React Gaming Announces Closing Of First Tranche Of $5,000,000 Private Placement Of Company Units And 4:1 Stock Consolidation, The Canadian Business Journal

MONTREAL, OCTOBER 24, 2022 (GLOBE NEWSWIRE) — React Gaming Group Inc. (“React Gaming” or “Ltd.”) (TSXV: RGG, OTCQB: ITMZF) is a private placement without intermediary (“private placement) Units of the Company (“Units”) at a price of $0.10 per Unit up to a total of $5,000,000. In the first tranche, the Company sold 6,350,000 units of him for a total revenue of $635,000.

Each unit consists of one share of common stock of the Company’s equity (each a “share”) and one Common Stock Purchase Warrant (each, “warrant”). Each stock acquisition right gives its holder the right to purchase one additional share of his (respectively, “Warrant share”) at an exercise price of $0.12 per Warrant Share for a period of 48 months from the Warrant Issuance Date, subject to the occurrence of an Acceleration Event (defined below). Daily volume-weighted average trading price of stocks on the TSX Venture Exchange (“TSXV) (or other Canadian stock exchange where the shares are listed for trading) for 10 consecutive trading days at $0.30 or more, adjusted according to the terms of the warrant (“acceleration event), the Corporation may accelerate the expiry date of a Warrant by issuing a press release announcing the acceleration event and a new expiry date thirty (30) calendar days after the date of such press release. Accordingly, Kommuninvest will issue up to 50,000,000 shares and 50,000,000 stock acquisition rights. The Company issued 6,350,000 shares and his 6,350,000 warrants as the first tranche of the private placement.

The Corporation has a qualified arm’s length (each “finder”): (i) A cash commission arrangement of 6% of the gross amount of Units sold pursuant to a Private Placement with respect to Units introduced to the Corporation or units procured directly by Finders and issued at the closing of the first tranche of the Private Placement; (ii) a number of finder warrants (each “finder warrant”) representing 8% of the units sold and were either referred to the Corporation by Finders or sourced directly. A finder’s warrant is issued on the same terms as a warrant.

The Corporation will complete multiple closings of the private placement upon receipt of the subscriptions. Each closing is subject to a number of conditions, including, but not limited to, receipt of TSXV approval and all required corporate and regulatory approvals.

Securities issued pursuant to a private placement may be offered by private placement to certain subscribers both within the United States and outside the United States in the provinces and/or territories of Canada as the Corporation may determine, in each case subject to the following: It has been. Any applicable exemptions from prospectus requirements under applicable securities laws. All securities issued in private placements are subject to a hold period that expires four months and one day from the closing date of the applicable private placement. The applicable holding period for securities issued in the first tranche of the private placement expires on February 22, 2023.

The Company intends to use the proceeds from the private placement for administration and other general working capital purposes.

reverse stock split
The Company proposes to consolidate its issued share capital on the basis of four pre-merger shares for each combined share (seereverse stock split”). Annual and Special General Meetings of Shareholders (“shareholder”) Shareholders scheduled to be held on November 17, 2022 will be invited to consider and, if deemed appropriate, to pass a special resolution approving the reverse stock split, with or without change. The Company will (i) issue a subsequent news release containing further information regarding the Share Consolidation; (ii) to provide shareholders with information circulars on such matters in a timely manner; A reverse stock split also requires his TSXV approval.

“The last few months as CEO have allowed me to assess our assets and their market potential. but that will require additional funding that can only be obtained by restructuring our equity structure.This first closing will be a great opportunity for our team, our asset growth potential and our long-term strategy. We will focus on growth, but the success of any business model depends on how we can make our subsidiaries more efficient and potentially EBITDA positive. There is a lot of investment going on in the esports sector, but it’s a young industry and it’s evolving into something bigger that will benefit React Gaming’s future. We need to remind investors that we can do more,” said CEO Leigh Hughes. of React Gaming.

About React Gaming Group
React Gaming Group (TSXV: RGG) (OTCQB: ITMZF) is a publicly traded holding company at the forefront of the esports and iGaming industry. By investing in innovative technology that powers tournaments, teams and wagering, we provide users with a gaming platform that creates non-stop action, exciting outcomes and unparalleled fun. We also use intelligent data to connect sponsors to robust communities within a rapidly evolving industry, ensuring maximum engagement and substantial rewards. For more information, visit reactgaming.ca and follow us on LinkedIn, Twitter, Instagram and YouTube.

Forward-Looking Statements
This news release may contain “forward-looking statements” within the meaning of applicable Canadian securities laws. Forward-looking statements, while believed to be reasonable by management, involve a number of estimates and assumptions that are inherently subject to significant business, economic and competitive uncertainties and unforeseen circumstances. necessarily based on These statements generally use the terms “could”, “should”, “would”, “could”, “intend”, “estimate”, “plan”, ” It can be identified using forward-looking words such as “predict”, “expect”. ”, “believe” or “continue”, or any negative or similar variations thereof, including, but not limited to, statements regarding the completion of the private placement, the payment of brokerage fees in connection with the private placement, and the issuance of securities; It will not be. Issued under a private placement, closing the private placement in the tranche, offering jurisdiction over the private placement, conducting the reverse stock split, mailing information circulars, and receiving approval from TSXV for the private placement and reverse stock split. Forward-looking statements involve known and unknown risks, uncertainties and other factors, and future results, performance or achievements are either expressed or implied by the forward-looking statements. Estimates of future results, performance or achievements may differ materially. Statements are not guarantees of future performance. Our statements expressed or implied by these forward-looking statements are subject to a number of risks, uncertainties and conditions, many of which are beyond our control and You should not place undue reliance on such statements. Forward-looking statements are fully qualified by the inherent risks and uncertainties surrounding our activities. General adverse market conditions and competition. Inability to raise operating capital and/or obtain the future strategic investment required to implement new technology. The inability to build a sustainable and conscientious company by building an online presence through new esports and gaming products. inability to obtain or maintain a game license; In addition, market conditions related to the COVID-19 pandemic could adversely affect the results of our business or operations, including our results of operations and financial condition. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, events or otherwise, except as required by securities laws.

Neither TSX Venture Exchange nor its regulated service providers (as those terms are defined in the TSX Venture Exchange Policy) are responsible for the adequacy or accuracy of this release.

contact address

REACT GAMING GROUP, INC.
Lee Hughes
1-514-861-1881
[email protected]

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