NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES
VANCOUVER, BC / ACCESSWIRE / January 27, 2023 / ESE Entertainment Inc. ('ESE' or the 'Company') (TSXV:ESE) is pleased to announce that it has closed (the 'Final Tranche Closing') the third and final tranche of its previously announced non-brokered private placement financing (the 'Offering') of units (the 'Units') of the Company at a price of $0.40 per Unit (the 'Issue Price'), for gross proceeds of $852,186, bringing the aggregate gross proceeds of the Offering to $2,000,000.
Pursuant to the Final Tranche Closing, the Company issued an aggregate of 2,130,465 Units. Each Unit is composed of one (1) common share in the capital of the Company (a 'Common Share') and one-half of one (1/2) Common Share purchase warrant (each whole warrant, a 'Warrant'). Each Warrant entitles the holder thereof to acquire one (1) additional Common Share (a 'Warrant Share') at a price of $0.70 per Warrant Share for a period of 36 months from issuance.
In connection with the Final Tranche Closing, the Company paid certain finders (the 'Finders') cash finders' fees in aggregate of $21,153 and issued a total of 52,882 finder warrants (the 'Finder Warrants') to the Finders. Each Finder Warrant is exercisable into one (1) Common Share at the Issue Price for a period of 36 months from issuance.
Konrad Wasiela, CEO of ESE announced, 'In connection with this successful investment round, we have completed all of the cash payments under last year's acquisition of GameAddik and are now in a strong position to focus on organic growth. Due to ongoing projects in our technology and data business that have accelerated, we are focused on expanding organic operations, paving the way for long-term success. As we enter this next phase of our journey, I'm confident that our team is more than ready and equipped to drive our business forward.'
The Company intends to use the proceeds raised from the Final Tranche Closing for business development and general corporate purposes. The Final Tranche Closing was completed pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 Prospectus Exemptions and therefore the securities issued through the Final Tranche Closing were not subject to a hold period in accordance with applicable Canadian securities laws.
The securities issued pursuant to the Final Tranche Closing have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from the U.S. registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.
ESE Entertainment Inc.
Chief Executive Officer and Director
About ESE Entertainment Inc.
ESE is a global technology company focused on gaming and esports. The Company provides a range of services to leading video game developers, publishers, and brands by providing technology, infrastructure, and fan engagement services internationally. ESE also operates its own ecommerce channels, esports teams, and gaming leagues. In addition to the Company's organic growth opportunities, the Company is considering selective acquisitions that align with its objective of becoming a dominant global player in esports technology and infrastructure. |www.esegaming.com
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION
This news release contains certain statements that may constitute forward-looking information under applicable securities laws. All statements, other than those of historical fact, which address activities, events, outcomes, results, developments, performance or achievements that ESE anticipates or expects may or will occur in the future (in whole or in part) should be considered forward-looking information. Such information may involve, but is not limited to, statements with respect to: the Offering and the intended use of proceeds from the Final Tranche Closing; and the Company's ability to expand organic growth and achieve long term success. Often, but not always, forward-looking information can be identified by the use of words such as 'plans', 'expects', 'is expected', 'budget', 'scheduled', 'estimates', 'forecasts', 'intends', 'anticipates', or 'believes' or variations (including negative variations) of such words and phrases, or statements formed in the future tense or indicating that certain actions, events or results 'may', 'could', 'would', 'might' or 'will' (or other variations of the forgoing) be taken, occur, be achieved, or come to pass. Forward-looking information is based on currently available competitive, financial, and economic data and operating plans, strategies or beliefs as of the date of this news release, but involve known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, performance or achievements of ESE to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors may be based on information currently available to ESE, including information obtained from third-party industry analysts and other third-party sources, and are based on management's current expectations or beliefs regarding future growth, results of operations, future capital (including the amount, nature and sources of funding thereof) and expenditures. Any and all forward-looking information contained in this press release is expressly qualified by this cautionary statement. Trading in the securities of ESE should be considered highly speculative.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
For further information about ESE, please contact:
+1 (437) 826-4012
SOURCE ESE Entertainment Inc.
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