YDX Innovation Corp. has entered into an amendment agreement to its letter of intent to acquire the issued and outstanding shares of BEAT Gaming Corp.
YDX Innovation Corp. (TSXV:YDX, OTC:YDRMF, FSE:A2PB03) (“YDX” or the “Company”), is pleased to announce that the Company has entered into an amendment agreement (the “Amendment”) to its letter of intent to acquire the issued and outstanding shares of BEAT Gaming Corp. (“BEAT”) previously announced in the Company’s news release of March 23, 2020.
Pursuant to the Amendment, the aggregate cash consideration payable by the Company has been reduced to $400,000, which amount will not be payable until the date which is 13 months from the closing of the proposed transaction and the parties have increased the stock consideration from 3 million shares to 4 million shares.
Daniel Japiassu, CEO of YDX Innovation stated, “The Company is pleased to be able to reduce its overall cash payment obligations in respect of the proposed acquisition of BEAT and to have extended the deadline for payment. Despite the current uncertainty in the financial markets and the associated challenges in raising capital resulting from the COVID-19 crisis, the Company believes it is in a positive position to leverage its share capital for this strategic acquisition which is intended to augment the existing and growing esports division of YDx.”
Other than the Amendment in respect of the consideration payable for the acquisition, the remaining terms and conditions of the letter of intent remain. The letter of intent is non-binding and provides for an exclusivity period of 90 days during which time the parties have agreed to work together to sign a definitive agreement within 60 days.
As part of the transaction, and on the closing thereof, the Company anticipates the payment of a finder’s fee to an arm’s length finder. The Company expects that such finder’s fee may be comprised of shares of the Company. Any finder’s fee agreement and payment thereunder will be subject to the policies of the TSX Venture Exchange (the “Exchange”) and the approval thereof.
The acquisition of BEAT is anticipated to be an Expedited Acquisition under the policies of the Exchange. The acquisition is subject to routine conditions precedent for similar transactions, including entry into a binding definitive agreement, approval by the Exchange and respective due diligence.
About YDX Innovation
YDX Innovation Corp. (TSXV- YDX :: www.ydxinnovation.com) is a technology company that develops products and services and is an expert in immersive technologies like Augmented and Virtual Reality, eSports events and Interactive Exhibitions under the following three divisions:
Arkave VR Arena – https://sales.arkavevr.com/ – a gaming platform that brings the most immersive Virtual Reality experience to Location Based venues with a highly scalable business model.
YDreams Global – www.ydreamsglobal.com – have developed over 1,300 interactive experiences for clients all over the world such as Disney, NBA, Adidas, Cisco, Nokia, Nike, Mercedes-Benz, Coca-Cola, Santander, AmBev, Qualcomm, Unilever, City of Rio and Fiat.
Game On Festival – www.gameonfestival.com – is a new event under development by the Company that combines eSports Tournaments with a large Interactive Exhibition about the videogame industry and its history.
Director and CEO
This news release may contain “forward-looking statements” within the meaning of applicable Canadian securities laws, including, without limitation: the entry into a definitive agreement, the closing of the proposed transaction, receipt of stock exchange approval, the introduction of new products, and the intention to expand business through organic growth and future acquisitions based on revenue, margins and EBITDA. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties, and contingencies. These statements generally can be identified by the use of forward-looking words such as “may”, “should”, “will”, “could”, “intend”, “estimate”, “plan”, “anticipate”, “expect”, “believe” or “continue”, or the negative thereof or similar variations. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause future results, performance or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. The Company’s statements expressed or implied by these forward-looking statements are subject to a number of risks, uncertainties, and conditions, many of which are outside of the Company’s control, and undue reliance should not be placed on such statements. Forward-looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding the proposed acquisition, including: that the Company’s assumptions in making forward-looking statements may prove to be incorrect; adverse market conditions, including those arising due to uncertainties surrounding the current COVID-19 pandemic; the inability to finance future growth and cash payments under the agreement; that future results may vary from historical results; and that market competition may affect the outcome of the business, results and financial condition of the Company. Except as required by securities law, the Company does not assume any obligation to update or revise any forward-looking statements, whether as a result of new information, events or otherwise.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.