/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
TORONTO, Aug. 5, 2020 /CNW/ - Score Media and Gaming Inc.
("theScore" or the "Company") (TSXV: SCR) is pleased to announce
that it has entered into an agreement with a syndicate of
underwriters led by Canaccord Genuity Corp. and Eight Capital
(collectively, the "Underwriters"), pursuant to which the
Underwriters have agreed to purchase, on a bought deal basis,
38,500,000 Class A Subordinate Voting Shares of the Company
("Offered Shares") at a price of $0.65 per Offered Share (the "Issue Price") for
gross proceeds to the Company of $25
million (the "Offering").
In addition, theScore has granted the Underwriters an option,
exercisable at any time, in whole or in part, until the date that
is 30 days following the closing of the financing, to purchase up
to an additional 5,775,000 Class A Subordinate Voting Shares of the
Company solely to cover over-allotments, if any, and for market
stabilization purposes. In the event the over-allotment option is
exercised in full, the aggregate gross proceeds of the Offering
will be $28.8 million.
theScore intends to use the net proceeds from the Offering for
working capital and general corporate purposes, including funding
the continued growth and development of its gaming operations in
the United States and Canada.
The Offering will be conducted by way of a short form prospectus
to be filed in all the provinces of Canada, excluding Quebec, and elsewhere on a private placement
basis in sales exempt from applicable prospectus and/or
registration requirements. The Offering is scheduled to close on or
about August 25, 2020 and is subject
to customary closing conditions, including listing of the Offered
Shares on the TSX Venture Exchange and any required approvals of
the exchange and applicable securities regulatory authorities.
The Offered Shares 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. Accordingly,
the Offered Shares may not be offered or sold within the United States, its territories or
possessions, any state of the United
States or the District of
Columbia (collectively, the
"United States") except in transactions exempt from the
registration requirements of the U.S. Securities Act and applicable
state securities laws. This press release does not constitute an
offer to sell or a solicitation of an offer to buy any Offered
Shares within the United
States.
About Score Media and Gaming Inc.
Score Media and
Gaming Inc. empowers millions of sports fans through its digital
media and sports betting products. Its media app 'theScore' is one
of the most popular in North
America, delivering fans highly-personalized live scores,
news, stats, and betting information from their favorite teams,
leagues, and players. The Company's sports betting app 'theScore
Bet' delivers an immersive and holistic mobile sports betting
experience and is currently available to place wagers in
New Jersey. Publicly traded on the
TSX Venture Exchange (SCR), theScore also creates and distributes
innovative digital content through its web, social and esports
platforms.
Forward-Looking Statements
Statements made in this news release that relate to future
plans, events or performances are forward-looking statements. Any
statement containing words such as "may", "would", "could", "will",
"believes", "plans", "anticipates", "estimates", "expects" or
"intends" and other similar statements which are not historical
facts contained in this release are forward-looking, and these
statements involve risks and uncertainties and are based on current
expectations. Forward‐ looking statements include, without
limitation, statements regarding the expected timing and completion
of the Offering and the anticipated use of proceeds of the
Offering. Such statements reflect theScore's current views with
respect to future events and are subject to certain risks,
uncertainties and assumptions. Many factors could cause the
Company's actual results, performance or achievements to be
materially different from any future results, performance or
achievements that may be expressed or implied by such forward
looking statements, including among other things, those which are
discussed under the heading "Risk Factors" in the Company's current
Annual Information Form dated October 23,
2019 as filed with applicable Canadian securities regulatory
authorities and available on SEDAR under the Company's profile at
www.sedar.com and elsewhere in documents that theScore files from
time to time with such securities regulatory authorities, including
its relevant Management's Discussion & Analysis of the
financial condition and results of operations of the Company.
Should one or more of these risks or uncertainties materialize, or
should assumptions underlying the forward-looking statements prove
incorrect, actual results could differ materially from the
expectations expressed in these forward-looking statements. The
Company does not intend, and does not assume any obligation, to
update these forward-looking statements except as required by
applicable law or regulatory requirements.
SOURCE Score Media and Gaming Inc.