VANCOUVER, BC, Dec. 3, 2020 /CNW/ - TGS Esports Inc.
("TGS" or the "Company") (TSXV: TGS) (FRA: 5RH)
is pleased to provide an update, further to its new release of
November 2, 2020, on its proposed
acquisition (the "Transaction") of Pepper Esports Inc.
("Pepper"), a next generation competitive esports platform,
pursuant to an amalgamation agreement (the "Amalgamation
Agreement") among the Company, Pepper and 1271801 B.C. Ltd. ("Subco"), a
wholly-owned subsidiary of the Company.
The Company has now received the conditional approval from the
TSX Venture Exchange (the "Exchange") for the
Transaction. The Company, Pepper and Subco entered into an
amendment to the Amalgamation Agreement dated December 2, 2020, which provides for, among other
things, the issuance of warrants to purchase common shares of TGS
to certain holders of stock options of Pepper who are not eligible
to be issued stock options under the Company's stock option
plan.
Completion of the Transaction remains subject to a number of
conditions, including the final approval of the Exchange and other
customary conditions for transactions of this nature.
About Pepper Esports Inc.
Pepper is a leading esports platform provider that offers an
advanced platform to create and manage communities of players,
organizers, spectators and sponsors, all in one place. By
working closely with event organizers and live venue operators over
the last two years, Pepper has developed a suite of advanced tools
to manage esports communities, run world class esports and operate
physical gaming venues.
Pepper's key technologies include its patent pending AI engine,
which automatically captures game data to create a tournament
experience that extends beyond live gameplay and includes highly
demanded features such as global leaderboards, player profiles and
statistics, new tournament discovery and digital wallets.
About TGS Esports Inc.
TGS Esports Inc. is an organization focused on creating the
ultimate esports experience. TGS is made up of industry
professionals with 20+ combined years in the space of tournament
organization, league facilitation, and production. This experience
combined with the proposed acquisition of Pepper allows TGS to
offer a full suite of tools needed for any player or tournament
organizer in esports. TGS is also the owner of Canada's first dedicated esports arena, The
Gaming Stadium, located in Richmond,
British Columbia, which opened in June 2019. For more information, visit
www.thegamingstadium.com.
Neither 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.
On behalf of the Board of Directors
"Spiro Khouri"
Spiro Khouri, CEO
TGS Esports Inc.
Disclaimer for Forward-Looking Information
Certain statements in this release are forward-looking
statements, which reflect the expectations of management regarding
the Company. Forward-looking statements consist of statements that
are not purely historical, including any statements regarding
beliefs, plans, expectations or intentions regarding the future,
including with respect to: the completion of the Transaction and
the acceptance of the Transaction and terms thereof by the
Exchange. Such statements are subject to risks and uncertainties
that may cause actual results, performance or developments to
differ materially from those contained in the statements, including
risks related to factors beyond the control of the Company. The
risks include the following: the unknown magnitude and duration of
the effects of the COVID-19 pandemic and other risks that are
customary to transactions of this nature. No assurance can be given
that any of the events anticipated by the forward-looking
statements will occur or, if they do occur, what benefits the
Company will obtain from them.
This press release is not an offer of the securities for sale
in the United States. The
securities have not been registered under the U.S. Securities Act
of 1933, as amended, and may not be offered or sold in the United States absent registration or an
exemption from registration. 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.
SOURCE TGS Esports Inc