ESE announced that it has completed its acquisition of 100% of the shares of European Esports Media Company, Frenzy. Frenzy is a media and production infrastructure company focused on the video game industry, which creates and executes esports and gaming events, broadcasts, and other forms of content. Frenzy’s key personnel have agreed to continue to run the operations of Frenzy after closing the deal to ensure continuous business operations and a smooth transfer of Frenzy’s business to ESE.
“This transaction is another example of our team’s ability to execute a calculated growth strategy by utilizing strategic acquisitions that can add value and accretion to ESE,” said Konrad Wasiela, CEO of ESE. “Completing the Frenzy acquisition will allow us to immediately accelerate our growth plans. Our teams have already hit the ground running and it is clear that our combined capabilities and resources are synergistic and primed for growth.”
Under the terms of the share purchase agreement dated October 21, 2021, ESE acquired 100% of the issued and outstanding shares of Frenzy. The purchase price consisted of (i) roughly $925K in cash payable on the closing of the transaction, subject to a customary working capital adjustment; (ii) about $925K in cash payable six months following the closing; (iii) 656,606 common shares of the company issuable on closing; and (iv) up to 1,363,720 common shares to be released in four equal installments every 6 months, with the first installment being issuable on the last day of Frenzy’s second full fiscal quarter following the closing.
The agreement will also contain an earn-out. If Frenzy does not achieve certain revenue-based milestones during the earn-out period, the number of Earn-Out Shares issuable will be reduced proportionately. ESE has also agreed to discharge a loan owed by Frenzy in the amount of almost $92K concurrently with the closing.
(All information was provided by MarTech Series)
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