YDX Innovation Corp. (TSXV:YDX) has entered into a definitive arm’s length share purchase agreement with BEAT Gaming Corp.
YDX Innovation Corp. (TSXV:YDX),(OTC:YDRMF),(FSE:A2PB03) (“YDX” or the “Company”), is pleased to announce that, further to its news releases of March 23 and March 31, 2020, the Company has entered into a definitive arm’s length share purchase agreement dated April 20, 2020 (the “Agreement”) with BEAT Gaming Corp. (“BEAT”) and the shareholders of BEAT (collectively, the “Vendors”), pursuant to which YDX has agreed to acquire all of the issued and outstanding shares BEAT from the Vendors (the “Transaction”). BEAT is a Toronto-based esports organizer and management company.
Regarding the Transaction, Daniel Japiassu, CEO of YDX Innovation stated: “We have ambitious plans for our esports initiatives and are looking forward to having the BEAT team on board. There are few esports event producers as experienced as BEAT and we are confident that our network can be a key element to expand their business opportunities, both for online and live events like our Game On Festival. We are also looking forward to bringing BEAT’s event management experience to our other areas like exhibitions and experience centers. The world is becoming more and more gamified and esports is influencing all live activations.”
Founded in 2011, BEAT is an experienced Canadian esports company that has organized internationally recognized events such as the Dota 2, Overwatch and PUBG BEAT Invitational. Since its creation, BEAT has organized over 30 professional and semi-pro esports events, which have reached over 40 million views globally. BEAT is one of the oldest and most established event organizers in Canada, having international experience and being one of the first third-party companies to receive authorization to organize Overwatch tournaments.
BEAT organized the first large scale Canadian Dota 2 event at the Bell Centre in Montreal, Quebec. Events organized by BEAT have received extensive coverage from outlets such as ESPN, TSN & Score esports and have had successful engagements with Blizzard Entertainment, Valve, Twitch, AMD, SteelSeries and more. In addition to organizing its own events, BEAT provides esports consulting, management and tournament organization services out of Toronto, Ontario, Canada.
“We are looking forward to joining the YDx family. YDx’s vision for creating vertically integrated immersive experiences resonated greatly with us and we can’t wait for the future,” stated Bill Elafros, director and co-founder of BEAT.
The terms of the Agreement are consistent with the terms of the letter of intent, as amended, which were announced on March 31, 2020, with the total consideration payable by YDX in connection with the Transaction being $640,000, consisting of: (i) cash consideration of $400,000 payable on the date which is thirteen (13) months from the closing of the Transaction, and (ii) stock consideration of $240,000 payable by the issuance of 4,000,000 shares in the capital of YDX on closing (the “Payment Shares”). Closing of the Transaction is subject to a number of conditions common to similar share purchase transactions, including approval from the TSX Venture Exchange (the “TSXV”).
On the closing of the Transaction, 75% of the Payment Shares will be subject to a voluntary hold period with 25% being released on closing without a voluntary hold period, 25% being subject to a voluntary hold period of two months from the date of closing, 25% being subject to a voluntary hold period of four months from the date of closing, and the remaining 25% being subject to a voluntary hold period of six months from the date of closing.
In connection with the Transaction, the Company has entered into a finder’s fee agreement dated April 20, 2020 with an arm’s length finder for the issuance of 925,000 shares in the capital of the Company (the “Finder’s Shares”) subject to the policies and the approval of the TSXV. When issued, the Finder’s Shares will be subject to a restricted period of four months and one day.
The Company anticipates that the Transaction will constitute an Expedited Transaction in accordance with the policies of the TSXV.
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. Developed as an all-in-one gamers haven featuring state-of-the-art free room tech right down to the most nostalgic gaming systems.
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 an interactive entertainment event that celebrates the video game universe. Designed for gamers, families and fans of all ages, this Festival is a fusion of culture, entertainment and fun through Interactive Exhibits, Game Arenas, eSports Tournaments, high impact collective experiences, among other fun activities, all brought together in one large exhibition-style event.
Director and CEO
email@example.com | www.ydxinnovation.com | www.youtube.com/ydreamsglobal
This news release may contain “forward-looking statements” within the meaning of applicable Canadian securities laws, including, without limitation: the closing of the Transaction; and the Company obtaining all consents and TSXV approvals in order to close. 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 Transaction, including: that the Company’s assumptions in making forward-looking statements may prove to be incorrect; adverse market conditions; the inability of YDX to complete the Transaction on the terms announced or at all; the inability of YDX to finance any necessary costs associated with the Transaction including the cash consideration; risks relating to the satisfaction of the conditions to closing the Transaction; that future results may vary from historical results; and that market competition may affect the outcome of the Transaction and the business. 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.