Intema to Acquire Team BH Esports Team

Intema to Acquire Team BH Esports Team
  • Intema signs letter of intent to acquire Team BloodHounds Inc., owner of the Team BH esports team
  • As of May 2021, Team BH influencers had a combined 8.8 million followers across their three main platforms YouTube, Instagram & Twitter
  • Team BH is the second most-followed esports brand based out of Canada and is one of the most influential Fortnite teams in North America, with a current total brand following of 775,000+ people across YouTube, Instagram & Twitter
  • Fast-growing esports market projected to reach US$1.86 billion by 2026 at a CAGR of 15.1%1

MONTREAL, June 22, 2021 (GLOBE NEWSWIRE) — Intema Solutions Inc. (“Intema” or the “Corporation”) (TSXV: ITM, OTCMKTS: ITMZF) is thrilled to announce that it has entered into an arm’s length letter of intent dated June 21, 2021, with Matteo Di Penta with respect to a proposed transaction (the “Proposed Transaction”) whereby Intema will acquire all of Mr. Di Penta’s interest in the capital of Team BloodHounds Inc. (“TBH”). In turn, Mr. Di Penta will ensure that the other TBH shareholders (collectively with Mr. Di Penta, the “TBH Shareholders”) sell all of their TBH Securities to Intema. Mr. Di Penta holds 95% of all the issued and outstanding securities of TBH, directly and indirectly.

“The acquisition of Team BH brings another major complementary component to our esports ecosystem,” said Laurent Benezra, President and CEO of Intema. “Matteo built Team BH in 2018 from scratch and has grown it rapidly to 23 influencers/players and counting, with a combined 8.8 million followers across all of its influencer platforms. Team BH is known as the second most-followed Fortnite esports team out of Canada, with 775,000+ followers across its main social platforms. It has also been successful at promoting its brand through collaborations and sponsorships with leading brands such as Roots, Champion and G Fuel Energy, generating increased revenue over the years. We believe that Team BH will play a large-scale role in Intema’s future success.”

“Team BH strives to establish itself as a recognized esports leader and we believe that Intema, through its new ecosystem, will help us attain that goal,” said Matteo Di Penta, Founder and CEO of Team BloodHounds Inc. “This transaction will create numerous opportunities for Team BH to grow its fan base, promote its brand and contribute to Intema’s accomplishments, as we will now have access to expertise from complementary businesses and activities such as esports tournaments and betting as well as advertising.”

Fortnite is an online video game developed by Epic Games that was released in 2017. Fortnite is a hugely popular free-to-play battle royale game that puts up to 100 players against each other in a fight to the death. The game is played by amateurs and professionals alike offering numerous game modes for every type of player, with the top players competing in tournaments across the world. The cumulative prize pool for Fortnite competitions stood at US$7.88 million in 2020, making it one of the biggest cumulative esports prize pools among online games that year2.

Proposed Transaction Summary

The letter of intent stipulates that the Corporation and the TBH Shareholders will negotiate and enter into a definitive agreement with respect to the Proposed Transaction (the “Definitive Agreement“) providing for Intema to acquire all of the issued and outstanding shares of TBH Securities for a consideration of up to CA$621,000 (the “Purchase Price”), subject to adjustment, payable to the TBH Shareholders on a pro rata basis in accordance with their interests in TBH.

Intema will pay a cash consideration of CA$121,000, the whole to be disbursed as follows:

  (i) On the closing date of the Proposed Transaction (the “Closing Date”), Intema will pay CA$60,500 to the TBH Shareholders; and
  (ii) Three months after the closing date, Intema will pay CA$60,500 to the TBH Shareholders.

The balance of CA$500,000 will be payable through the issuance of 1,000,000 Intema common shares (each a “Share”) at a deemed price of $0.50 per Share. In addition to any mandatory hold period, the Shares issued on the Closing Date will be subject to the following voluntary resale restrictions:

  (i) 25% of the shares will be subject to a resale restriction of nine months after the Closing Date;
  (ii) 25% of the shares will be subject to a resale restriction of 12 months after the Closing Date; and
  (iii) The final tranche of 25% of the shares will be subject to a resale restriction of 15 months after the Closing Date.

The purchase price has been negotiated on a cash-free, debt-free basis. Any debt outstanding, net of cash at the closing date, will be subject to an adjustment of the cash payable at the closing date.

The Proposed Transaction is subject to completion of mutual due diligence, execution of a Definitive Agreement and the approval of the TSX Venture Exchange.

About Intema
Intema stands at the forefront of esports and iGaming with a collection of valued assets that deliver a fast-paced, diverse array of entertainment securing our leadership position in the industry. We thrive on connecting our users to gaming platforms that bring action, thrilling outcomes and endless enjoyment. And we seamlessly connect partners to our robust communities by intelligently using data to ensure maximum engagement and reward for all. Our current ecosystem includes HypeX, Advertiise, TheSMACK, and eFlyerMaker. For more information, please visit our corporate website at intema.ca

About HypeX.gg
On the retail side HypeX.gg is an esports tournament and social platform. On the commercial side HypeX is a next-gen advertising platform specializing in endemic and non-endemic advertising opportunities. HypeX has refined esports demand into three major categories of individuals: Athletes, Audience members and Content creators. By designing functionality and incentive to appeal to these three categories, HypeX creates seamless advertising opportunities for retail brands, organizations and companies. Within these engagements HypeX is able to elicit specific consumer behaviours on behalf of the brand, offering a significantly greater return on investment on their advertising budget. In addition to having 50,000 users, HypeX has run tournaments and established partnerships with over 20 different brands and organizations internationally. hypex.gg

About Advertiise
Advertiise is an advertising marketplace that connects buyers and sellers of new and unique advertising opportunities as well as existing traditional advertising inventory across all advertising mediums. It was a first-mover in peer-to-peer advertising marketplace development and continues to advance innovative measures to evolve the advertising industry via ledger-based Blockchain and AI technology. Advertiise is dedicated to the expansion and democratization of advertising opportunities on a local, regional and global level and is the ‘Home of Advertising Space.’ advertiise.com

About TheSMACK.gg
TheSMACK.gg is a B2B and B2C provider of esports-related products and services enabling retail brands as well as individuals, to participate in endemic and non-endemic advertising opportunities. TheSMACK.gg retail service line includes product branding, digital advertising and marketing campaign design. With access to a wide range of assets, we can be sure to increase your brand engagement and equity all within niche gaming demographics. TheSMACK.gg

About eFlyerMaker
eFlyerMaker is a self-serve bilingual (EN/FR) email platform that allows you to create personalized, professional and targeted email campaigns in minutes, leveraging email marketing to stay in touch with your clients. Our software meets the most demanding standards in email marketing. We fully comply with all CASL (Canada’s Anti-Spam Legislation) and GDPR (General Data Protection Regulations). eflyermaker.com

Forward-Looking Statements
This news release may contain “forward-looking statements” within the meaning of applicable Canadian securities laws, including, without limitation: execution of a Definitive Agreement, any potential financing and the successful closing of the Proposed Transaction. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties, and contingencies. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties, and contingencies. These statements generally can be identified by the use of forward-looking words such as “may”, “should”, “will”, “could”, “intend”, “estimate”, “plan”, “anticipate”, “expect”, “believe” or “continue”, or the negative thereof or similar variations. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause future results, performance or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. The Corporation’s statements expressed or implied by these forward-looking statements are subject to a number of risks, uncertainties, and conditions, many of which are outside of the Corporation’s control, and undue reliance should not be placed on such statements. Forward-looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding the Proposed Transaction, including: that the Corporation’s assumptions in making forward-looking statements may prove to be incorrect; general adverse market conditions and competition; the inability to finance operations and/or obtain any future strategic investment necessary to implement new technologies; the inability to build a sustainable, conscientious company with a stronger presence online through new products in esports and gaming; the inability to obtain, or maintain, gaming license(s); and that market conditions related to the COVID-19 pandemic may negatively affect the outcome of the business or operations of the Corporation, including its results and financial condition. Except as required by securities law, the Corporation does not assume any obligation to update or revise any forward-looking statements, whether as a result of new information, events or otherwise.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of this release.

1 Source: Esports Market Report, Valuates Reports, February 24, 2021
2 Source: Statista, Annual Fortnite global tournaments prize pool 2020, March 5, 2021

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