Subject: GOOD - Good Gamer Entetainment Inc.
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File: '\\swfile\EmailIn\20260702 162456 Attachment 2026-07-02 - NR re PP of 4M Units.docx'
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
GOOD GAMER ANNOUNCES NON-BROKERED OFFERING OF UP TO $300,000
VANCOUVER, BRITISH COLUMBIA / Stockwatch / (July 2, 2026) - Good Gamer Entertainment Inc. (TSXV: GOOD, OTC: GGAMF) (the "Company") is pleased to announce a proposed non-brokered private placement for aggregate gross proceeds of up to $300,000 (the "Offering") comprised of up to 4,000,000 units of the Company (the "Units") at C$0.075 per Unit.
Each Unit consists of one common share and one transferable common share purchase warrant (a "Warrant"). Each Warrant will entitle its holder to purchase one common share in the capital of the Company (a "Warrant Share") at a price of C$0.095 for 24 months from the closing date of the Offering (the "Closing Date"). The Offering may close in one or more tranches.
The gross proceeds from the Offering will be used by the Company for general working capital.
The Company may pay finder's fees in connection with the Offering in cash and/or securities in accordance with the policies of the TSX Venture Exchange.
Certain insiders of the Company may participate in the Offering. Any participation by insiders in the Offering would constitute a "related party transaction" as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company expects that any such participation would be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 by virtue of the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the securities to be issued to, nor the consideration to be paid by, insiders is expected to exceed 25% of the Company's market capitalization. The Company does not expect to file a material change report more than 21 days before the closing of the Offering as the details of the Offering and the participation therein by insiders will not be confirmed until closer to the Closing Date.
All securities issued under the Offering will be subject to a statutory hold period expiring four months and one day from the Closing Date. Completion of the Offering is subject to the Company receiving all regulatory approvals, including acceptance by the TSX Venture Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States ("U.S."). The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the U.S. or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Good Gamer Entertainment Inc.
Good Gamer Entertainment Inc. is a forward-thinking technology company dedicated to innovating and utilizing AI in technology. With a focus on developing cutting-edge solutions, Good Gamer is committed to enhancing how businesses engage with their audiences and data.
For further information, please contact:
Nicole Payawal
Corporate Development
Email: info@goodgamer.gg
1-(888) 337-5889
Forward-Looking Statements
Information set forth in this news release contains forward-looking statements that are based on assumptions as of the date of this news release. These statements reflect management's current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. The Company cautions that all forward-looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond the Company's control. Such factors include, among other things: risks and uncertainties relating to general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board, shareholder or regulatory approvals. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, the Company undertakes no obligation to publicly update or revise forward-looking information.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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