/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION
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VANCOUVER, BC, Jan. 13, 2021 /CNW/ - TGS Esports Inc.
("TGS" or the "Company") (TSXV: TGS) (FRA: 5RH)
is pleased to announce a non-brokered private placement (the
"Offering") consisting of the issuance of up to 5,555,555
units (each, a "Unit") at a price of $0.18 per Unit for aggregate gross proceeds of
$1,000,000. Each Unit is comprised of
one common share (each, a "Share") and one non-transferrable
common share purchase warrant (each, a "Warrant"). Each
Warrant will entitle the holder thereof to acquire one Share (each,
a "Warrant Share") at a price of $0.25 per Warrant Share for a period of two years
from closing of the Offering, subject to acceleration in the event
that the Shares trade at or above $0.40 for ten consecutive trading days.
The proceeds from the Offering are expected to be used for
general working capital. Insiders of the Company are leading
participation in the Offering. Finder's fees may be payable in
connection with the Offering in accordance with the policies of the
TSX Venture Exchange (the "Exchange").
All securities issued in connection with the Offering will be
subject to a statutory hold period expiring four months and one day
after closing of the Offering. Completion of the Offering is
subject to a number of conditions, including, without limitation,
receipt of all regulatory approvals, including approval of the
Exchange.
None of the securities to be issued in connection with the
Offering will be or have been registered under the United States Securities Act of
1933, as amended (the "1933 Act"), and none may be
offered or sold in the United
States absent registration or an applicable exemption from
the registration requirements of the 1933 Act. This press release
is being issued pursuant to Rule 135c of the 1933 Act and shall not
constitute an offer to sell or a solicitation of an offer to buy,
nor shall there be any sale of the securities, in any state where
such offer, solicitation or sale would be unlawful.
About TGS Esports Inc.
TGS Esports Inc. is an organization focused on creating the
ultimate esports experience. TGS is made up of industry
professionals with 20+ combined years in the space of tournament
organization, league facilitation, and production. This experience
combined with the acquisition of Pepper allows TGS to offer a full
suite of tools needed for any player or tournament organizer in
esports. TGS is also the owner of Canada's first dedicated esports arena, The
Gaming Stadium, located in Richmond,
British Columbia, which opened in June 2019.
On behalf of the Board of Directors
"Spiro Khouri"
Spiro Khouri, CEO
TGS Esports Inc.
Disclaimer for Forward-Looking Information
Certain statements in this release are forward-looking
statements, which reflect the expectations of management regarding
the Company. Forward-looking statements consist of statements that
are not purely historical, including any statements regarding
beliefs, plans, expectations or intentions regarding the future,
including with respect to: the Offering, the proceeds of the
Offering, insider participation in the Offering and the use of the
proceeds of the Offering. Such statements are subject to risks and
uncertainties that may cause actual results, performance or
developments to differ materially from those contained in the
statements, including risks related to factors beyond the control
of the Company. The risks include the following: that the Ordering
may not be completed as set out herein, that the requisite
approvals for the Offering may not be received, the unknown
magnitude and duration of the effects of the COVID-19 pandemic and
other risks that are customary to transactions of this nature. No
assurance can be given that any of the events anticipated by the
forward-looking statements will occur or, if they do occur, what
benefits the Company will obtain from them.
Neither 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.
SOURCE TGS Esports Inc