REG - Guild Esports PLC - Up to £1 million subscription

Guild EsportsAnnouncement

30/10/2023 07:15

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RNS Number : 6220R  Guild Esports PLC  30 October 2023

The information contained within this announcement is deemed by the Company to
constitute inside information stipulated under the Market Abuse Regulation
(EU) No. 596/2014, as retained as part of the law of England and Wales. Upon
the publication of this announcement via the Regulatory Information Service,
this inside information is now considered to be in the public domain.

 

Press Release

 

30 October 2023

 

Guild Esports PLC

 

("Guild Esports", "Guild", or "the Company")

 

Up to £1 million subscription by strategic investor

 

Guild Esports PLC (LSE: GILD; OTCQB: GULDF), a global gaming-focused media
business, is pleased to announce that it has signed a subscription letter with
an international esports, content creation and media brand ("the Brand") for
the Brand to subscribe for up to 200,000,000 new ordinary shares of £0.001
each in the capital of Guild ("Ordinary Shares") at a price of £0.005 per
Ordinary Share, to raise up to £1,000,000 before expenses.

 

The Brand subscribed for the Ordinary Shares in three tranches, payable
entirely in cash. The first two tranches are unconditional, with the first
tranche of £250,000 already subscribed for and the second tranche of
£250,000 due and payable on 30 October 2023. The third tranche of the
subscription is for £500,000 and is conditional on the negotiation and entry
into a wider commercial agreement between the Brand and Guild.

 

Guild expect that the synergies between the Company and the Brand will enhance
operational efficiencies and amplify value creation for stakeholders. The
shared vision and complementary capabilities of both companies position them
well to unlock growth, innovation, and market penetration. The Board
anticipates that both companies will explore avenues for how collaboration can
benefit each other's businesses, partners, audience footprint and generate
future value. The investment and proposed partnership are a continuation of
Guild's long-term strategy to establish itself as a leader within the esports,
media and gaming sector. The Company will make a further announcement on the
commercial agreement in due course.

 

Use of funds

The net proceeds of the subscription will provide Guild with additional
working capital which will be used to implement Guild's strategic drive for
its brand and services more deeply into the industry eco-system as well as to
facilitate international expansion. The Company intends to target new
geographical areas and audiences, with a particular focus on MENA. MENA is an
area of rapid growth for gaming and esports, estimated to have 87.9 million
gamers by 2026 (source: Statista, 2023), and acts as a geographic bridge
between Europe, Asia and Africa, all of which have growing gaming communities.
Regional governments are investing heavily in esports, with the Kingdom of
Saudi Arabia recently announcing the Esports World Cup, expected to have the
largest prize pool in esports history (source: Reuters, 2023). The Directors
of the Company believe that MENA offers the opportunity for rapid growth and
are keen for Guild to establish an immediate foothold in the region.

 

Prospectus and Admission

The Ordinary Shares to be issued to the Brand will rank pari passu in all
respects with the existing Ordinary Shares. However, Guild does not currently
have sufficient headroom for the Ordinary Shares issued and to be issued
pursuant to the subscription to be admitted to the Official List maintained by
the FCA and to trading on the London Stock Exchange PLC's Main Market without
the publication of a prospectus. The Company has therefore agreed with the
Brand that it will use its reasonable endeavours to procure admission of the
Ordinary Shares within 12 months of the first allotment, as permitted and
required by the Listing Rules.

 

The Company will prepare and, subject to approval by the FCA, publish
prospectus in due course. Once the prospectus has been published, application
will be made for the 200,000,000 new ordinary shares (assuming the
subscription becomes wholly unconditional) to be admitted, to be admitted to
the Standard List segment of the Official List and to trading on the Main
Market of the London Stock Exchange plc.

 

Shares and Total Voting Rights

Only the first tranche of shares has been subscribed for and therefore
following issue of those shares the total number of issued shares and total
number of voting rights will be 672,317,362. The Company does not hold any
shares in treasury.

 

Further announcements in respect of the second and third tranches will be made
in due course. However, assuming the subscription becomes wholly
unconditional, there are no other allotments (other than pursuant to the
subscription) and no shares are held in treasury, the total number of issued
shares and the total number of voting rights in the Company will be
822,317,362 following the completion of the subscription.

 

Arkios Limited acted as bookrunner to the placing and Guild's Special Advisor
to the Board, Stephen Duval, was integral to negotiating the deal.

 

Jasmine Skee, CEO of Guild Esports, commented: "This subscription marks a
significant milestone in Guild's journey and paves the way for exciting
opportunities ahead. There is immense international appetite for esports,
particularly in the MENA region which is rapidly emerging as an esports hub.
The investment is crucial to furthering our vision of becoming the leading
international esports and gaming-focused media brand and Guild looks forward
to deepening ties with a complementary business."

 

Stephen Duval, Special Advisor to the Board of Directors, Guild Esports: "This
deal is an exciting development for Guild. We believe the investment and
partnership (in due course) will work seamlessly within Guild's strategy to
solidify itself as a globally robust leader in the esports and gaming
ecosystem."

 

For further information please contact:

 Guild Esports
 Jasmine Skee                                               via Tancredi +44 207 887 7633

 Chief Executive
 Tennyson Securities
 Corporate Broker                                           +44 207 186 9030

 Peter Krens
 Tancredi Intelligent Communication

 Media Relations
 Helen Humphrey                                             +44 7449 226 720

 Charlie Hobbs                                              +44 7897 557 112

 Jasmine Gadhavi                                            +44 7931 435 236

 guild@tancredigroup.com (mailto:guild@tancredigroup.com)

 

About Guild Esports:

 

Guild Esports PLC is a global gaming-focused media business that fields
professional players in gaming competitions under the Guild banner. Our
in-house training academy aims to attract and nurture the best esports talent,
and our goal is to provide the ultimate entertainment experience alongside a
distinctive lifestyle brand authentic to the esports community worldwide.
Guild is led by an experienced management team of entertainment sector and
esports veterans and co-owned by David Beckham. The Company is headquartered
in the UK and its shares are listed on the Main Market of the London Stock
Exchange (ticker: GILD) and on the OTCQB Venture Market in the United States
(ticker: GULDF). Please visit www.guildesports.com
(http://www.guildesports.com) for more information.

 

Forward-looking statements

This Announcement includes forward-looking statements. These forward-looking
statements involve known and unknown risks and uncertainties, many of which
are beyond the Company's control and all of which are based on management's
current beliefs and expectations about future events. Forward-looking
statements are sometimes identified by the use of forward-looking terminology
such as "believe", "expects", "targets", "may", "will", "could", "should",
"shall", "risk", "intends", "estimates", "aims", "plans", "predicts",
"continues", "assumes", "positioned" or "anticipates" or the negative thereof,
other variations thereon or comparable terminology. These forward-looking
statements include all matters that are not historical facts. They appear in a
number of places throughout this Announcement and include statements regarding
the intentions, beliefs or current expectations of management or the Company
concerning, among other things, the results of operations, financial
condition, prospects, growth, strategies and dividend policy of the Company
and the industry in which it operates. In particular, the statements included
in the sections entitled "Risk Factors" and "Business" of this Announcement
regarding the Company's strategy, targets and expectations in respect of the
Company's expected revenue, profit, growth, accounting tax rates, and capital
expenditure upon the operating results of the Company as well as other
expressions of the Company's targets and expectations and other future events
or prospects are forward-looking statements.

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