officers and directors are residents of countries other than the United States. Investors may not be able to sue a non-US company or its officers or directors in a non-US court for violations of the US securities laws. It may be difficult to compel a non-US company and its affiliates to subject themselves to a US court’s judgment.

Securities may not be offered or sold in the United States absent registration under the US Securities Act of 1933, as amended (the “Securities Act”), or pursuant to an exemption from such registration. The New PartyGaming Shares to be issued in connection with the Proposed Merger are not, and will not be, registered under the Securities Act or under the securities laws of any jurisdiction of the United States and will be issued to bwin Shareholders in the United States in reliance on the exemption from registration provided by Rule 802 under the Securities Act and in reliance on available exemptions from any state law registration requirements. The securities of PartyGaming and bwin have not been, and will not be, registered under the Securities Act or under the securities laws of any jurisdiction of the United States.

Forward-looking statements
Certain statements contained in this announcement constitute “forward-looking statements”. In some cases, these forward-looking statements can be identified by the use of forward-looking terminology, including the terms “believes”, “estimates”, “plans”, “prepares”, “anticipates”, “expects”, “intends”, “may”, “will” or “should” or, in each case, their negative or other variations or comparable terminology. Investors should specifically consider the factors identified in, or incorporated by reference into, this document which could cause actual results to differ before making an investment decision. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of PartyGaming, bwin and/or of the Enlarged Group, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding PartyGaming’s, bwin’s and/or the Enlarged Group’s present and future business strategies and the environment in which PartyGaming, bwin and/or the Enlarged Group will operate in the future. Such risks, uncertainties and other factors will be set out more fully in the formal documentation in relation to the Proposed Merger. These forward-looking statements speak only as at the date of this announcement. Except as required by the FSA, the London Stock Exchange, the Listing Rules or any other applicable law, PartyGaming and bwin expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward looking statements contained in this document to reflect any change in their expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

Press Release

bwin and PartyGaming present details on the merger (bwin release)

23rd December 2010

Announcement by bwin Interactive Entertainment AG (“bwin”)

Below is the text of an announcement issued today by bwin.

bwin and PartyGaming present details on the merger

bwin.party digital entertainment will be the world’s largest publicly listed online gaming provider.

Vienna, 23 December 2010 - The merger plan presented by bwin Interactive Entertainment AG and PartyGaming Plc will create the world's largest publicly listed online gaming group – a group that will be ideally positioned to take advantage of the rapid consolidation of the online gaming industry and to open up new markets around the world. The annual synergies resulting from this merger are expected to total approximately 55 million Euros: it is anticipated that about three quarters of this amount will be achieved in the financial year 2012, with full synergies from 2013.

Brands to be retained
“The online gaming industry is going through a phase of consolidation, making market players’ size and geographic diversification more crucial than ever,” explains Norbert Teufelberger, Co-CEO of bwin. The new company will operate worldwide with its existing brands under the name of bwin.party digital entertainment plc, in which current bwin shareholders are expected to hold 51.7 per cent of the shares and current PartyGaming shareholders 48.3 per cent. “Our products and target markets complement one another perfectly, and we can continue to expand our technology lead in all key product segments: sports betting, poker, casino, bingo and games,” according to Teufelberger.

Strong capital structure and customer liquidity
Like PartyGaming in the past, bwin.party will have its headquarters in Gibraltar and be listed on the London Stock Exchange. Besides a clear focus on B2C products, the company will also steadily expand its B2B and B2G business. “Our many years of online know-how, healthy balance sheet, and one of the largest pools of poker liquidity in any regulated market will make us an attractive business partner,” clarifies Teufelberger, who will head up the company as Co-CEO together with Jim Ryan, PartyGaming’s current CEO. The business operations of bwin in Austria will be retained, where a newly founded subsidiary, bwin Services AG will support selected areas of the group in Vienna.

From merger plan to completion
The merger plan published today contains full details of the planned merger, and can be downloaded together with other documents from bwin’s corporate website at www.bwin.org. The Executive Board of bwin will be convening an Extraordinary General Meeting on 28 January 2011 at which it will recommend shareholders to vote for the merger. Provided the general meetings of both bwin and PartyGaming approve this merger, all shareholders holding bwin shares when the merger becomes legally effective – expected to be towards the end of the first quarter of 2011 – will receive 12.23 PartyGaming shares denominated in GBP for each bwin share. This share swap will be carried out automatically and free of charge.

Any shareholders not wishing to become shareholders in bwin.party can sell their shares beforehand on the Vienna Stock Exchange or exercise their entitlement to a cash settlement. The amount of the cash settlement has been set at 23.52 Euros. The exchange ratio and the cash compensation amount have been confirmed as adequate by independent experts.

About bwin
The bwin Group has over 20 million registered customers in more than 25 core markets. On a number of different platforms, the Group offers sports betting, poker, casino games, soft and skill games, as well as audio and video streams of top sporting events such as the German Soccer League. The holding company bwin Interactive Entertainment AG is listed in the ATX on the Vienna Stock Exchange (ID code BWIN, Reuters ID code BWIN.VI), and as the parent company provides various services such as software development, marketing, communications, human resources and finance for its subsidiaries and associated companies. The operational business of the bwin Group is carried out by subsidiaries and associated companies on the basis of licences (e.g. Germany, Italy and Gibraltar). Full details about the Company can be found on its investor relations website at www.bwin.org.

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bwin.party digital entertainment

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Press Release

bwin and PartyGaming shareholders approve merger (bwin release) - 28th January 2011

Announcement by bwin Interactive Entertainment AG (“bwin”)

Below is the text of an announcement issued today by bwin.

bwin and PartyGaming shareholders approve merger

The legal measures specified by the merger plan can now be implemented during the next few weeks.

Vienna/Gibraltar, 28 January 2011 – bwin Interactive Entertainment AG (bwin) and PartyGaming Plc (PartyGaming) shareholders have today approved the merger of their two companies. These approvals in both extraordinary general meetings (EGM) were a condition for carrying out the proposed merger.

Commenting on the results of today’s EGMs, Jim Ryan and Norbert Teufelberger, the proposed co-CEOs of bwin.party digital entertainment plc, said: “Today’s shareholder meetings were a key milestone in the overall process, putting the transformational merger of our two companies well on the way to completion. We are delighted that both sets of shareholders have overwhelmingly recognised the strategic, operational and financial benefits of creating the world’s largest listed online gaming company.”

bwin EGM details
A total of 335 shareholders attended bwin's EGM, representing a total of 18.1 million shares. The results of voting at the general meeting in Vienna have been published at www.bwin.org. The legal measures specified by the merger plan can now be implemented during the next few weeks. bwin shareholders will receive 12.23 bwin.party shares denominated in GBP for each bwin share. This share exchange will be carried out automatically and free of charge for bwin shareholders.

PartyGaming EGM details
At PartyGaming’s EGM held in Gibraltar today, all 9 resolutions relating to the approval of the merger with bwin and associated matters, including the change of name from PartyGaming Plc to bwin.party digital entertainment plc, were approved by PartyGaming shareholders.

News

Press Release

23rd December 2010

Proposed Merger with bwin; Change of name to bwin.party digital entertainment plc; Publication of Shareholder Documents

PartyGaming Plc
(the ‘Company’, ‘PartyGaming’ or the ‘Group’)

Proposed Merger with bwin
Change of name to bwin.party digital entertainment plc
Publication of Shareholder Documents

A summary of the expected timetable to Completion is set out below:

Capitalised terms used but not defined in this announcement have the same meanings as set out in the announcement released by the Company at 11.03 a.m. BST on 29 July 2010.

Enquiries:

PartyGaming Plc
Peter Reynolds, Director of Corporate Affairs
John Shepherd, Director of Corporate Communications

Tel: +44 (0) 20 7337 0100

Deutsche Bank (Financial Adviser and Corporate Broker to PartyGaming)
Alastair Mathieson, James Cass
Charles Wilkinson, Mumtaz Naseem (Corporate Broking)

Tel: +44 (0) 20 7545 8000

IMPORTANT NOTICES

Press Release

bwin and PartyGaming present details on the merger (bwin release)

23rd December 2010

Announcement by bwin Interactive Entertainment AG (“bwin”)

Below is the text of an announcement issued today by bwin.

bwin and PartyGaming present details on the merger

bwin.party digital entertainment will be the world’s largest publicly listed online gaming provider.

PartyGaming and bwin insist merger is going ahead - 4th November 2010

LONDON - PartyGaming and bwin put out an annoucement this morning insisting that their merger will be going ahead as planned, saying that “the process is on track and the merger is expected to complete in the first quarter of 2011?.

The companies said they had “become aware of some speculation in the market” that the deal would not go through but that the two management teams were working on completing the deal as quickly as possible.

The two companies announced they would merge their business on 29 July 2010 and that they expected to achieve annualised synergies of 55 million euros through the merger. The initial reaction to the merger was positive with both companies’ share prices seeing a considerable bounce but since then the share price has ticked back down to previous levels, with both companues losing 20 per cent of their value in the past nine days. PartyGaming’s shares hit 309 pence immediately after the announcement but following this morning’s news that the merger was still on track they were down 5.2 per cent on the day at 226.5 pence, valuing the company at £926 million. Bwin’s shares were trading at 30.80 euros in lunchtime trading.

A merger of PartyGaming and bwin will create Europe’s largest online betting company with a significant presence in the online sports betting, casino, poker and bingo markets. However it remains to be seen how the companies, which are culturally very different, will join together to exploit the strengths of each operation and lose the weakest parts.

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Online betting firm bwin announces merger with PartyGaming - 30th July 2010

Austrian online betting company bwin announced Thursday it had signed a merger agreement with British rival PartyGaming.

The move, giving bwin a 51.6-percent stake in the new group compared to 48.4 percent for PartyGaming, will become effective in the first quarter of 2011, the Austria Press Agency reported.

"This business combination makes great strategic, operational and financial sense," bwin chief executive Norbert Teufelberger said in a statement.

"We will be in pole position to capitalise on the wealth of opportunities that will flow from the continued evolution and expansion of the global online gaming industry," he added.

PartyGaming chief executive Jim Ryan echoed that sentiment, saying: "The enlarged group will have a winning formula to exploit the growing online gaming market, supported by a strong balance sheet, significant cashflow generation and a highly experienced management team."

The two men will become co-chief executives of the new company, which will have its seat in Gibraltar and be listed on the London Stock Exchange.

Meanwhile, bwin will be delisted from the Vienna Stock Exchange.

The new group will be the largest listed online gaming company.

In late trade Thursday, bwin shares were up 20.35 percent to 42.88 euros in Vienna and PartyGaming gained 19.49 percent to 307.1 pounds in London. (Credit: Fairfax Media)

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4th June 2008

Strong season for bwin cooperation partners

It has been a strong season for bwin’s cooperation partners in the international football leagues. Top of the pack was definitely Real Madrid. The team with the bwin logo on the shirt sealed their 31st league title in the Primera División, eight points ahead of second-placed team Villarreal. In 38 games, the spanish team managed to score a whopping 84 goals. FC Barcelona, who have been partners with bwin for years, came third in the title race to ensure their place in the Champions League qualifiers.

AC Milan just missed out on the same glory. Kaká & co. “only” managed to take fifth spot in Serie A, despite a massive five victories from their last seven games. Their performance was enough, though, to secure their place in the 2008/09 UEFA Cup.

Also heading for the UEFA Cup are Slovan Liberec. The bwin partners suffered a 4:3 defeat to Sparta Prague on penalties in the Czech cup final, but as the Prague team have already qualified for the Champions League thanks to their second place league finish, Liberec automatically get a ticket to the UEFA Cup. Slovan took sixth place in the Czech league.

The action in the Portuguese bwinLIGA seemed like a done deal from the outset. Just as in the previous year, FC Porto rocked the Portuguese pitches and took the league title, a massive 14 points ahead of Sporting Lisbon. (Credit: Bwin).

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