Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the
“Company”) today announced that the Company has entered into a
purchase agreement (the “Agreement”) with an investor for up to $2
million, which amount may increase at the Company’s option to $10
million.
Under the terms and conditions of the Agreement,
the Company has the right, but not the obligation, to sell to the
investor up to $2 million of its shares of common stock, which
amount may increase at the Company’s option to up to $10 million in
shares, until December 31, 2023, subject to certain limitations.
Any shares of common stock that is sold to the investor will occur
at a purchase price that is determined in part by prevailing market
prices at the time of each sale. The investor has agreed not to
cause or engage in any short selling or hedging of the Company’s
common stock. The Company issued common shares to the investor as
consideration for the investor’s commitment to purchase the
Company’s common stock under the Agreement.
“We are pleased to enter into the purchase
agreement and expect to use the proceeds, as available, for product
development and other business purposes. This transaction provides
us with additional financial flexibility as we continue to execute
on our business plan,” said Dmitry Kozko, CEO and Executive
Chairman of Motorsport Games.
The foregoing summary of the Agreement is
incomplete, and further details relating to the Agreement,
including additional terms and conditions, and this transaction
will be contained in the Current Report on Form 8-K the Company
intends to file with the Securities and Exchange Commission later
today.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
nor will there be any sale of these securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such jurisdiction.
The offering of the securities described in this
press release is being made pursuant to the Company’s effective
shelf registration statement on Form S-3 (File No. 333-262462) (the
“Registration Statement”), and the related base prospectus included
in the Registration Statement, as supplemented by a prospectus
supplement to be filed with the SEC on or about December 9, 2022.
Copies of the prospectus supplement and accompanying prospectus may
be obtained when filed with the SEC at the SEC’s website at
www.sec.gov.
About Motorsport Games:
Motorsport Games, a Motorsport Network company,
is a leading racing game developer, publisher and esports ecosystem
provider of official motorsport racing series throughout the world.
Combining innovative and engaging video games with exciting esports
competitions and content for racing fans and gamers, Motorsport
Games strives to make the joy of racing accessible to everyone. The
Company is the officially licensed video game developer and
publisher for iconic motorsport racing series across PC,
PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR,
INDYCAR, 24 Hours of Le Mans and the British Touring Car
Championship (“BTCC”), as well as the industry leading rFactor 2
and KartKraft simulations. rFactor 2 also serves as the official
sim racing platform of Formula E, while also powering F1 Arcade
through a partnership with Kindred Concepts. Motorsport Games is an
award-winning esports partner of choice for 24 Hours of Le Mans,
Formula E, BTCC, the FIA World Rallycross Championship and the
eNASCAR Heat Pro League, among others. Motorsport Games is building
a virtual racing ecosystem where each product drives excitement,
every esports event is an adventure and every story inspires.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release which
are not historical facts are forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended,
and are provided pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Any statements in
this press release that are not statements of historical fact may
be deemed forward-looking statements. Words such as “continue,”
“will,” “may,” “could,” “should,” “expect,” “expected,” “plans,”
“intend,” “anticipate,” “believe,” “estimate,” “predict,”
“potential,” and similar expressions are intended to identify such
forward-looking statements. All forward-looking statements involve
significant risks and uncertainties that could cause actual results
to differ materially from those expressed or implied in the
forward-looking statements, many of which are generally outside the
control of Motorsport Games and are difficult to
predict. Examples of such risks and uncertainties include,
without limitation, sales of shares under the Agreement impacting
the price of the Company’s Class A common stock, inability to raise
funds under the Agreement due to certain limitations under the
Agreement, and less than expected results from the proceeds raised
from any transaction under the Agreement. Additional factors that
could cause actual results to differ materially from those
expressed or implied in the forward-looking statements can be found
in Motorsport Games’ filings with the SEC, including its Annual
Report on Form 10-K for the fiscal year ended December 31, 2021,
its Quarterly Reports on Form 10-Q filed with the SEC during 2022,
as well as in its subsequent filings with the SEC. Motorsport Games
anticipates that subsequent events and developments may cause its
plans, intentions and expectations to change. Motorsport Games
assumes no obligation, and it specifically disclaims any intention
or obligation, to update any forward-looking statements, whether as
a result of new information, future events or otherwise, except as
expressly required by law. Forward-looking statements speak only as
of the date they are made and should not be relied upon as
representing Motorsport Games’ plans and expectations as of any
subsequent date.
Website and Social Media
Disclosure:
Investors and others should note that we
announce material financial information to our investors using our
investor relations website (ir.motorsportgames.com), SEC filings,
press releases, public conference calls and webcasts. We use these
channels, as well as social media and blogs, to communicate with
our investors and the public about our company and our products. It
is possible that the information we post on our websites, social
media and blogs could be deemed to be material information.
Therefore, we encourage investors, the media and others interested
in our company to review the information we post on the websites,
social media channels and blogs, including the following (which
list we will update from time to time on our investor relations
website):
Websites |
Social Media |
motorsportgames.com |
Twitter: @msportgames & @traxiongg |
traxion.gg |
Instagram: msportgames & traxiongg |
motorsport.com |
Facebook: Motorsport Games & traxiongg |
|
LinkedIn: Motorsport Games |
|
Twitch: traxiongg |
|
Reddit: traxiongg |
The contents of these websites and social media channels are not
part of, nor will they be incorporated by reference into, this
press release.
Contacts:
Investors: investors@motorsportgames.com
Media:pr@motorsportgames.com
A photo accompanying this announcement is available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/fd08caca-5122-49aa-923c-4b77a6e8200a
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