FansUnite Announces Closing of $3.04 Million Private Placement Led by Strategic Investor Tekkorp Capital
Not for distribution to U.S. newswire services or dissemination in the United States
Vancouver, British Columbia–(Newsfile Corp. – March 16, 2023) – FansUnite Entertainment Inc. (TSX: FANS) (“FansUnite” or the “Company”) is pleased to announce that the Company has completed its previously announced non-brokered private placement (the “Offering”). Pursuant to the Offering, the Company issued an aggregate of 37,976,242 units of the Company (the “Units”) at an issue price of $0.08 per Unit for aggregate gross proceeds of approximately $3.04 million.
The Offering was led by Tekkorp Capital and affiliates (“Tekkorp”), an investment firm that advises and invests in innovative public and private companies within the global digital gaming industry, which acquired 13,750,000 Units. In addition, insiders, management, and employees of the Company also acquired 4,304,742 Units, resulting in a total of $1.4 million invested into FansUnite by both Tekkorp and FansUnite’s insiders and management.
“We are pleased to confirm the successful closing of the financing,” said Scott Burton, CEO of FansUnite. “Led by our newest strategic investor, Tekkorp, the additional capital will allow us to invest in areas of our business where we are seeing impactful revenue growth while executing on our strategy to reach profitability in the near future.”
Each Unit consists of one common share in the capital of the Company (each, a “Common Share”) and one Common Share purchase warrant of the Company (each, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Common Share (each a “Warrant Share”) at a price of $0.12 per Warrant Share for a period of 36 months after the closing date of the Offering.
The Company paid cash finders’ fees totaling $60,298 and issued 753,725 broker warrants (each, a “Broker Warrant”) to certain finders in connection with the sale of Units to purchasers introduced to the Company by such finders. Each Broker Warrant entitles the holder thereof to acquire one Common Share (each, a “Broker Warrant Share”) at a price of $0.08 per Broker Warrant Share for a period of 36 months from the closing date of the Offering. The Broker Warrants are subject to a statutory hold period of four months and a day.
The net proceeds from the Offering will be used for general corporate working capital purposes. The Offering is subject to the final acceptance of the Toronto Stock Exchange.
The Offering was completed pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions (the “Listed Issuer Financing Exemption”). The securities offered under the Listed Issuer Financing Exemption will not be subject to a hold period pursuant to applicable Canadian securities laws.
Certain insiders of the Company participated in the Offering and subscribed for a total of 554,742 Units. Each of the insiders is a related party of FansUnite, and therefore the Offering is considered a “related party transaction” subject to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements provided under subsections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that participation in the Offering by insiders did not exceed 25% of the Company’s market capitalization. The Company did not file a material change report more than 21 days before the expected closing of the Offering as the details of the Offering and the participation therein by related parties were not settled until shortly prior to closing and the Company wished to close on an expedited basis for sound business reasons.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”), or any state securities laws and may not be offered or sold in the “United States” or to “U.S. persons” (as such terms are defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
About FansUnite Entertainment Inc.
FansUnite is a global sports and entertainment company, focusing on technology related to regulated and lawful online gaming. FansUnite’s one-of-a-kind iGaming platform Chameleon offers operators a full suite of gaming solutions with a sports and esports focus geared for the next generation of online bettors and casino players. Along with providing B2B technology solutions, FansUnite operates multiple B2C brands, such as Scottish sportsbook McBookie. FansUnite is the parent company of North American-focused AmAff, which operates leading affiliate brands such as Betting Hero and Props.com.
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,” “will,” “plans,” “continue” or similar expressions to be uncertain and forward-looking. Forward-looking statements may include, without limitation, statements relating to: the anticipated use of proceeds, receipt of final acceptance from Toronto Stock Exchange as well as statements with respect to the Company’s future business operations, the opinions or beliefs of management and future business goals. Forward-looking statements are based on the Company’s estimates and are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or 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 Annual Information Form dated June 15, 2021 filed on its issuer profile on SEDAR at www.sedar.com and risks related to global pandemics, including the novel coronavirus (COVID-19) global health pandemic, and the spread of other viruses or pathogens and influence of macroeconomic developments. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. 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.