/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE
SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
TORONTO, Jan. 19, 2021 /CNW/ - Enthusiast Gaming Holdings
Inc. ("Enthusiast Gaming" or the "Company") (TSX:
EGLX)(OTCQB: ENGMF)(FSE: 2AV) is pleased to announce that the
Company, along with Blue Ant Media Inc. (the "Selling
Shareholder"), have entered into an agreement with a syndicate
of underwriters led by Canaccord Genuity Corp. (the "Lead
Underwriter" and collectively the "Underwriters"),
pursuant the Underwriters have agreed to sell, on a bought deal
basis, an aggregate, 7,300,000 common shares (the "Shares")
of Enthusiast Gaming, at a price of $5.75 per Share (the "Offering Price") for
total gross proceeds of approximately $42
million.
Under the agreement, 4,850,000 Shares will be issued from
treasury by Enthusiast Gaming for gross proceeds of approximately
$27.9 million (the "Treasury
Offering") and an aggregate of 2,450,000 Shares will be offered
by the Selling Shareholder for aggregate gross proceeds to the
Selling Shareholder of approximately $14.1
million (the "Secondary Offering", or together with
the Treasury Offering, the "Offering"). The Selling
Shareholder is selling approximately 13.4% of their holdings of
Enthusiast Gaming, and will continue after the Offering to retain a
substantial interest in the Company.
Michael MacMillan, CEO and
co-founder of Blue Ant, stated "Since selling Omnia to Enthusiast
late last year, we have seen first-hand a stellar management team
working together to achieve substantial growth and brand
recognition. We continue to be delighted by Enthusiast's focus,
resulting in a fantastic portfolio and prospects. We are selling a
small portion of our position to rebalance our portfolio, but
continue to be a large shareholder of Enthusiast and intend to stay
involved in this remarkable business. Enthusiast continues to be
the largest gaming media platform in North America – and the industry only
continues to grow. We are more excited today about the prospects of
Enthusiast than ever before."
In addition, the Company and the Selling Shareholder have also
granted the Underwriters an over–allotment option (the
"Option") to purchase, any time up to the date that is 30
days following the closing of the Offering, up to an additional
1,095,000 Shares (representing 15% of the base Offering) at the
Offering Price exercisable in whole or in part for a period of 30
days following the closing of the Offering. The Option, if
exercised, will be satisfied pro rata by the Company and the
Selling Shareholder. If the Option is exercised in full, the
aggregate gross proceeds of the Treasury Offering and Secondary
Offering will be approximately $32.1
million and $16.2 million,
respectively.
The net proceeds from the Treasury Offering are expected to be
used for future acquisitions, working capital and general corporate
purposes. The Company will not receive any proceeds from the sale
of common shares associated with the Secondary Offering.
The Offering is expected to close on or about February 10, 2020 and is subject to certain
conditions including, but not limited to, the receipt of all
necessary approvals including approval of the TSX.
The Shares to be issued under the Offering will be offered by
way of a short form prospectus in each of the Provinces of
Canada (other than Quebec) under National Instrument 44-101 –
Short Form Prospectus Distributions and may be offered
outside of Canada on a private
placement basis in sales exempt from applicable prospectus and/or
registration requirements. Additional details concerning the
Transaction and the Offering will be contained in the short form
prospectus.
The Shares of the Company, including securities offered, have
not been and will not be registered under the U.S. Securities Act
of 1933 (the "U.S. Securities Act"), as amended, or applicable
state securities laws, and the securities offered may not be
offered or sold in the United
States, absent registration or an applicable exemption from
registration. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy the Offered Shares. The
offering or sale of the Offered Shares shall not be made in any
jurisdiction in which such offer, solicitation or sale would be
unlawful.
About Enthusiast Gaming
Enthusiast Gaming is building the world's largest social network
of communities for gamers and esports fans that reaches over 300
million gaming enthusiasts on a monthly basis. Already the largest
gaming platform in North America
and the United Kingdom, the
Company's business is comprised of four main pillars: Esports,
Content, Talent and Entertainment. Enthusiast Gaming's esports
division, Luminosity Gaming, is a leading global esports franchise
that consists of 7 professional esports teams under ownership and
management, including the Vancouver Titans Overwatch team and the
Seattle Surge Call of Duty team. Enthusiast's gaming content
division includes 2 of the top 20 gaming media and entertainment
video brands with BCC Gaming and Arcade Cloud, reaching more than
50MM unique viewers a month across 9 YouTube pages, 8 Snapchat
shows and related Facebook, Instagram and TikTok accounts. Its 100
gaming-related websites including The Sims Resource, Destructoid,
and The Escapist collectively generate 1.1 billion page views
monthly. Enthusiast's talent division works with nearly 1,000
YouTube creators generating nearly 3 billion views a month working
with leading gamer talent such as Pokimane, Flamingo, Anomaly, and
The Sidemen. Enthusiast's entertainment business includes
Canada's largest gaming expo, EGLX
(eglx.com), and the largest mobile gaming event in Europe, Pocket Gamer Connects
(pgconnects.com). For more information on the Company visit
enthusiastgaming.com. For more information on Luminosity Gaming
visit luminosity.gg.
Forward Looking Information
This news release contains certain statements that may
constitute forward-looking information under applicable securities
laws. All statements, other than those of historical fact, which
address activities, events, outcomes, results, developments,
performance or achievements that Enthusiast anticipates or expects
may or will occur in the future (in whole or in part) should be
considered forward-looking information. Often, but not always,
forward-looking information can be identified by the use of words
such as "plans", "expects", "is expected", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates", or "believes"
or variations (including negative variations) of such words and
phrases, or statements formed in the future tense or indicating
that certain actions, events or results "may", "could", "would",
"might" or "will" (or other variations of the forgoing) be taken,
occur, be achieved, or come to pass. Forward-looking statements in
this news release include, but are not limited to, statements
relating to the size and timing of the Offering, the use of
proceeds from the Offering, the future prospects and growth of the
Company and its industry, and the Selling Securityholder's holdings
in the Company.".
Forward-looking statements are based on assumptions, including
expectations and assumptions concerning: interest and foreign
exchange rates; capital efficiencies, cost saving and synergies;
growth and growth rates; the success in the esports and media
industry; and the Company's growth plan. While Enthusiast Gaming
considers these assumptions to be reasonable, based on information
currently available, they may prove to be incorrect. Readers are
cautioned not to place undue reliance on forward-looking
statements. In addition, forward-looking statements necessarily
involve known and unknown risks, including, without limitation,
risks associated with general economic conditions; adverse industry
events; and future legislative, tax and regulatory developments.
Readers are further cautioned not to place undue reliance on
forward-looking statements as there can be no assurance that the
plans, intentions or expectations upon which they are placed will
occur. Such information, although considered reasonable by
management at the time of preparation, may prove to be incorrect
and actual results may differ materially from those anticipated.
For more information on the risk, uncertainties and assumptions
that could cause anticipated opportunities and actual results to
differ materially, please refer to the public filings of Enthusiast
Gaming which are available on SEDAR at www.sedar.com.
Forward-looking statements contained in this news release are
expressly qualified by this cautionary statement and reflect our
expectations as of the date hereof, and thus are subject to change
thereafter. Enthusiast Gaming disclaims any intention or obligation
to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise, except as
required by law.
Neither the Toronto Stock Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the Toronto
Stock Exchange) accepts responsibility for the adequacy or accuracy
of this release.
SOURCE Enthusiast Gaming