Vancouver, British Columbia--(Newsfile Corp. - August 15, 2024) - FansUnite Entertainment Inc. (TSX: FANS) (OTCQB: FUNFF) ("FansUnite" or the "Company") is pleased to announce that, further to its news release dated June 27, 2024, FansUnite completed the sale of all of the issued and outstanding shares of FansUnite US Inc. ("FansUS"), a wholly-owned subsidiary of FansUnite that carries on its Betting Hero business, to Hero Group Corp. (the "Purchaser") for an aggregate purchase price of US$37.5 million, adjusted on a cash-free, debt-free basis (the "Transaction").
As previously announced, the Purchaser is controlled 60% indirectly by Betting Hero's co-founders, Jai Maw and Jeremy Jakary (the "Betting Hero Co-Founders"), and 40% by GeoComply Solutions Inc.
Scott Burton, FansUnite's Chief Executive Officer, Director and Chairman of the board of directors (the "Board"), commented, "The completion of this sale represents the culmination of a tremendous amount of effort from the entire FansUnite team, and I am proud of what we have accomplished. I extend my sincere thanks to our shareholders for their support throughout this journey. I also want to acknowledge the exceptional efforts of our Board, advisors, and legal teams, whose dedication was vital in bringing this transaction to a close. We wish the Betting Hero and GeoComply teams continued success and look forward to exploring new opportunities that will create value for our shareholders."
TSX Delisting
In connection with the closing of the Transaction, the Company expects the Toronto Stock Exchange ("TSX") to delist the common shares of FansUnite on August 21, 2024 (the "Delisting") and accordingly trading of FanUnite's common shares will cease in the Canadian public market. The Company will apply to withdraw the quotation of its common shares from the OTCQB as soon as possible after the Delisting. The Transaction and the Delisting remain subject to final acceptance by the TSX.
Distribution
FansUnite is pleased to announce the distribution of a portion of the net proceeds of the Transaction (after payment or discharge of certain obligations and liabilities of FansUnite and FansUS, including those associated with the Transaction or otherwise) to its shareholders as a return of capital (the "Distribution").
The Distribution is expected to be an aggregate amount of C$26 million, and shareholders are expected to receive C$0.0725 per each common share held as of the record date. The record date to determine shareholders entitled to receive the Distribution will be at the end of business on August 26, 2024 in order to allow trades to settle following the Delisting. As a result, only shareholders of record on the date of the Delisting will be entitled to the Distribution. The payment date for the Distribution will be on or about August 29, 2024.
Key dates for the Delisting and Distribution are expected to be:
Delisting Date:
August 21, 2024
Distribution Record Date:
August 26, 2024
Distribution Payment Date:
August 29, 2024
FansUnite Following the Transaction
FansUnite expects to retain net cash of approximately C$500,000 to explore new business opportunities for the economic benefit of its shareholders who will continue to maintain their interest in FansUnite following completion of the Distribution.
Advisors and Counsel
Stifel acted as exclusive financial advisor to FansUnite, and BDO acted as independent valuator and financial advisor to the Special Committee. DLA Piper (Canada) LLP and DLA Piper LLP acted as FansUnite's Canadian and United States legal counsel. Laurel Hill Advisory Group acted as FansUnite's Shareholder Communications Advisor. Stikeman Elliot LLP acted as legal counsel to the Special Committee. Fenwick & West LLP acted as the Betting Hero Co-Founders' legal counsel. Blake, Cassels & Graydon LLP and Morrison & Foerster LLP acted as GeoComply's Canadian and United States legal counsel.
FORWARD-LOOKING STATEMENTS
This news release contains "forward-looking information" which may include, but is not limited to, information with respect to the activities, events or developments that FansUnite expects or anticipates will or may occur in the future. Such forward-looking information is often, but not always, identified by the use of words and phrases such as "plans," "expects," "is expected," "budget," "scheduled," "estimates," "forecasts," "intends," "anticipates," or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may," "could," "would," "might" or "will" be taken, occur or be achieved. Such forward-looking information includes, among other things, information regarding: the anticipated Distribution of approximately C$0.0725 per common share in the capital of FansUnite, and the anticipated timing for completion of the Delisting, withdrawal from the OTCQB designation and the Distribution. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to FansUnite. Although such statements are based on assumptions management considers reasonable, there can be no assurance: (i) that FansUnite will voluntarily delist its common shares from the TSX and withdraw from the OTCQB designation; (ii) that the proposed Distribution will be made; or (iii) if the proposed Distribution is made, as to the amount or terms of such Distribution.
Forward-looking information contained in this news release is based on certain factors and assumptions regarding, among other things, the completion of the Delisting and withdrawal from the OTCQB designation and that the Distribution will be made. While FansUnite considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. Forward looking information involves known and unknown risks, uncertainties and other risk factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such risks include risks related to increased competition and current global financial conditions, access and supply risks, reliance on key personnel, operational risks, regulatory risks, capitalization and liquidity risks. Although FansUnite has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. FansUnite undertakes no obligation, except as otherwise required by law, to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors change.
The TSX has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.
