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Konrad Wasiela, CEO of ESE, commented: “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”
ESE Entertainment Inc said it has completed its previously announced acquisition of Frenzy sp. z.o.o., a European esports media and technology company.
Frenzy is a media and production infrastructure company focused on the video game industry, which creates and executes esports and gaming events, broadcasts, and media content. Under the terms of the share purchase agreement dated October 21, 2021, ESE acquired 100% of the issued and outstanding shares of Frenzy.
In a statement, Konrad Wasiela, CEO of ESE, commented: “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. 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.”
READ: ESE Entertainment says League of Legends tournament organized by acquisition target Frenzy enters final phase
Frenzy’s key personnel have agreed to continue to run the company’s operations after closing, to ensure continuous business operations and a smooth transfer of Frenzy’s business.
The purchase price consisted of C$1,183,122.94 in cash payable on the closing of the transaction, subject to a customary working capital adjustment; plus C$1,183,122.94 in cash payable six months following the closing; (656,606 common shares of the company issuable on closing; and up to 1,363,720 in earn-out shares to be released in four equal installments every six months, with the first Installment being issuable on the last day of Frenzy’s second full fiscal quarter following closing.
The agreement will also contain an earn-out, whereby if Frenzy does not achieve certain revenue-based milestones during the earn-out period (commencing on closing and ending two years thereafter), the number of earn-out shares issuable will be reduced proportionately. The company has also agreed to discharge a loan owed by Frenzy in the amount of C$118,754.11 concurrently with closing.
ESE also paid finder’s fees of $24,850 and 20,203 common shares to ZDK Holdings Ltd., a company controlled by Zachary Dolesky, and $99,400 and 80,813 common shares to Netberry OU, a company controlled by Martin Minc, for their roles in introducing the parties and for M&A advisory in connection with the transaction.
ESE is a Europe-based entertainment and technology company focused on gaming, particularly on esports. The company provides a range of services to leading video game developers, publishers, and brands by providing technology, infrastructure, and fan engagement services internationally.
It also operates its own ecommerce channels, esports teams, and gaming leagues. In addition to the company’s organic growth opportunities, ESE is considering selective acquisitions that align with its objective of becoming a dominant global player in esports technology and infrastructure.
Contact the author at jon.hopkins@proactiveinvestors.com
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