FansUnite Completes Acquisition of Askott Entertainment
-The
acquisition forms one of Canada's leading online gaming
companies-
Vancouver,
British Columbia, Canada -- August 11, 2020 -- InvestorsHub
NewsWire -- FansUnite Entertainment Inc.
(CSE: FANS) (OTC: FUNFF) ("FansUnite" or the
"Company")
announces that it has completed its previously announced
acquisition of Askott Entertainment Inc. ("Askott"), creating a
leader in the Canadian gaming sector (the
"Transaction").
Business Highlights
The acquisition
of Askott supports FansUnite's vision to become a leading
technology platform that can serve a growing online gaming market.
Askott has a rich operating history dating back to 2013 with a
focus on creating both B2B and B2C betting products in the rapidly
growing esports industry. Most recently,
Askott's
B2B Chameleon Gaming platform was shortlisted for the 2020 EGR B2B
Awards for Esports Betting Supplier of the Year. With Askott
Entertainment being a first mover in the esports sector, FansUnite
will now be able to accelerate their trajectory by providing customers with a
broader range of betting options that includes sports, esports,
casino games and many others.
"With the Askott
acquisition now complete, FansUnite is well positioned to become a
leader in the global I-gaming market," said Darius Eghdami, President of
FansUnite. "The combined forces of both companies will bring
together a portfolio of B2B and B2C assets that are unique,
industry leading, and support our goal of growing our global
footprint in the fast growing gaming industry."
"We are pleased
to announce the closing of this transaction as it represents one of
our biggest milestones to date and allows us to turn our attention
to the future," said Scott Burton, CEO of FansUnite. "Our intention
as a company has always been to scale and capture market share
quickly. With that in mind we have brought together a world class
team of executives and board members that have led some of the
largest gaming companies in the world. With their help, we will
look to execute on our vision of becoming a leader in the global
gaming market."
Management and Board Transition
-
The Board of
Directors of FansUnite continues to be composed of five members.
Duncan Peter McIntyre, Saxon Tudor Shadforth, and Shafin Diamond
Tejani have resigned as directors of FansUnite, and were replaced
with Scott Burton, founder and former CEO Askott, James Keane, and
Chris Grove.
-
Scott Burton, CEO
of Askott, has become the CEO of FansUnite and Darius Eghdami has
become the President of FansUnite. Jeremy Hutchings, the
former CTO
of Askott, has become the CTO of FansUnite, Ian Winter, the former
COO of Askott, has become the COO of FansUnite and management of
FansUnite will otherwise remain the same. Duncan Peter
McIntyre has resigned as COO of the Company.
Material Terms
of the Transaction
-
Existing
Askott shareholders received 1.9193 common shares of FansUnite (the
"FansUnite Shares") for each Askott common share (an "Askott
Share") held at closing (the "Exchange Ratio"), representing an
implied valuation of C$0.7485 per Askott Share, and resulting in
the issuance of an aggregate of 71,171,212
FansUnite Shares
at a price of C$0.39 per FansUnite Share to the former Askott
shareholders. In addition, former holders of 125,000 common share
purchase warrants of Askott are now entitled to purchase an
aggregate of up to 239,912 FansUnite Shares at an exercise price of
approximately C$0.32 per FansUnite Share with expiry date on May
31, 2023 (the "FansUnite Warrants") and former holders of 1,820,000
stock options of Askott are now entitled to purchase an
aggregate of up to 3,493,122 FansUnite Shares at exercise prices
ranging from approximately C$0.26 to C$0.32 per FansUnite Share,
with expiry dates between September 27, 2020
and
January 1,
2025 (the
"FansUnite Options").
-
FansUnite
has issued
an aggregate of 12,712,115 FansUnite Shares at a price
of C$0.40 per FansUnite Share upon exchange of the Askott Shares
issued in connection with the previously announced private
placement of subscription receipts (the "Subscription Receipts")
for
C$5,009,846 (the "Askott Private Placement"). In addition, the
former holders of Subscription Receipts are now entitled to
purchase an aggregate of up to 6,262,307 FansUnite Shares at an
exercise price of C$0.55 per FansUnite Share with expiry date on
August 11,
2022 pursuant to the share purchase warrants issued in connection
with the Askott Private Placement and the former holders of the
broker and advisory warrants issued in connection with the Askott
Private Placement are now entitled to purchase an
aggregate
of up to 779,762 FansUnite Shares at an exercise price of C$0.55,
with expiry date on July 21, 2022 (collectively, the "FansUnite
Financing Warrants").
-
A total of
$4,514,585.94 from the Askott Private
Placement has now been released from escrow.
-
FansUnite has issued 758,600
FansUnite Shares at a price of C$0.39 per share to Haywood
Securities Inc. in connection with the previously announced
assumption by FansUnite of Askott's obligations to Haywood for
advisory services related to the Transaction (the "M&A Advisory
Shares").
-
Upon completion
of the Transaction, there are 154,345,706
FansUnite Shares
issued and outstanding.
The
12,712,115 FansUnite Shares issued upon
exchange of the Askott Shares issued in connection with the Askott
Private Placement, the FansUnite Financing
Warrants, the FansUnite Warrants, the FansUnite Options, and the
FansUnite Shares issuable upon exercise of all such warrants and
options will not be subject to any statutory hold periods under
applicable Canadian securities laws.
The
71,171,212
FansUnite Shares
issued to existing Askott shareholders pursuant to the Transaction
are subject to the following contractual hold periods: (i) 10% are
not be subject to any hold period, (ii) 15% are subject to a hold
period expiring September 5, 2020, (iii) 25% are
subject to a hold period expiring November 5, 2020, (iv) 25% are
subject to a hold period expiring February 5, 2021, and (v) 25% are
subject to a hold period expiring May 5, 2021.
The M&A
Advisory Shares are subject to resale restrictions expiring on
December 12, 2020 pursuant to Canadian
securities laws.
About FansUnite Entertainment Inc.
FansUnite is a
sports and entertainment company, focusing on technology related to
regulated and lawful online gaming in sports, esports and
casino. In
addition to providing underlying technology, FansUnite operates
multiple growing B2C brands. FansUnite adds
value by acquiring and growing its gaming portfolio with high
growth assets in new or developing markets.
For further
information, please contact:
Prit
Singh
Investor
Relations
ir@fansunite.com
905-510-7636
Scott
Burton
Chief Executive
Officer
scott@fansunite.com
604-345-3848
NEITHER
THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES
PROVIDERS HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE
ADEQUACY OR ACCURACY OF THIS RELEASE.
FORWARD-LOOKING
STATEMENTS: Certain information contained herein may constitute
"forward-looking information" under Canadian securities
legislation. Generally, forward-looking information can be
identified by the use
of forward-looking terminology such as "believes," "belief,"
"expects," "intends," "anticipates," "potential," "should," "may,"
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without limitation, statements relating to future outlook and
anticipated events, the Company's ability to become a leading
technology platform and a leader in the global I-gaming market, and
to serve the gaming market; the potential growth of
the Company
and the gaming market; the increased number of betting options; the
ability of the Company to scale its B2B arm and maintain its B2C
platforms; the Company's unique portfolio of assets; and discussion
of future plans, projections, objectives, estimates and
forecasts and the timing related thereto. Forward-looking
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cause the actual results, level of activity,
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achievements of FansUnite to be materially different from those
expressed or implied by such forward-looking statements or
forward-looking information. Additional information regarding the
risks and uncertainties relating to the Company's business
are
contained under the heading "Risk Factors" in the Company's
Non-Offering Prospectus dated March 27, 2020 filed on its issuer
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developments. Accordingly, readers should not place undue reliance
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The
forward-looking statements in this news release are made as of the
date of this release. FansUnite disclaims and does not undertake to
update or revise any forward-looking statements or forward-looking
information, whether as a result of new information, future
events or otherwise, except as required by applicable securities
laws.