Motorsport Games Inc. entered a binding term sheet to acquire Digital Tales USA, LLC from EleDa s.r.l. for $2.2 million.
March 21, 2021
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Motorsport Games Inc. (NasdaqCM:MSGM) entered a binding term sheet to acquire Digital Tales USA, LLC from EleDa s.r.l. for $2.2 million on March 12, 2021. As per the transaction, total purchase price of $2.2 million will be paid to EleDa as follows: (a) $1.54 million at time of closing; (b) $0.26 million on the six-month anniversary of closing; (c) $0.2 million after the SBK video game license or substantially similar two-wheel racing brand license currently held by the Digital Tales USA LLC is amended to be extended beyond current expiration date in 2024 for no less than three additional years, so long as such amendment is executed within twelve months of closing; and (d) $0.2 million after the SBK video game license or substantially similar two-wheel racing brand license currently held by the Digital Tales USA LLC is amended to be expanded to include console and PC video game development and publishing for the same period, so long as such amendment is executed within twelve months of closing. In addition, Motorsport Games agreed to reimburse EleDa for its legal fees and expenses up to $60,000.
The transaction is subject to certain conditions precedent including: (i) the satisfaction of MSG, in its sole discretion, of a due diligence investigation into Digital Tales USA LLC, its operations and its assets, including but not limited to technical, intellectual property, financial, accounting and tax, and legal due diligence; (ii) the approval of MSG’s Board of Directors; and (iii) satisfaction of customary conditions to closing, including without limitation receipt of necessary government or third-party approvals.
Motorsport Games Inc. is a motorsport network company. The Company is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. It develops and publishes multi-platform racing video games, including for game consoles, personal computers (PCs), and mobile platforms through various retail and digital channels, including full-game and downloadable content. It operates through two segments: Gaming segment and Esports segment. The Gaming segment is engaged in the development and publishing of interactive racing video games, entertainment content and services. The Esports segment includes organization and facilitation of esports tournaments, competitions, and events for its licensed racing games as well as on behalf of third-party video game racing series and other video game publishers. The Company also owns the rFactor 2 and KartKraft simulation platforms.