03:18:43 EDT Fri 29 Mar 2024
Enter Symbol
or Name
USA
CA



ESE Entertainment Inc
Symbol ESE
Shares Issued 71,068,860
Close 2022-04-14 C$ 0.84
Market Cap C$ 59,697,842
Recent Sedar Documents

ESE Entertainment closes second tranche of placement

2022-04-14 20:44 ET - News Release

An anonymous director reports

ESE ANNOUNCES CLOSING OF SECOND TRANCHE OF PRIVATE PLACEMENT OF CONVERTIBLE NOTE UNITS

ESE Entertainment Inc., further to its April 11, 2022, news release announcing the closing of the first tranche of its private placement of convertible note units, has closed the second tranche of the offering for gross proceeds of $679,000 through the issuance of 679 units at a price of $1,000 per unit.

Between the first tranche and the second tranche, the company issued a total of 1,605 units, for aggregate gross proceeds of $1,605,000.

Each unit is composed of $1,000 in principal amount of an unsecured convertible note and 313 common share purchase warrants of the company. Each note will mature on the date that is 24 months from its date of issuance and will bear interest at a simple rate of 10 per cent 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 each note may be converted at the election of the holder thereof into common shares in the capital of the company at a conversion price of $1.60 per common share at any time prior to the maturity date. Subject to prior approval of the TSX Venture 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 period of 24 months from the date of issuance, subject to the company's right to accelerate the expiry date of the warrants to a date which is 30 days after the date on which a written notice is provided to the holders of warrants if the daily volume-weighted average trading price of the common shares on the exchange is greater than $2.25 for any 15 consecutive trading days, subject to receipt of any required approvals from the exchange.

In connection with the second tranche of the offering, the company paid Aligned Capital Partners Inc. and Echelon Wealth Partners Inc. cash finders' fees in the aggregate of $47,530 and issued a total of 29,707 finder warrants to the finders. Each finder warrant is exercisable at $1.60 for a period of 24 months from the date of issuance. The company also wishes to correct the disclosure included in its news release dated April 11, 2022, regarding the finder warrants issued in connection with the first tranche. A total of $64,750 was paid in cash and a total of 40,469 finder warrants were issued to Echelon Wealth Partners Inc. in connection with the first tranche, rather than the $68,250 and 42,656 finder warrants disclosed in the April 11, 2022, news release.

The company intends to use the net proceeds from the offering to finance acquisitions and business development, and for general working capital purposes.

The units, notes, warrants, finder warrants and any securities issuable upon conversion or exercise thereof are and 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 on a private placement basis in Canada pursuant to exemptions from the prospectus requirements under National Instrument 45-106 -- Prospectus Exemptions and B.C. Instrument 72-503 -- Distribution of Securities Outside of British Columbia.

About ESE Entertainment Inc.

ESE is a Europe-based entertainment and technology company focused on gaming and e-sports. 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 e-commerce channels, e-sports 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 e-sports technology and infrastructure.

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