Rightbridge Ventures Group (”RightBridge Ventures” or the “Company”) has signed a share purchase agreement (“SPA”) to acquire ca. 80 percent of the shares in Tricked esport ApS (“Tricked”) (the “Transaction”). The closing of the Transaction is conditional upon certain conditions being fulfilled as further specified below. The purchase price for the shares amounts to a total of SEK 41,440,000 and is intended to be paid by newly issued ordinary shares in RightBridge Ventures to Tricked’s shareholders, EMLIKA ApS, Nebbegård Invest A/S and JV Equity A/S (the “Sellers”) at a subscription price of SEK 1.50 per share. After closing, the Sellers will hold 17.72% of the shares in RightBridge Ventures. The newly issued shares will be subject to lock-up for a period of 12 months.
About Tricked
Tricked is a Danish esports competitive and education organisation with over 50 employees providing esport training subscription services through three gaming centres, as well as online and on-site, to approximately 20 primary, secondary and vocational public and private schools across Denmark. Since its inception, Tricked has brought the values of sportsmanship, discipline and respect to thousands of gamers.
Tricked‘s competitive teams are among the top professional esports teams in Scandinavia, and their subscription-based coaching and education services operations are the largest of its kind in Denmark.
Despite Tricked being headquartered in Denmark, its reach is global. Thanks to the popularity of their competitive teams across major titles such as League of Legends, CS:GO (Top 50 worldwide and top 8 among all missions (“HLTV maps”)), Fortnite and FIFA (two time World Champions), the Transaction, in addition to he thousands of gamers that have gone through Tricked educational and coaching programs and events, Tricked contributes with a highly scalable subscription model and a consumer reach of ca. 14 millions
The fast growth and online reach of Tricked’s system is mainly because of the high degree of automatization of their members management system, which is based on Amazon Web Services and Microsoft. Tricked is a Microsoft EDUCATION partner, which is unique in the esport category.
In addition, Tricked has recently engaged in a partnership with the town of Copenhagen to educate unemployed individuals and assist them to re–enter the labour market through esports and gaming.
“Over the years we have gained the experience that esports is more than entertainment, that esports creates value for society. Right now, only a fragment of the potential in esports and gaming has been utilized. We will work even harder for that in the future. We’re thrilled to be able to develop Tricked and advance to the next level with RightBridge Ventures” – says Morten Høj Jensen, Tricked Esport CEO
The Transaction in brief
RightBridge Ventures has signed a SPA to acquire 80 percent of the shares in Tricked.
The purchase price for the shares in Tricked amounts to a total of SEK 41,440,000 and is intended to be paid by an issue of 27,626,666 newly issued ordinary shares in RightBridge Ventures, at a subscription price of SEK 1.50 per share.
After closing, the Sellers will hold 17.72 percent of the shares in RightBridge Ventures, out of which Nebbegård Invest A/S will hold 15.38 percent of the shares.
The newly issued shares to the Sellers will be subject to a 100 percent lock-up for a period of 12 months.
The Transaction is conditional upon (i) an auditor confirming that the September 2022 financials for Tricked are in line with budget and that Tricked’s debts, as agreed, have been paid, (iii) nothing ordinary out of the business have occurred since signing date, and (ii) that the board of directors of Rightbridge Ventures resolves to, with support from the authorization granted by the extraordinary general meeting on 29 September 2022, carry out a directed issue of shares to the Sellers.
Closing of the Transaction is expected to take place during November 2022.
Background and reasons for the Transaction
Tricked’s diversified business model that combines competitive gaming and education services has led to an increasing sales growth during 2022 and operational efficiency. Tricked’s forecast for 2022 includes revenues for approximately SEK 7 000 000 and a clear development towards neutral to positive EBITDA levels at the year end.
Tricked adds value with a consumer reach of ca. 14 million through its competitive gaming teams as well as the thousands of gamers that have gone through their educational and coaching programs and events.
In addition, the Transaction contributes with a highly scalable subscription business model, a proprietary membership and content management software platform and a diversified revenue mix that can be 1) replicated and expanded across RightBridge Ventures’ portfolio of other esports organisations (Team Singularity/Lilmix) and 2) marketed and distributed globally in–house by Knacks marketing and talent agency, 1337 Esports business management advisory team, as well as by media and tournament platforms ePulze and ESPL to be available to gamers across the world.
"This transaction is in line with our acquisition strategy that seeks to generate synergies among our portfolio companies. RightBridge Ventures continues its journey and the acquisition of Tricked contributes with top-line, a short term path to profitability, a subscription and a diversified business model including education services as well as a committed community of gamers that complements our Metaverse and Infrastructure segments. We also onboard strong shareholders who take a long-term view of RightBridge reflected in their lockup agreement and PS of SEK 1.5" says Carlos Barrios, RightBridge Ventures CEO
Forward-looking statements
This press release contains forward-looking statements that reflect the Company’s intentions, beliefs, or current expectations about and targets for the Company’s future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “intend”, “may”, “plan”, “estimate”, “will”, “should”, “could”, “aim” or “might”, or, in each case, their negative, or similar expressions. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialize or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are free from errors and readers of this press release should not place undue reliance on the forward-looking statements in this press release. The information, opinions and forward-looking statements that are expressly or implicitly contained herein speak only as of its date and are subject to change without notice. Neither the Company nor anyone else undertakes to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, unless it is not required by law or Nasdaq First North Growth Market’s rulebook for issuers.
For further questions, please contact:
Carlos Barrios - CEO RightBridge Ventures Group AB
Telefon: +46 705 112579
E-post: carlos.barrios@rightbridge.se
This information is information that RightBridge Ventures Group AB (publ) is obliged to make public according to the EU's market abuse regulation. The information was provided, through the above contact person, for publication on 07-11-2022
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About RightBridge Ventures
RightBridge Ventures is a compounder and investment company based in Stockholm (Sweden) dedicated to investing in companies that shape the future of esports and gaming as part of the digital media and entertainment industry. For more information visit www.rightbridge.se or get updates by following us on Twitteron Instagram and LinkedIn.
RightBridge Ventures Group AB (publ)'s shares are traded on the Nasdaq First North Growth Market and Amudova AB is a Certified Adviser.
