Subject: ESE Entertainment
PDF Document
File: Attachment 2025-10-16 NR - ESE Closes Final NBPP Tranche.pdf
ESE Entertainment Announces Closing of the Second and Final Tranche
of its Previously Announced Private Placement Offering
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES
Vancouver, British Columbia, October 16, 2025 ESE Entertainment Inc. ("ESE" or the "Company")
(TSX-V: ESE) (OTCQB: ENTEF) is pleased to announce the closing of the second tranche and final
tranche (the "Second Tranche") of its previously announced non-brokered private placement
financing (the "Offering") through the issuance of 3,698,166 common shares of the Company
("Shares") at a price of $0.06 per Share for gross proceeds of $221,889.96. The Company previously
closed the first tranche of the Offering on September 22, 2025 for aggregate gross proceeds of
$528,110 through the sale of 8,801,834 Shares. To date, the Company has raised aggregate gross
proceeds of $750,000 through the sale of 12,500,000 Shares.
The Company intends to use the net proceeds from the Second Tranche for general working capital.
In connection with the Second Tranche, the Company paid cash commissions of $15,532.30 to certain
finders and issued 258,872 non-transferable finder's warrants (the "Finder's Warrants"). Each
Finder's Warrant entitles the holder thereof to purchase one Share at an exercise price of $0.06 per
Share for a period of 24 months from the date of issuance.
The Offering remains subject to final acceptance from the TSX Venture Exchange (the "TSXV"). All
securities issued or issuable in connection with the Second Tranche will be subject to applicable hold
periods imposed under applicable securities legislation, including a hold period of 4 months and one
day from the date of issuance.
The securities being offered have not been and will not be registered under the U.S. Securities Act and
may not be offered or sold in the United States, or to, or for the account or benefit of, U.S. persons or
persons in the United States, absent registration or an applicable exemption from the registration
requirements. This press 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 any State in which such offer, solicitation or sale
would be unlawful.
ESE Entertainment Inc.
Konrad Wasiela
Chief Executive Officer and Director
+1 (437) 826-4012
About ESE Entertainment Inc.
ESE is a global technology company focused on gaming. 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.www.esegaming.com
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.
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ESE Entertainment Inc.
For further information about ESE, please contact:
investors@esegaming.com
Cautionary Note Regarding Forward-Looking Information
This release includes certain statements and information that may constitute forward-looking
information within the meaning of applicable Canadian securities laws. Forward-looking statements
relate to future events or future performance and reflect the expectations or beliefs of management
of the Company regarding future events. Generally, forward-looking statements and information can
be identified by the use of forward-looking terminology such as "intends" or "anticipates", or
variations of such words and phrases or statements that certain actions, events or results "may",
"could", "should", "would" or "occur". This information and these statements, referred to herein as
"forward-looking statements", are not historical facts, are made as of the date of this news release
and include without limitation, statements regarding discussions of future plans, estimates and
forecasts and statements as to management's expectations and intentions with respect to, among
other things: the anticipated use of proceeds from the Second Tranche; and the timing and receipt of
all required approvals, including TSXV approval, to complete the Offering.
These forward-looking statements involve numerous risks and uncertainties and actual results might
differ materially from results suggested in any forward-looking statements. These risks and
uncertainties include, among other things: delays in obtaining or failure to obtain required regulatory
approvals for the Offering, including TSXV approval; the inability of the Company to utilize the
anticipated proceeds of the Second Tranche as anticipated; and risks related to global financial
markets, including the trading price of the Company's shares.
In making the forward looking statements in this news release, the Company has applied several
material assumptions, including without limitation: the Company will obtain the required regulatory
approvals for the Offering, including TSXV approval; and the Company will use the proceeds of the
Second Tranche as currently anticipated.
Although management of the Company has attempted to identify important factors that could cause
actual results to differ materially from those contained in forward-looking statements or forward-
looking information, there may be other factors that cause results not to be as anticipated, estimated
or intended. There can be no assurance that such statements will prove to be accurate, as actual
results and future events could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on forward-looking statements and forward-
looking information. Readers are cautioned that reliance on such information may not be appropriate
for other purposes. The Company does not undertake to update any forward-looking statement,
forward-looking information or financial out-look that are incorporated by reference herein, except in
accordance with applicable securities laws. We seek safe harbor.
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