Positions ESE as One of the Largest Global
Esports Infrastructure Companies
- Transaction anticipated to make ESE one of the largest esports
infrastructure companies in the world, "bridging" esports companies
with their fans and customers.
- In 2020, WPG generated revenue in excess of $14,000,000.
- The Transaction will add WPG's existing client base to ESE.
Clients of WPG's subsidiary, WPG Racing Solutions, include one of
the largest esports companies in the world, and one of the largest
sports organizations.
- Acquisition will deliver on core strategic priorities of (1)
increasing revenue, (2) expanding tier-1 client base, (3)
strengthening technology stack, (4) expanding operational
geography, (5) adding experienced executives to our Management, and
(6) increasing platform scalability through WPG's nearly 100
staff.
VANCOUVER, BC, Feb. 16, 2021 /CNW/ - ESE Entertainment
Inc. (TSXV: ESE) (OTCQB: ENTEF) (the "Company" or
"ESE") is excited to announce that it has entered into a
binding share purchase agreement (the "Agreement") to
acquire 51% of the business of World Phoning Group Inc., Encore
Telecom Inc., and their two European operating subsidiaries, WPG
Racing Solutions and Foresight Resolutions (collectively,
"WPG"), to further develop ESE's robust esports and
entertainment infrastructure business.
Under the terms of the Agreement, all of the assets of WPG will
be rolled into a newly incorporated Canadian company, World
Performance Group (the "Corporation"). Upon completion of
the Agreement, ESE will acquire 51% of the issued and outstanding
shares of the Corporation (the "Transaction"). The purchase
price will consist of (i) $138,019 in
cash payable on the closing of the Transaction (the
"Closing"), (ii) 585,156 common shares of the Company (each,
a "Common Share") issuable on Closing and (iii) 6,664,845
Common Shares to be released in monthly installments over the 36
months following the Closing. Pursuant to the Agreement, ESE has
also agreed to make an investment of $750,000 in the Corporation.
ESE will have the option to acquire the remaining 49% of the
issued and outstanding shares of the Corporation at any time within
34 months following the Closing by (i) paying $624,613 in cash and (ii) issuing 2,500,000
Common Shares.
WPG's principal, Wayne Silver,
will continue to serve as the Corporation's CEO going forward,
integrating his team and infrastructure into ESE's existing
operations. Mr. Silver will also serve as an advisor to ESE's
board, bringing his experience and extensive network to the
Company.
WPG is an enhanced solutions provider operating an
infrastructure business for management of fan engagement for OTT
& esports. WPG's team provides solutions in 10+ languages and
works with its customers to build new and improved B2C & B2B
processes that align with customers' brands, boost retention,
enhance fan interaction, improve ROI and increase sales and profit
margins. WPG provides bespoke, omni-channel solutions that
encompass the traditional channels (voice, chat and email), social
media channels (Twitter and Facebook) and embrace new community
channels (Discord, Reddit, etc.) used by millennials and many of
today's younger fans and Generation Z. In addition, WPG offers
out-sourced network services, including B2B and B2C services, and a
global telecom network through Encore Telecom Inc.
Key Transaction Highlights
The Transaction will allow ESE to leverage WPG's robust
infrastructure and expand ESE's offerings to the esports industry.
Through the Transaction, ESE will be adding a senior operations
team that have worked for some the world's leading brands. The team
will provide services that bridge the gap between esports leagues
and organizations, and their fans and customers. ESE believes this
acquisition is critical in providing the process and infrastructure
for esports growth, gaming, and its planned expansion.
Upon completing the Transaction, the Corporation will expand its
operations into ESE's offices in Warsaw to capitalize on the synergies for
growth between each other's existing customer bases.
The Transaction is anticipated to make ESE one of the largest
esports infrastructure companies in the world through newly
acquired clients, revenue, staff and geographic operations. In
2020, WPG demonstrated strong revenue in excess of $14,000,000.
Konrad Wasiela, CEO of ESE
commented, "The WPG acquisition is a cornerstone to our expansion
plan. We have added a large, experienced team in Europe, which is part of our goal of becoming
a global leader in the space. We are excited to add a veteran
executive team led by WPG Founder, Wayne
Silver. We hope to soon start to benefit from the many
expected synergies between our businesses. Collectively, we are
hyper-focused on revenue growth and increasing margins. This is
just the beginning, and we are excited to scale both businesses and
continue achieving corporate milestones."
Wayne Silver, CEO of
WPG commented, "I am thrilled to join Mr. Wasiela and believe
in his vision to grow ESE into a billion-dollar company. We both
agree that the best way to enhance shareholder value and future
stock appreciation is to maintain ESE's tightly controlled share
structure and substantial cash resources. Mr. Wasiela believes
infrastructure is key to the industry's long-term success and has
committed to providing the Corporation with the necessary resources
to expand and acquire companies under the ESE umbrella. I'd like to
thank my tremendous team and am looking forward to the next phase
of rapid growth with ESE."
Closing of the Transaction is subject to customary closing
conditions, including TSX Venture Exchange approval.
About ESE
ESE is a Europe based entertainment and technology
company focused on gaming, particularly on esports. ESE consists of
multiple assets and world-class operators in the gaming and esports
industries. Capabilities include physical infrastructure,
broadcasting, global distribution for gaming and esports-related
content, advertising, sponsorship support, and a growing esports
team franchise, K1CK Esports. ESE is focused on bridging
Europe, Asia and North
America. | www.ese.gg
About WPG
WPG is a Canadian and European based
infrastructure business for management of fan engagement for OTT
& esports. WPG works with its customers to build new and
improved B2C & B2B processes that align with the customer's
brand, boost retention, enhance off-site fan interaction, and
improve ROI. WPG provides bespoke, omni-channel solutions, that
encompass the traditional channels (voice, chat, email), social
media channels (Twitter, Facebook) and embracing new community
channels (Discord, Reddit, etc.), used by millennials and many of
today's younger fans and Generation Z. | www.wpgrs.org
Forward-Looking Statements
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 ESE
anticipates or expects may or will occur in the future (in whole or
in part) should be considered forward-looking information. Such
information may involve, but is not limited to, statements with
respect to (i) the Transaction and the timing for its completion;
(ii) the satisfaction of closing conditions which include, without
limitation, obtaining the necessary approvals from the TSX Venture
Exchange, (iii) the effect of the Transaction on the parties,
including the growth prospects of ESE following the Transaction;
and (iv) the anticipated benefits associated with the Transaction.
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 information is based on currently
available competitive, financial and economic data and operating
plans, strategies or beliefs as of the date of this news release,
but involve known and unknown risks, uncertainties, assumptions and
other factors that may cause the actual results, performance or
achievements of ESE to be materially different from any future
results, performance or achievements expressed or implied by the
forward-looking information. Among other things, there can be no
assurance that the Transaction will be completed or that the
anticipated benefits from the Transaction will be achieved. Such
factors may be based on information currently available to ESE,
including information obtained from third-party industry analysts
and other third-party sources, and are based on management's
current expectations or beliefs regarding future growth, results of
operations, future capital (including the amount, nature and
sources of funding thereof) and expenditures. Any and all
forward-looking information contained in this press release is
expressly qualified by this cautionary statement. Trading in the
securities of ESE should be considered highly speculative.
Neither the TSX Venture Exchange nor its Regulation Services
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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SOURCE ESE Entertainment Inc.