VANCOUVER, BC, Dec. 17, 2020 /CNW/ - TGS Esports Inc.
("TGS" or the "Company") (TSXV: TGS) (FRA: 5RH)
is pleased to announce that it has completed an equity investment
("Investment") in a private esports company, Mountainside
Games Ltd. ("MSG").
MSG, led by Owner and CEO Martin
Byerley, is a BC based organization that has a focus on
tournaments and content within the Super Smash Bros community. MSG
hosts in person and online tournaments and handles all aspects of
the events including registration, facilitation, and broadcasting.
MSG also creates unique Super Smash Bros content including Smash
Talk, an online show available via YouTube. MSG will operate out of
the TGS office and work in collaboration with the TGS team on
tournaments and events. MSG will also use TGS to produce content
for digital distribution, including existing property Smash
Talk.
"Martin is one of the hardest workers I have met. His dedication
to building MSG is second to none and he is primed to take MSG to
the new heights. We are excited to be a part of his growth and
provide the resources we have to help MSG get to the next level."
said Spiro Khouri, CEO of TGS
"Adding a dedicated Smash Bros community to TGS is going to fill a
gap we currently have. We also get to add MSG's content to TGS'
growing library which brings a new element for our fans to engage
in."
"I am extremely excited for the opportunity to grow MSG to new
heights. We have seen steady incremental growth over the past year
and with the resources TGS brings to the table we can accelerate it
greatly. I have had the chance to work with the TGS team over the
past couple of months which has allowed me to do so much more,
especially when it comes to content creation." Said Martin Byerley "I can't wait to devote even more
time to the community!"
Pursuant to an investment agreement dated December 16, 2020 (the "Investment"), the
Company subscribed for an aggregate of 3,333,334 common shares in
the capital of MSG, representing approximately 25% of MSG, in
consideration for aggregate cash consideration of $36,000. In addition, under the Investment
Agreement, subject to the approval of the TSX Venture Exchange (the
"TSXV"), the Company has also agreed to issue to MSG up to
an aggregate of 40,000 common shares in the capital of the Company
("Milestone Shares") at a deemed price equal to the Market
Price (as defined in the policies of the TSXV) on the date of
issue, upon the satisfaction of the following milestones by MSG
within two years following the closing of the Investment:
- 10,000 Milestone Shares on the date that MSG has hosted 24
tournaments co-streamed on the Company's Twitch streaming
channel;
- 10,000 Milestone Shares on the date that MSG has published 24
episodes of their web series "Smash Talk";
- 10,000 Milestone Shares on the date that MSG has published 156
"Things You Should Know" videos to its YouTube channel; and
- 10,000 Milestone Shares on the date that MSG has run 24 esports
tournaments through an esports platform operated by the Company in
its business.
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 Esports Inc.
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.
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 potential benefits of the
relationship between the Company and MSG resulting from the
Investment, the satisfaction of the Milestones by MSG and the
issuance of the Milestone Shares. 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