Playground Ventures Inc. (CNSX:PLAY) entered into a non-binding letter of intent to acquire Countervail Games Ltd. from Emma Fairhurst and others for CAD 10.4 million on June 9, 2021. The parties entered into a definitive agreement on September 27, 2021. pursuant to the terms of transaction, Playground Ventures will acquire all of the issued and outstanding common shares of Countervail. In consideration Playground will issue the shareholders of Countervail an aggregate of 18 million common shares. Common Shares to be received in connection with the transaction will be subject to the following escrow provisions: as to 1/7 immediately upon closing of the transaction with 1/7 of the additional common shares being released from escrow every six months following the closing date. The transaction requires minority shareholder approval of Playground shareholders. The Board of Playground approved the transaction and recommended that all shareholders vote FOR the transaction in meeting on July 22, 2021. As of July 22, 2021, the transaction was approved by shareholders of Playground. TSX Trust Company acted as transfer agent for Playground.