19:09:28 EDT Fri 03 May 2024
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or Name
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Tiidal Gaming Group Corp
Symbol TIDL
Shares Issued 83,193,208
Close 2023-06-09 C$ 0.08
Market Cap C$ 6,655,457
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Tiidal Gaming completes $13.25M sale of Sportsflare

2023-06-09 10:14 ET - News Release

Mr. Tom Hearne reports

TIIDAL ANNOUNCES COMPLETION OF THE SALE OF SPORTSFLARE TO ENTAIN

Tiidal Gaming Group Corp. has completed the sale of its wholly owned subsidiary, Tiidal Gaming NZ Ltd. (Sportsflare), to Entain Holdings (U.K.) Ltd. for gross proceeds of $13.25-million, subject to standard transaction adjustments. Pursuant to the transaction, the purchase price will be retained by Tiidal in a holding account for 180 days. During the holding period, Tiidal may access the funds to satisfy any working capital adjustment or claims brought by Entain and may access up to 20 per cent of the funds to pay reasonable costs related to the transaction. Please see the press releases of Tiidal dated March 13, 2023, and April 26, 2023, for further details regarding the terms of the transaction.

The sale of Sportsflare constituted the sale of substantially all of the assets and operating activities of the company. The board of directors of the company will assess the available options to return capital received pursuant to the sale of Sportsflare to its shareholders following the expiry of the holding period. Any such options will be subject to the receipt of corporate, securities and tax laws advice, and will be subject to the receipt of all required shareholder, regulatory and Canadian Securities Exchange approvals. There can be no assurances that any such options will be implemented by the company.

In connection with closing of the transaction, the company granted 2.5 million restricted share units to the company's chief executive officer pursuant to the terms of his employment agreement dated effective Jan. 3, 2022, which were immediately vested into 2.5 million common shares of the company in accordance with his employment agreement, and issued 1,910,700 common shares to Sportsflare personnel in satisfaction of the earn-out entitlements achieved pursuant to the asset purchase agreement dated Dec. 14, 2020, as amended Sept. 24, 2021. All securities issued pursuant to the share issuances are subject to a statutory four-month-plus-a-day hold period from their date of issuance. Following the share issuances, the company has 87,603,908 common shares issued and outstanding. In addition, in connection with the closing of the transaction, all stock options held by the company's CEO vested pursuant to the terms of his employment agreement.

About Tiidal Gaming Group Corp.

Tiidal Gaming is a media and technology platform enabling next-generation engagement in e-sports and gaming. The company is positioned at the intersection of gaming, media and betting, and enables its partners to create positive, engaging and immersive fan and consumer experiences. With deep industry roots and expertise, Tiidal is focused on the next generation of fan and consumer and building the future of game-based entertainment.

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