VANCOUVER, BC, May 11, 2021 /CNW/ - TGS Esports Inc. ("TGS" or the "Company") (TSXV: TGS) (OTC: TGSEF) (FRA: 5RH) is pleased to announce the 2021 schedule for Get On My Line ("GOML"), Canada's premier annual Super Smash Brothers Tournament, proudly sponsored by Red Bull. GOML is going global in 2021 with brackets for North American and European residents.
GOML 2020 attracted 3,000+ competitors and had five million+ minutes of content watched while GOML 2021 is tracking to surpass those numbers with over 500 competitors registered in less than a week.
The event trailer can be viewed here: https://youtu.be/fo0ihlqESog.
"GOML is a staple of the fighting game community, and with each passing year it shatters Canadian participation and viewership records." Said Joe Cribari, CEO of EMG. "We are looking forward to working closely with the TGS team to deliver another world class event."
"As we work through our acquisition with EMG, we are excited to work closely with Joe and his team to bring another record-breaking year to the Super Smash scene." Said Spiro Khouri, CEO of TGS. "This event is a big opportunity for us to demonstrate the power of the combined EMG and TGS teams."
GOML Online Tournament Schedule
Super Smash Bros. Melee Singles (NA and EU) – June 19-20
Super Smash Bros. for Ultimate Singles (NA and EU) – June 26-27
$1,000 prize pool for each main event per region.
About TGS Esports Inc.
TGS partners with Fortune 500 brands, schools, and tournament organizers to build out their esports community via tournaments, broadcast production, and events. TGS has commercialized an esports solution that allows brands and gamers to interact on its end to end platform. The combination of TGS esports event expertise and next generation software creates an unparalleled esports experience that allows sponsors and brands to reach their desired gaming demographic.
Even Matchup Gaming (EMG) is Canada's premiere fighting game tournament organizer & broadcaster. Founded in 2012, they have executed 300+ local, regional, and national events for the esports community developing one of the strongest grassroots followings in the world.
Summary of Acquisition
TGS will acquire all of the issued and outstanding shares of EMG ("EMG Shares") for the aggregate purchase price of CAD$1,100,000.00 (the "Purchase Price")(the "Acquisition"); The Purchase Price will be paid via the issuance of up to 5,500,000 common shares of TGS to EMG (the "Consideration Shares") at a deemed price per share of CAD $0.20.
Joseph Cribari will enter into an employment agreement with TGS providing that Mr. Cribari will be employed with a title to be determined for a minimum period of two years from the date of closing of the Acquisition with TGS.
The Consideration Shares will be subject to a contractual lock-up, periods ranging between 24 and 36 months. The LOI contains, and the definitive agreement will provide for, customary representations, warranties and. Completion of the Acquisition remains subject to a number of conditions, including: (i) the negotiation of a definitive agreement, (ii) the completion of satisfactory due diligence, (iii) the approval of the boards of directors of the Company and EMG, (iv) obtaining all required consents, waivers and approvals, including the approval of the TSX Venture Exchange, and (vi) other customary closing conditions.
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: expectations regarding whether the Acquisition will be consummated including whether the conditions to the consummation to the Acquisition will be satisfied; the timing for completing the Acquisition, if at all, and the conditions to such transaction; expectations
for other economic, business, and/or competitive factors;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, but are not limited to, the following:the unknown magnitude and duration of the effects of the COVID-19 pandemic on the Company; the ability to consummate the Acquisition; the ability to obtain requisite regulatory or shareholder approvals and the satisfaction of other conditions to the consummation of the Acquisition on proposed terms and schedule; the potential impact of the announcement or consummation of the Acquisition on relationships; including with regulatory bodies, employees, suppliers, customers and competitors; changes in general economic, business and political conditions, including changes in the financial markets; changes in applicable laws and regulations both locally and in foreign jurisdictions; compliance with extensive government regulation; the risks and uncertainties associated with foreign markets; the diversion of management time on the Acquisition; the risks associated with operating esports events such as GOML; technological risks associated with operating an esports platform; and other risks that are customary to companies operating businesses such as the business of the Company. 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.
SOURCE TGS Esports Inc
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