Playground announces the acquisition of game development project “The Campaign”
Alpha Metaverse Technologies Inc. (CSE: ALPA) (FSE: 9HN) (OTC PINK: APETF) (“Alpha” or the “Company”) is pleased to announce that it has entered into a Letter of Intent (the “ LOI”) which contemplates the acquisition by Alpha of 100% of the issued and outstanding shares of Shape Immersive Entertainment Inc (“Shape”) in exchange for 14,840,000 shares of Alpha common stock and $1 million in cash. Shape was originally founded in 2018 and creates immersive experiences for leading Metaverse companies such as Red Bull ® the Olympics ® and RTFKT ® (recently acquired by Nike ® ). Shape is a leader in 3D NFTs, holograms, augmented and virtual reality, and game-to-win development. The Company’s obligations under the Letter of Intent are subject to the completion of satisfactory due diligence and the successful negotiation of a definitive agreement.
“The Shape team has a wealth of knowledge about the Metaverse and we look forward to working with them throughout the transaction process,” said Brian Wilneff, CEO of Alpha Metaverse.
“Shape has been pushing the boundaries of digital experiences for a number of years for many of the world’s leading brands,” said James Basnett, CEO of Shape. “Our talented group of Metaverse creators are excited to potentially partner with Alpha. We look forward to building our team faster and powering the future of Web3 gaming and game-to-win experiences.”
The Company is also pleased to announce that it has entered into an agreement with Research Capital Corporation, as Sole Agent and Sole Bookrunner (the ” Agent “), in connection with a negotiated private placement of up to 16,000,000 units of the Company (the ” Units “) at a price of $0.25 per unit (the ” Offer price “) for gross proceeds of up to $4,000,000 (the ” Offer “).
Each Unit will consist of one ordinary share of the Company (a ” Ordinary share “) and one common share purchase warrant (a ” To guarantee “). Each warrant may be exercised to acquire one additional common share (a ” Warrant Action “) at an exercise price of $0.40 per Warrant Share for a period of 24 months after Closing (as defined below).
The Agent will have an option (the ” Agent Option “) to offer for sale up to an additional 15% of the number of units offered under the offering or an additional 2,400,000 units at the offering price for gross proceeds of $600,000, which option of l agent may be exercised, in whole or in part, at any time up to 48 hours before Closing.
The Company intends to use the proceeds of the Offering for its business activities, working capital and general purposes.
It is expected that the securities for sale under the Offering will be offered by way of private placement in the provinces of British Columbia, Alberta and Ontario, and in such other jurisdictions as may be determined by the Company and the Agent, in each case, in accordance with applicable exemptions from prospectus requirements under applicable securities laws.
The Offering is expected to close on or around February 21, 2022, or such other date agreed between the Company and the Agent (the ” Closing” ), and is subject to certain conditions, including, but not limited to, obtaining all necessary regulatory and stock exchange approvals. The Units and other securities to be issued under the Offering will have a hold period expiring on the date that is four months and one day after the Closing.
In connection with the Offering, the Agent will receive an aggregate cash fee equal to 6.0% of the gross proceeds of the Offering (including in respect of any exercise of the Agent’s Option). In addition, the Company will grant to the Agent, on the date of Closing, the number of non-transferable broker warrants (the ” Brokerage vouchers “) equal to 6.0% of the total number of Units sold under the Offering (including with respect to any exercise of the Agent’s Option). Each Brokerage Warrant will entitle its holder to purchase one Unit at an exercise price equal to the offering price for a period of 24 months following closing. In addition, the Agent will also receive an aggregate cash financial consideration equal to 2.0% of the gross proceeds of the placement (including with respect to any exercise of the Agent’s Option), as well as being granted such number of warrants (the ” Corporate Finance Fee Warrants “) equal to 2.0% of the aggregate number of Units sold under the Offering (including with respect to any exercise of the Agent’s Option). company will allow the holder thereof to purchase one Unit at an exercise price equal to the Offering Price for a period of 24 months following closing.The Company will also pay the Agent an employment fee of $45,000 plus GST.
The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the ” U.S. Securities Law “), or any state securities law, and therefore may not be offered or sold in the United States except in compliance with the registration requirements of United States securities law and the requirements applicable to government securities or under exemptions therefrom This press release does not constitute an offer to sell or a solicitation to buy securities in any jurisdiction.
About Alpha Metaverse Technologies Inc.
Alpha Metaverse Technologies Inc. is a technology company that focuses on emerging industries in esports, mobile games, e-commerce and other high-growth opportunities. Through a strong portfolio of technology assets and products like GamerzArena, Alpha Metaverse Technologies brings unique mass appeal to modern gaming platforms. Learn more at: www.alphametaverse.com
On behalf of the Board of Directors
Chief executive officer
Certain statements contained in this press release constitute “forward-looking statements” within the meaning of applicable securities laws. All statements other than statements of historical fact contained in this press release, including, without limitation, those regarding the letter of intent, the ability to enter into a definitive agreement with, and to acquire all shares of Share, the conditions of the Offer, the expected closing date of the Offer, the use of the proceeds of the Offer, the Company’s strategy, plans, objectives, goals and targets, as well as that any statement preceded by, followed by or including the words “believe”, “expect”, “aim”, “intend”, “plan”, “continue”, “will”, “may”, ” would like”, “anticipate”, “estimate”, “expect”, “predict”, “project”, “seek”, “should” or similar expressions or their negative form, are forward-looking statements. These statements are not historical facts but rather represent only the Company’s expectations, estimates and projections regarding future events. These statements are not guarantees of future performance and involve assumptions, risks and uncertainties that are difficult to predict. Therefore, actual results may differ materially from what is expressed, implied or anticipated in such forward-looking statements. For example, the Company cannot enter into a definitive agreement with Shape, nor close the Offer, in either case as currently envisaged or at all. Other factors that could cause actual results, performance or achievements to differ materially include, but are not limited to, the risk factors discussed in the Company’s MD&A for the fiscal year most recent. Management provides forward-looking statements because it believes they provide useful information to investors in considering their investment objectives and cautions investors not to place undue reliance on forward-looking information. Accordingly, any forward-looking statements made in this press release are qualified by such cautionary statements and other cautionary statements or factors contained herein, and there can be no assurance that actual results or developments will be achieved or, even they are substantially achieved, that they will have the expected consequences or effects on the Company. These forward-looking statements are made as of the date of this press release, and the Company undertakes no obligation to update or revise them to reflect subsequent or other information, events or circumstances, except as required by law.
CSE has not reviewed, approved or disapproved of the contents of this press release