EBET’s $65m fraud lawsuit against Aspire collapses: what went wrong in court?

Written by Sankunni K

The legal battle between EBET, Inc., an online gambling company, and Aspire Global International Limited, along with its parent company NeoGames, has ended with the U.S. District Court for the District of Nevada dismissing the fraud case filed by EBET. The ruling marks a significant turn in a case spanned over two years and involved allegations of financial misrepresentation, deceptive trade practices, and contractual disputes.

This article provides a detailed overview of the case, from its origins in 2021 to the latest dismissal ruling in January 2025.

EBET’s acquisition of Aspire’s B2C assets

In 2021, EBET sought to expand its market presence by acquiring business-to-consumer (B2C) assets from Aspire Global, a leading online casino software provider. The acquisition was finalised in October 2021 through a Share Purchase Agreement (SPA), which saw EBET purchasing these assets for €50 million in cash, €10 million via a promissory note, and €5 million in EBET stock. Aspire transferred the assets to a newly formed entity, Karamba Limited, which EBET then acquired.

At the time, the transaction appeared to be a strategic move that would strengthen EBET’s foothold in the online gambling industry. However, the company later alleged that Aspire had fraudulently misrepresented the value and sustainability of the B2C assets.

EBET’s allegations against Aspire and NeoGames

By 2023, EBET claimed that Aspire had deliberately withheld crucial information regarding the operational and financial health of the B2C assets. Specifically, EBET argued that:

  • Aspire had artificially lowered operating costs to make the assets appear more profitable.
  • The transaction was part of a broader scheme to inflate Aspire’s valuation ahead of its sale to NeoGames.
  • Aspire failed to transfer the promised number of player accounts, significantly reducing the expected revenue streams.
  • The B2C assets underperformed post-acquisition, leading to substantial financial losses for EBET.

In response, Aspire and NeoGames denied all allegations and moved to dismiss the lawsuit, arguing that the Nevada court lacked personal jurisdiction over the defendants.

Battle in court

Image: EBET INC., Vs. Aspire Global International Limited.

EBET filed its lawsuit in the U.S. District Court for the District of Nevada, bringing forth nine claims, including:

  1. Fraud in the inducement
  2. Rescission of the SPA
  3. Rescission Promissory Note
  4. Rescission of the Release
  5. Breach of contract
  6. Breach of the implied covenant of good faith and fair dealing
  7. Negligent misrepresentation
  8. Alter ego
  9. Violation of Nevada’s Deceptive Trade Practices Act

The defendants filed a motion to dismiss based on multiple grounds, including a lack of personal jurisdiction and a forum-selection clause in the SPA, which specified that disputes should be resolved in Malta rather than in the United States.

Court’s ruling: case dismissed

Image: EBET INC., Vs. Aspire Global International Limited.

On 31 January 2025, Judge Gloria M. Navarro ruled in favour of Aspire and NeoGames, granting their motion to dismiss the case. The court found that it lacked personal jurisdiction over the defendants, citing the following reasons:

  • Lack of business presence in Nevada: The court determined that Aspire and NeoGames did not have sufficient business operations in Nevada to justify jurisdiction. Although NeoGames was registered to do business in Nevada, Aspire was not.
  • SPA’s forum-selection clause: The court noted that the SPA required disputes to be resolved in Malta, reinforcing the argument that Nevada was not the appropriate legal venue.
  • Insufficient direct contacts with Nevada: The judge ruled that the defendants’ minimal business activities in Nevada were insufficient to establish purposeful availment. This legal principle determines whether a company has deliberately engaged in business activities in a given jurisdiction.

As a result, the case was dismissed without prejudice, allowing EBET the opportunity to refile if it could establish jurisdictional facts to support its claims.

The Aftermath: what’s next for EBET?

The court ruling comes at a challenging time for EBET, which recently announced that it would cease operations following an asset auction. The company has struggled with financial instability, and failing to secure legal remedies against Aspire could further impact its future prospects.

SiGMA News has approached Las Vegas-based law firm Pisanelli Bice, which represented EBET, Inc., for comments. However, questions were unanswered until the time of publication.

NeoGames, the parent company of Aspire Global, also did not immediately respond to questions seeking comments regarding the ruling and further action plan.

For Aspire and NeoGames, the dismissal represents a major legal victory, allowing them to move forward without the burden of ongoing litigation.

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