Enthusiast Gaming Holdings Inc. (TSX: EGLX) (“
Enthusiast
Gaming” or the “
Company”), a leading
gaming and media company, announced today that it has received a
$20 million four-year non-revolving term loan (the “
Term
Loan”). The financing was arranged pursuant to a credit
agreement (the “
Credit Agreement”) with lenders
(the “
Lenders”) led by Beedie Investments Ltd.
(“
Beedie Capital”), which is also the
administrative and collateral agent.
“This strategic investment significantly
bolsters our financial position, providing $20 million of
additional liquidity, which will enable us to accelerate our vision
of uniting gaming enthusiasts globally and delivering exceptional
value to our partners and communities,” said Adrian Montgomery,
Interim CEO & Chairman of the board of directors (the
“Board”) of Enthusiast Gaming. “We are delighted
to partner with Beedie Capital, whose reputation and successful
history of supporting high-growth companies is unmatched.”
“With the operations of the Company now
effectively self-sustaining, we expect this extra capital to unlock
significant growth opportunities. We appreciate the support of
Beedie Capital and the Lenders, who share our confidence in the
future of Enthusiast Gaming’s business model,” said Felicia
DellaFortuna, CFO of Enthusiast Gaming.
“After a thorough evaluation of Enthusiast
Gaming’s business model, market position, and growth potential, we
are confident in their trajectory,” said David Bell, Managing
Director, Beedie Capital. “Enthusiast Gaming has successfully built
one of the largest and most engaged audiences in the gaming media
sector. We are excited to support their continued expansion and
innovation in this dynamic industry.”
Terms of the Term Loan and Warrant Issuance
The Term Loan bears interest at a fixed rate of
14.0% per annum calculated and payable monthly in arrears.
Enthusiast Gaming will have the option until January 31, 2025 to
pay the monthly interest in-kind (“PIK Interest”)
by adding accrued interest for that month to the outstanding
principal amount of the Term Loan, which PIK Interest will accrue
interest compounded monthly and be added to the outstanding
principal amount of the Term Loan. After January 31, 2025, interest
must be paid in cash for the remainder of the loan’s term to
maturity. In addition, each Lender shall be entitled, upon notice
to the Company, but subject to obtaining, if applicable, stock
exchange and/or shareholder approval, to elect to convert all or
any portion of their respective pro-rata share of the PIK Interest
into common shares of the Company (“Common
Shares”) at a price equal to the Market Price (as defined
in TSX policy) of the Common Shares immediately prior to conversion
on the Toronto Stock Exchange (“TSX”). Enthusiast
Gaming has paid Beedie Capital a commitment fee equal to 2.0% of
the total amount of the Term Loan. Subject to the terms of the
Credit Agreement, the Term Loan will have a term of four years from
the date of the close of the Term Loan and may be prepaid, subject
to certain conditions including the payment of applicable
prepayment fees.
In connection with the Term Loan, Enthusiast
Gaming has issued to the Lenders in aggregate 37,037,037 common
share purchase warrants (“Warrants”), at an
exercise price of $0.135, equal to a 15% premium to the five
consecutive trading day volume-weighted average price of the Common
Shares on July 11, 2024. The Warrants will not be listed on any
exchange. Each Warrant is exercisable to purchase one Common Share
and will expire on July 12, 2029.
While there is at least $2.5 million under the
Term Loan outstanding to Beedie Capital or if Beedie Capital owns,
directly or indirectly, 10% or more of the issued and outstanding
Common Shares of Enthusiast Gaming on a partially-diluted basis,
Beedie Capital will be entitled to have an observer attend each
meeting of Enthusiast Gaming’s Board and those of certain
subsidiaries. Should Beedie Capital own at least 10% of the issued
and outstanding Common Shares, calculated on a non-diluted basis,
it shall be entitled to nominate a representative to the Board for
the period it continues to hold at least 10% of the Common Shares.
Further, while there is at least $2.5 million under the Term Loan
outstanding to Beedie Capital or for so long as Beedie Capital
owns, directly or indirectly, 10% or more of the issued and
outstanding Common Shares of Enthusiast Gaming on a
partially-diluted basis, Beedie Capital will be entitled to a
pre-emptive right in connection with certain future equity
financings by the Company to allow it to maintain its pro-rata
ownership level in the Company determined on a partially-diluted
basis.
The Term Loan will be guaranteed by certain
Canadian and U.S. subsidiaries of the Enthusiast Gaming and secured
by a second ranking security interest over substantially all of the
assets of Enthusiast Gaming and the guarantor subsidiaries.
Proceeds from the Term Loan will be used by
Enthusiast Gaming for growth capital and working capital
purposes.
The Term Loan will be subordinated to the
Company’s existing non-revolving term facility and operating line
with its senior lender (the “Senior Lender”)
provided under an amended and restated commitment letter among the
Company, as borrower, certain Canadian and U.S. subsidiaries of the
Company, as guarantors, and the Senior Lender (the
“Existing Senior Commitment
Letter”). In connection with the Term Loan, the Company
and its guarantor subsidiaries have entered into a second amendment
of the Existing Senior Commitment Letter with the Senior Lender. In
connection with the amendment, the Senior Lender also provided the
Company with a waiver affirming the Company’s compliance with the
terms of the Existing Senior Commitment Letter.
A copy of the Credit Agreement will be available
under the Company's profile on SEDAR+ at www.sedarplus.ca.
Advisors
Canaccord Genuity Corp. acted as financial
advisor and Norton Rose Fulbright Canada LLP acted as legal counsel
to Enthusiast Gaming. Dentons Canada LLP acted as legal counsel to
Beedie Capital.
About Enthusiast Gaming
Enthusiast Gaming Holdings Inc. (TSX: EGLX) is a
leading gaming media and entertainment company, building the
largest platform for video game enthusiasts and esports fans to
connect and compete worldwide. Combining the elements of its five
core pillars: creators, content, communities, games, and
experiences, Enthusiast Gaming provides a unique opportunity for
marketers to create integrated brand solutions to connect with
coveted Gen Z and Millennial audiences. Through its proprietary mix
of digital media, content and gaming assets, Enthusiast Gaming
continues to grow its network of communities, reflecting the scale
and diversity of gaming enthusiasts today.
About Beedie Capital
Beedie Capital is a multi-strategy direct
investment platform that manages the alternative investments for
Beedie, one of the largest private companies in Western Canada. It
deploys capital using a flexible, evergreen mandate, and applies a
highly agnostic approach to the duration, structure and size of its
investments. Beedie Capital combines the strategic capabilities of
an institutional investment platform with the flexibility and
entrepreneurial mindset of a privately owned business.
Beedie Capital invests in any sector, with a
core focus on Technology, Tech-enabled Services, and Metals and
Mining, and seeks to grow its invested capital alongside the
enterprise value of its investments. For further information on
Beedie Capital, please visit www.beediecapital.com.
Contacts
Enthusiast Gaming: Felicia DellaFortuna, Chief Financial
OfficerInvestors: investor@enthusiastgaming.com Media:
press@enthusiastgaming.com
Forward Looking Statements
This news release contains certain statements
that may constitute forward-looking information under applicable
securities laws. All statements, other than those of historical
fact, which address activities, events, outcomes, results,
developments, performance or achievements that Enthusiast Gaming
anticipates or expects may or will occur in the future (in whole or
in part) should be considered forward-looking information. Often,
but not always, forward-looking information can be identified by
the use of words 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 statements formed in the
future tense or indicating that certain actions, events or results
“may”, “could”, “would”, “might” or “will” (or other variations of
the forgoing) be taken, occur, be achieved, or come to pass.
Forward-looking statements in this news release include, but are
not limited to statements regarding the use of proceeds of the Term
Loan, future Common Share issuances to satisfy amounts owed under
the Term Loan, future approvals of the TSX, statements regarding
Beedie Capital’s observer status and nomination rights with respect
to the Board, certain commitments and statements regarding the
Company’s obligations under the Credit Agreement, and the Company’s
strategy and expectations relating to the financial performance and
the financial results of future periods.
Forward-looking statements are based on
assumptions and analyses made by the Company in light of its
experience and its perception of historical trends, current
conditions and expected future developments, including, but not
limited to, expectations and assumptions concerning: interest and
foreign exchange rates; capital efficiencies, cost saving and
synergies; growth and growth rates; the success in the esports and
gaming media industry; the Company’s growth plan, and judgment
applied in the application of the Company’s accounting policies and
in the preparation of financial statements in accordance with
applicable financial reporting standards; uncertainties and
assumptions regarding future approvals of shareholders, the TSX or
third parties. While Enthusiast Gaming considers these assumptions
to be reasonable, based on information currently available, they
may prove to be incorrect. Readers are cautioned not to place undue
reliance on forward-looking statements. In addition,
forward-looking statements necessarily involve known and unknown
risks, including, without limitation, risks associated with general
economic conditions; adverse industry events; and future
legislative, tax and regulatory developments. Readers are cautioned
that the foregoing list is not exhaustive. For more information on
the risks, uncertainties and assumptions that could cause
anticipated opportunities and actual results to differ materially,
please refer to those factors discussed in greater detail under the
“Risk Factors” section in Enthusiast Gaming’s annual information
form for the year ended December 31, 2023, which is available under
our profile on SEDAR+ at www.sedarplus.ca. Readers are further
cautioned not to place undue reliance on forward-looking statements
as there can be no assurance that the plans, intentions or
expectations upon which they are placed will occur. Such
information, although considered reasonable by management at the
time of preparation, may prove to be incorrect and actual results
may differ materially from those anticipated. Forward-looking
statements contained in this news release are expressly qualified
by this cautionary statement and reflect our expectations as of the
date hereof, and thus are subject to change thereafter. Enthusiast
Gaming disclaims any intention or obligation to update or revise
any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
applicable law.
Neither the TSX nor its Regulation Services Provider (as that
term is defined in policies of the TSX) accepts responsibility for
the adequacy or accuracy of this release.
Enthusiast Gaming (TSX:EGLX)
過去 株価チャート
から 7 2024 まで 8 2024
Enthusiast Gaming (TSX:EGLX)
過去 株価チャート
から 8 2023 まで 8 2024