Stockwatch

ESE Entertainment Inc
Symbol	ESE
Shares Issued	72,520,504
Close 2022-12-21	C$ 0.35
Market Cap	C$ 25,382,176
Recent Sedar Documents

ESE Entertainment arranges $2M private placement

2022-12-21 16:28 ET - News Release

Balderson Subject: For immediate release Word Document File: '\\office\emailin\20221221 132018 Attachment ESE NR - LIFE Offering (December 21, 2022).docx' NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES ESE Announces Non-Brokered Private Placement VANCOUVER, BC, December 21, 2022 - ESE Entertainment Inc. ("ESE" or the "Company") (TSXV: ESE) (OTCQX: ENTEF), a gaming and esports company that provides a range of technology and services to leading video game developers and publishers, is pleased to announce a non-brokered private placement of up to 5,000,000 units of the Company ("Units") at a price of $0.40 per Unit (the "Offering"), for aggregate gross proceeds of up to $2,000,000. Each Unit will be 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 will entitle 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 the closing date of the Offering. In connection with the Offering, the Company may pay certain finders (each, a "Finder") a cash commission and/or issue such Finders non-transferable share purchase warrants, in accordance with TSX Venture Exchange ("TSXV") policies. The Company intends to use the proceeds raised from the Offering for installment payments under an acquisition agreement, and for business development and general corporate purposes. The Offering may close in tranches. The first tranche of the Offering is expected to close on or around December 31, 2022. The Offering is subject to certain conditions including, but not limited to, receipt of all necessary approvals including the approval of the TSXV. The Offering is being completed pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 Prospectus Exemptions and therefore the securities issued in the Offering to Canadian subscribers will not be subject to a hold period in accordance with applicable Canadian securities laws. There is an offering document related to the Offering that can be accessed under the Company's profile at www.sedar.com and at www.esegaming.com. Prospective investors should read this offering document before making an investment decision. The securities issued pursuant to the Offering 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. Konrad Wasiela 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 expected closing date of the Offering; approval of the Offering from the TSXV; and the intended use of proceeds from the Offering. 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. SOURCE ESE Entertainment Inc. For further information about ESE, please contact: investors@esegaming.com +1 (437) 826-4012