Mr. Jon Dwyer reports
WONDR GAMING ENTERS INTO BINDING AGREEMENT TO ACQUIRE JOYBOX MEDIA
Wondr Gaming Corp. has entered into a binding agreement dated Oct. 22, 2021, to acquire JoyBox Media Inc., a media network and marketing agency focused on helping brands scale their digital presence and foster on-line communities.
Pursuant to the definitive agreement, the company has agreed to acquire all of the issued and outstanding common shares of JoyBox in exchange for: (i) $1.2-million worth of common shares of the company at a deemed price per share of 24 cents and (ii) cash payments of $300,000 in the aggregate.
The consideration shares and cash payments will be paid as per the following terms:
$500,000 worth of consideration shares and approximately $144,000 cash payment on the closing date of the transaction;
$350,000 worth of consideration shares and approximately $67,000 cash payment, both issuable and payable within 10 days of the JoyBox generating $500,000 in gross revenues;
$350,000 worth of consideration shares and approximately $67,000 cash payment, both issuable and payable within t10 days of the JoyBox generating $1-million in gross revenues.
All consideration shares issued in connection with the acquisition of JoyBox are subject to a 27-month voluntary escrow agreement between the selling shareholders of JoyBox and the company, with the first release of 25 per cent of the escrowed shares to be released 18 months from the closing date.
The parties expect the acquisition to close on or around Nov. 5, 2021.
"The acquisition of JoyBox Media is an important addition to the Wondr ecosystem, as their best-in-class viral content and campaign platform will dramatically enhance the customer reach of our NFT and rewards platforms. JoyBox has proven incredibly successful in enabling brands to understand and monetize the latest trends, platforms and strategies that are important to Gen-Z and the gaming community. Working with some of the most influential talents on Instagram and TikTok, JoyBox has aided banks, tech companies, some of the most popular musicians in North America and beyond in growing and monetizing their brands," stated Jon Dwyer, chairman and chief executive officer of Wondr Gaming.
"We are beyond excited about the endless opportunities for JoyBox to grow as part of the Wondr ecosystem. The natural synergies between Wondr and JoyBox are going to prove very successful as we expand our music, entertainment and sports campaigns/content, integrated with Wondr's NFT and loyalty programs. The innovation of blockchain technology is here, and we are thrilled to be building within the intersection of culture and technology alongside Wondr Gaming," stated Sam Park and Kamar Burke, co-founders of JoyBox Media.
About Wondr Gaming
Wondr Gaming, a publicly traded entertainment company on the Canadian Securities Exchange, builds partnerships and fosters community within the e-sports, professional sports and music industries through loyalty and rewards, non-fungible tokens, and its growing media business. Wondr Gaming generates revenue through brand partnerships hosted on its loyalty and rewards platform, the sale of NFTs focused on e-sports, professional sports and the music industry, and through media sales hosted on its variety of partner platforms.
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