05:04:52 EDT Sun 28 Apr 2024
Enter Symbol
or Name
USA
CA



ESE Entertainment Inc
Symbol ESE
Shares Issued 71,068,860
Close 2022-04-11 C$ 0.92
Market Cap C$ 65,383,351
Recent Sedar Documents

ORIGINAL: ESE Entertainment closes $926,000 note offering

2022-04-11 17:34 ET - News Release

Received by email:

File: '\\office\emailin\20220411 142835 Attachment ESE News Release - Unsecured $926k PP.docx'

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR
DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

ESE Announces Closing of Private Placement of Convertible Note Units

VANCOUVER, British Columbia, April 11, 2022 - ESE Entertainment Inc. ("ESE" or the "Company") (TSXV: ESE) (OTCQB: ENTE
--->F) is pleased to announce that it has closed (the "Closing") a private placement offering (the "Offering") of converti
--->ble note units of the Company (each, a "Unit") for gross proceeds of $926,000 through the issuance of 926 Units at a p
--->rice of $1,000 per Unit. 

Pursuant to the Offering, each Unit is comprised of $1,000 in principal amount of an unsecured convertible note (each,
---> a "Note") and 313 common share purchase warrants of the Company (each, a "Warrant"). The Notes will mature on the dat
--->e that is 24 months from the date of issuance (the "Maturity Date") and will bear interest at a simple rate of 10% per
---> annum. Interest will be payable quarterly on the last business day of each quarter, commencing on June 30, 2022. The 
--->entire principal amount of the Notes may be converted at the election of the holder thereof into common shares in the 
--->capital of the Company (each, a "Common Share") at a conversion price of $1.60 per Common Share (the "Conversion Price
--->") at any time prior to the Maturity Date. Subject to prior approval of the TSX Venture Exchange (the "Exchange"), the
---> accrued but unpaid interest may also be converted into Common Shares at a conversion price equal to the greater of (i
--->) $1.60 and (ii) the Market Price (as defined in the policies of the Exchange) as of the date of conversion.

Each Warrant will entitle the holder thereof to acquire one Common Share at a price of $1.60 per Common Share for a pe
--->riod of 24 months from the Closing, subject to the Company's acceleration right. The Company will have the right to ac
--->celerate the expiry date of the Warrants to a date which is 30 days after the date on which a written notice is provid
--->ed to the holders of Warrants if the daily volume weighted average trading price of the Common Shares is greater than 
--->$2.25 for any 15 consecutive trading days on the Exchange, subject to receipt of any required approvals from the Excha
--->nge. 

In connection with the Private Placement, the Company paid Echelon Wealth Partners Inc. (the "Finders") cash finders' 
--->fees in aggregate of $68,250 and issued a total of 42,656 finder warrants to the Finders (the "Finder Warrants"). Each
---> Finder Warrant is exercisable at $1.60 for a period of twenty-four (24) months from the date of issuance. 

The Company intends to use the net proceeds from the Offering to fund acquisitions, business development, and for gene
--->ral working capital purposes.

The Units, Notes, Warrants, Finder Warrants, and any securities issuable upon conversion or exercise thereof, will be 
--->subject to a statutory hold period of four months and one day from the date of issuance of the Units. The Offering is 
--->subject to final approval by the Exchange.

The Units were offered and sold by private placement in Canada pursuant to exemptions from the prospectus requirements
---> under National Instrument 45-106 - Prospectus Exemptions, and in certain other jurisdictions on a basis which does no
--->t require the qualification or registration of the Units, Notes, Warrants, or any underlying securities. 

The Company anticipates closing a second tranche of the Offsering, for gross proceeds of up to an additional $1.5M, sh
--->ortly. 

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in 
--->the United States. The securities have not been and will not be registered under the U.S. Securities Act of 1933 (the 
--->"U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S.
---> Persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act an
--->d applicable state securities laws or an exemption from such registration is available.

About ESE
ESE is a Europe based entertainment and 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 ali
--->gn with its objective of becoming a dominant global player in esports technology and infrastructure. | www.esegaming.c
--->om

Forward-Looking Statements
This news release contains certain statements that may constitute forward-looking information under applicable securit
--->ies laws. All statements, other than those of historical fact, which address activities, events, outcomes, results, de
--->velopments, performance or achievements that ESE anticipates or expects may or will occur in the future (in whole or i
--->n part) should be considered forward-looking information. Such information may involve, but is not limited to, stateme
--->nts with respect to: (i) the Company's intended use of proceeds from the Offering; (ii) the Exchange's final approval 
--->of the Offering; and (iii) the completion of a second tranche of the Offering, and the gross proceeds from, and timing
---> of, the same. 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 i
--->ndicating that certain actions, events or results "may", "could", "would", "might" or "will" (or other variations of t
--->he forgoing) be taken, occur, be achieved, or come to pass. Forward-looking information is based on currently availabl
--->e competitive, financial and economic data and operating plans, strategies or beliefs as of the date of this news rele
--->ase, but involve known and unknown risks, uncertainties, assumptions and other factors that may cause the actual resul
--->ts, 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 base
--->d on management's current expectations or beliefs regarding future growth, results of operations, future capital (incl
--->uding the amount, nature and sources of funding thereof) and expenditures. Any and all forward-looking information con
--->tained in this press release is expressly qualified by this cautionary statement. Trading in the securities of ESE sho
--->uld 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.
SOURCE ESE Entertainment Inc.
For further information about ESE, please contact:
Daniel Mogil, Investor Relations
investors@esegaming.com
647-492-1535





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