Connect with us

Technology

5N Plus Inc. Reports 2024 Second Quarter Financial Results

Published

on

26% year-over-year increase in revenue to $74.6 million24% year-over-year increase in Adjusted EBITDA1 to $13.5 millionAdjusted gross margin percentage1 of 31.3%Backlog1 reached $245.0 million, representing 300 days of annualized revenue, as at June 30, 2024

MONTREAL, Aug. 5, 2024 /CNW/ – 5N Plus Inc. (TSX: VNP) (“5N+” or “the Company”), a leading global producer of specialty semiconductors and performance materials, today announced its financial results for the second quarter of fiscal 2024 ended June 30, 2024 (“Q2 2024”). All amounts in this press release are expressed in U.S. dollars unless otherwise stated.

For the second quarter and first half of 2024, we generated impressive year-over-year revenue and Adjusted EBITDA growth as well as solid margins and a near-record backlog, propelled by the strategic sectors we serve, with terrestrial renewable energy and space solar power consistently remaining the standouts. Our strong performance and continued momentum reflect the execution of our strategy aimed at securing additional volume in Specialty Semiconductors, achieving strong pricing and maintaining a favourable overall product mix across our segments.

“I would like to recognize the 5N+ team for successfully delivering on our strategic priorities, thereby further solidifying our position as the trusted supplier of advanced materials globally. The renewal of our longstanding agreement for the supply of specialized semiconductor materials to First Solar, Inc. (“First Solar”) in Q2 2024 for the manufacturing of PV solar modules, with increased volume and favourable terms, illustrates this well. We are also executing our expansion projects on plan, building our capacity in tandem with contracted demand and to capture future opportunities,” said Gervais Jacques, President and CEO of 5N+. 

Q2 2024 Highlights

Revenue in Q2 2024 increased by 26% to $74.6 million, compared to $59.1 million in Q2 2023, primarily driven by strong growth under Specialty Semiconductors.Adjusted EBITDA in Q2 2024 increased by 24% to $13.5 million, compared to $10.8 million in Q2 2023, driven by higher volume from the terrestrial renewable energy and space solar power sectors, and better prices over inflation.Adjusted gross margin increased by 20% to reach $23.4 million in Q2 2024, favourably impacted by the same factors as above. Adjusted gross margin as a percentage of sales was 31.3%, compared to 32.9% in Q2 2023, impacted by a less favourable product mix under Performance Materials.Net earnings in Q2 2024 were $4.8 million, compared to $10.1 million in Q2 2023 which was positively impacted by a non-recurrent litigation and restructuring income.Backlog stood at $245.0 million, representing 300 days of annualized revenue as at June 30, 2024, 12 days higher than the previous quarter and 11 days higher than the same period last year, primarily due to the timing of contract signings and renewals.Net debt1 was $91.1 million as at June 30, 2024, compared to $73.8 million as at December 31, 2023, reflecting an increase in working capital1 and planned capital expenditures in the first half of 2024 under Specialty Semiconductors. The Company’s net-debt-to-EBITDA ratio1 stood at 2.15x as at June 30, 2024.

Other Q2 2024 Developments

During Q2 2024, 5N+ announced the successful renewal and extension of its supply agreement with its longstanding customer First Solar, thereby increasing its supply of specialized semiconductor materials to First Solar for the manufacturing of thin-film photovoltaic solar modules. The renewed agreement, under favourable commercial terms, represents a 50% increase in volume over the next two calendar years compared to the previous agreement. As part of the renewed agreement, 5N+ and First Solar also continue to collaborate on the development and supply of other renewable energy products to support the growth and improvement of thin-film technology.Also in Q2 2024, the Company announced that it was awarded a grant from the U.S. Department of Defense for $14.4 million, subject to certain conditions and the achievement of pre-set milestones over a four-year term, in support of the Company’s germanium substrates production facility in St. George, Utah.

Outlook

In Specialty Semiconductors, 5N+ continues to benefit from its unique position as the leading global supplier of ultra-high purity semiconductor compounds outside China, with long-term partnerships with key customers. Growing demand remains the rule, particularly in terrestrial renewable energy and space solar power. 5N+ is well-positioned to capitalize on future opportunities in these high-growth sectors, as well as other markets, including sensing and medical imaging.

Management expects growth in the Performance Materials segment to be primarily derived from health and pharmaceutical products, which provide high profitability and predictable cashflows. Additional long-term opportunities are expected to stem from product expansion and development initiatives, including through partnerships.

Based on its performance year-to-date, Management expects to achieve the higher end of its previously disclosed Adjusted EBITDA guidance range of between $45 million and $50 million for 2024. Its Adjusted EBITDA guidance range for 2025 of between $50 million and $55 million remains unchanged.

Conference Call

5N+ will host a conference call on Tuesday, August 6, 2024, at 8:00 am Eastern Time to discuss Q2 2024 financial results. All interested parties are invited to participate in the live broadcast on the Company’s website at www.5nplus.com.

To participate in the conference call:

Toronto area: 289-819-1350Toll‐Free: 1-800-836-8184Enter access code: 10386

A replay of the conference call will be available two hours after the event and until August 13, 2024. To access the recording, please dial 1-888-660-6345 and enter access code 10386.

About 5N+

5N+ is a leading global producer of specialty semiconductors and performance materials. The Company’s ultra‐pure materials often form the core element of its customers’ products. These customers rely on 5N+’s products to enable performance and sustainability in their own products. 5N+ deploys a range of proprietary and proven technologies to develop and manufacture its products. The Company’s products enable various applications in several key industries, including renewable energy, security, space, pharmaceutical, medical imaging and industrial. Headquartered in Montréal, Quebec, 5N+ operates R&D, manufacturing and commercial centers in strategically located facilities around the world including Europe, North America and Asia.

Forward‐Looking Statements

Certain statements in this press release may be forward‐looking within the meaning of applicable securities laws. Such forward‐looking statements are based on a number of estimates and assumptions that the Company believes are reasonable when made, including that 5N+ will be able to retain and hire key personnel and maintain relationships with customers, suppliers and other business partners, that 5N+ will continue to operate its business in the normal course, that 5N+ will be able to implement its growth strategy, that 5N+ will be able to successfully and timely complete the realization of its backlog, that 5N+ will not suffer any supply chain challenges or any material disruption in the supply of raw materials on competitive terms, that 5N+ will be able to generate new sales, produce, deliver, and sell its expected product volumes at the expected prices and control its costs, as well as other factors believed to be appropriate and reasonable in the circumstances. However, there can be no assurance that such estimates and assumptions will prove to be correct. These statements are not guarantees of future performance and involve assumptions, risks and uncertainties that are difficult to predict and may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward‐looking statements. A description of the risks affecting the Company’s business and activities appears under the heading “Risk and Uncertainties” of the Company’s 2023 MD&A dated February 27, 2024, and note 10 of the unaudited condensed interim consolidated financial statements for the three and six-month periods ended June 30, 2024 and June 30, 2023 available on www.sedarplus.ca.

Forward‐looking statements can generally be identified by the use of terms such as “may”, “should”, “would”, “believe”, “expect”, the negative of these terms, variations of them or any similar terms. No assurance can be given that any events anticipated by the forward‐looking statements in this press release will transpire or occur, or if any of them do so, what benefits that 5N+ will derive therefrom. In particular, no assurance can be given as to the future financial performance of 5N+. The forward‐looking statements contained in this press release is made as of the date hereof and the Company has no obligation to publicly update such forward‐looking information to reflect new information, subsequent or otherwise, unless required by applicable securities laws. The reader is warned against placing undue reliance on these forward‐looking statements.

5N PLUS INC.
INTERIM CONSOLIDATED STATEMENTS OF EARNINGS 
For the three and six-month periods ended June 30

(in thousands of United States dollars, except per share information) (unaudited)

Three months

Six months

2024

2023

2024

2023

$

$

$

$

Revenue

74,580

59,075

139,599

114,362

Cost of sales

54,385

42,765

102,405

84,767

Selling, general and administrative expenses

8,717

7,569

16,034

14,462

Other expenses (income), net

2,329

(4,500)

4,579

(2,834)

65,431

45,834

123,018

96,395

Operating earnings

9,149

13,241

16,581

17,967

Financial expense

Interest on long-term debt

2,146

2,141

3,941

4,173

Imputed interest and other interest (income) expense

(272)

(85)

139

143

Foreign exchange and derivative loss (gain)

2

(274)

(385)

(259)

1,876

1,782

3,695

4,057

Earnings before income taxes

7,273

11,459

12,886

13,910

Income tax expense (recovery)

Current

2,177

2,855

4,691

3,769

Deferred

307

(1,539)

899

(1,456)

2,484

1,316

5,590

2,313

Net earnings

4,789

10,143

7,296

11,597

Basic earnings per share

0.05

0.11

0.08

0.13

Diluted earnings per share

0.05

0.11

0.08

0.13

Net earnings are completely attributable to equity holders of 5N+.

5N PLUS INC. 
INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(in thousands of United States dollars) (unaudited)

June 30, 2024

December 31, 2023

$

$

Assets

Current

Cash and cash equivalents

27,145

34,706

Accounts receivable

40,978

33,437

Inventories

116,015

105,850

Income tax receivable

1,591

1,672

Derivative financial assets

5,232

591

Other current assets

5,003

5,707

Total current assets

195,964

181,963

Property, plant and equipment

89,388

84,600

Right-of-use assets

30,096

29,290

Intangible assets

27,726

29,304

Goodwill

11,825

11,825

Deferred tax assets

8,186

8,261

Other assets

5,837

4,959

Total non-current assets

173,058

168,239

Total assets

369,022

350,202

Liabilities

Current

Trade and accrued liabilities

37,398

37,024

Income tax payable

5,454

4,535

Current portion of deferred revenue

11,685

13,437

Current portion of lease liabilities

1,895

1,811

Current portion of long-term debt

25,000

Total current liabilities

56,432

81,807

Long-term debt

118,205

83,500

Deferred tax liabilities

6,298

5,284

Employee benefit plan obligations

12,388

13,393

Lease liabilities

29,108

28,328

Deferred revenue

7,596

5,629

Other liabilities

3,639

3,669

Total non-current liabilities

177,234

139,803

Total liabilities

233,666

221,610

Equity

135,356

128,592

Total liabilities and equity

369,022

350,202

Non‐IFRS Measures

EBITDA means net earnings (loss) before interest expenses, income tax expense (recovery), depreciation and amortization. 5N+ uses EBITDA because it believes it is a meaningful measure of the operating performance of its ongoing business, without the effects of certain expenses. The definition of this non-IFRS measure used by the Company may differ from that used by other companies.

EBITDA is reconciled to the most comparable IFRS measure:

(in thousands of U.S. dollars)

Q2 2024

Q2 2023

YTD 2024

YTD 2023

$

$

$

$

Net earnings

4,789

10,143

7,296

11,597

Interest on long-term debt, imputed interest and other interest expense

1,874

2,056

4,080

4,316

Income tax expense

2,484

1,316

5,590

2,313

Depreciation and amortization

4,049

4,015

7,994

8,074

EBITDA

13,196

17,530

24,960

26,300

Adjusted EBITDA means operating earnings (loss) as defined before the effect of impairment of inventories, share-based compensation expense (recovery), litigation and restructuring costs (income), impairment of non-current assets, loss (gain) on disposal of property, plant and equipment, and depreciation and amortization. 5N+ uses Adjusted EBITDA because it believes it is a meaningful measure of the operating performance of its ongoing business without the effects of certain expenses. The definition of this non-IFRS measure used by the Company may differ from that used by other companies.

Adjusted EBITDA is reconciled to the most comparable IFRS measure:

(in thousands of U.S. dollars)

Q2 2024

Q2 2023

YTD 2024

YTD 2023

$

$

$

$

Revenues

74,580

59,075

139,599

114,362

Operating expenses

(65,431)

(45,834)

(123,018)

(96,395)

Operating earnings

9,149

13,241

16,581

17,967

Share-based compensation (recovery) expense

(15)

701

345

713

Litigation and restructuring (income) costs

(8,772)

(8,772)

Impairment of non-current assets

307

608

307

608

Loss on disposal of property, plant and equipment

1,051

1,051

Depreciation and amortization

4,049

4,015

7,994

8,074

Adjusted EBITDA

13,490

10,844

25,227

19,641

Adjusted gross margin is a measure used to monitor the sales contribution after paying cost of sales, excluding depreciation and inventory impairment charges. 5N+ also expressed this measure in percentage of revenues by dividing the adjusted gross margin value by the total revenue.

Adjusted gross margin is reconciled to the most comparable IFRS measure:

(in thousands of U.S. dollars)

Q2 2024

Q2 2023

YTD 2024

YTD 2023

$

$

$

$

Total revenue

74,580

59,075

139,599

114,362

Cost of sales

(54,385)

(42,765)

(102,405)

(84,767)

Gross margin

20,195

16,310

37,194

29,595

Depreciation included in cost of sales

3,173

3,152

6,249

6,354

Adjusted gross margin

23,368

19,462

43,443

35,949

Adjusted gross margin percentage

31.3 %

32.9 %

31.1 %

31.4 %

Backlog represents the expected orders the Company has received, but has not yet executed, and that are expected to translate into sales within the next twelve months, expressed in dollars and estimated in number of days not to exceed 365 days. Bookings represent orders received during the period considered, expressed in number of days, and calculated by adding revenues to the increase or decrease in backlog for the period considered, divided by annualized year revenues. 5N+ uses backlog to provide an indication of expected future revenues in days, and bookings to determine its ability to sustain and increase its revenues.

Net debt is calculated as total debt less cash and cash equivalents. Any introduced IFRS 16 reporting measures in reference to lease liabilities are excluded from the calculation. 5N+ uses this measure as an indicator of its overall financial position.

The net debt to EBITDA ratio is defined as net debt divided by the trailing 12 months EBITDA.

Total debt and Net debt are reconciled to the most comparable IFRS measure:

(in thousands of U.S. dollars)

As at June 30, 2024

As at December 31, 2023

$

$

Bank indebtedness

Long-term debt including current portion

118,205

108,500

Lease liabilities including current portion

31,003

30,139

Subtotal Debt

149,208

138,639

Lease liabilities including current portion

(31,003)

(30,139)

Total Debt

118,205

108,500

Cash and cash equivalents

(27,145)

(34,706)

Net Debt

91,060

73,794

Working capital is a measure of liquid assets that is calculated by taking current assets and subtracting current liabilities. Given that the Company is currently indebted, it uses it as an indicator of its financial efficiency and aims to maintain it at the lowest possible level. 

Working capital is reconciled to the most comparable IFRS measure:

(in thousands of U.S. dollars)

As at June 30, 2024

As at December 31, 2023

$

$

Inventories

116,015

105,850

Other current assets excluding inventories

79,949

76,113

Current assets

195,964

181,963

Current liabilities

(56,432)

(81,807)

Working capital

139,532

100,156

 

___________________________________

1These measures are not recognized measures under IFRS and do not have standardized meanings prescribed by IFRS and therefore may not be comparable to similar measures presented by other companies. See Non-IFRS Measures for more information.

SOURCE 5N Plus Inc.

Continue Reading
Click to comment

Leave a Reply

Your email address will not be published. Required fields are marked *

Technology

Asian American Engineer of the Year Award and Conference Announces First Phase of 2025-2026 Awardees

Published

on

By

SANTA CLARA, Calif., May 1, 2026 /PRNewswire/ — The Asian American Engineer of the Year Award (AAEOY) Executive Committee announces the AAEOY 2025-2026 first phase awardees as follows:

Distinguished Lifetime Achievement Award

Mr. Lip-Bu Tan, CEO, Intel Corporation

Distinguished Leadership in Science and Technology Award

Dr. Arun Majumdar, Dean of the Stanford Doerr School of Sustainability, Stanford University

Executive of the Year Award

Dr. Xiaodong Che, Chief Technology Officer, Western DigitalDr. Sam Heidari, CEO, LumotiveDr. Jungwon Lee, Corporate Executive Vice President, Samsung ElectronicsDr. Liu Ren, Vice President & Chief Scientist, Bosch ResearchMr. Brandon Wang, Vice President, Synopsys

Engineer of the Year Award

Ms. Vivian Ye, Principal Member of Technical Staff, AT&T

Most Promising Engineer of the Year Award

Mr. Max Fang, Director of Architecture, AmbarellaMr. Johnny Ho, CSO & Co-founder, Perplexity AI

The AAEOY Award has been presented annually since 2002 as a cornerstone of the National Engineers Week program, honoring distinguished Asian American professionals across academia, public service, and industry. Since its inception, the AAEOY has recognized over 300 honorees — including nine Nobel Laureates, pioneering scholars, prominent corporate executives, and an astronaut — serving as a beacon of inspiration for the global STEM community. After a series of impactful ceremonies nationwide, the 2025-2026 AAEOY Award and Conference returns to the heart of innovation in Silicon Valley at the Santa Clara Convention Center on September 18-19, 2026.

For more information regarding the AAEOY program, awardees, and event registration, please visit www.aaeoy.org.

The Chinese Institute of Engineers in USA (CIE-USA), founded in 1917, is a nonprofit professional organization that promotes science, technology, engineering, and mathematics (STEM); supports professional advancement and leadership development; and recognizes the achievements of Asian American professionals through flagship programs such as the Asian American Engineer of the Year (AAEOY) Awards. One of the oldest and most prestigious Chinese American engineering associations in the United States, CIE-USA has seven regional chapters nationwide and hosts events throughout the year.

View original content to download multimedia:https://www.prnewswire.com/news-releases/asian-american-engineer-of-the-year-award-and-conference-announces-first-phase-of-2025-2026-awardees-302760569.html

SOURCE AAEOY

Continue Reading

Technology

Larry Kellerman, Fermi’s Chief Power Officer and Architect of Its 17 GW Energy Infrastructure, Accepts Board Nomination

Published

on

By

DALLAS, May 1, 2026 /PRNewswire/ — Toby Neugebauer, co-founder and largest shareholder of Fermi America (NASDAQ & LSE: FRMI), today announced that he has nominated Larry Kellerman to join the Fermi Board of Directors. Kellerman, who serves as Chief Power Officer at Fermi America, is the architect of the Company’s 17-gigawatt powered data center campus in Amarillo, Texas — the largest private energy grid in America.

Kellerman is co-founder and Managing Partner of Twenty First Century Utilities and brings more than four decades of power industry and finance expertise to the role. His career spans senior leadership positions at Goldman Sachs, El Paso Corporation, and I Squared Capital. Kellerman said he was honored by the nomination and would be pleased to serve if approved by the Board.

“I appreciate everything that Toby has manifested in Fermi and know that no other human could have created the enterprise and its many thoughtfully interconnected elements as quickly, as effectively, and in as value-accretive a manner as Toby’s leadership has been able to deliver.”
— Larry Kellerman, Chief Power Officer and Board Nominee, Fermi America

For Neugebauer, the choice was crystal clear. Kellerman, who has worked alongside Neugebauer since the earliest days of Project Matador knows Fermi’s power story better than anyone.

“When I came up with the idea of Project Matador, I knew that Larry Kellerman was the one person I needed to convert a really great idea into a really great reality. His knowledge of power and the future of powering data centers is unmatched. Larry is uniquely qualified to steward Fermi as a Board member, and I couldn’t be more pleased with his willingness to serve.”
— Toby Neugebauer, Co-Founder, Fermi America

View original content:https://www.prnewswire.com/news-releases/larry-kellerman-fermis-chief-power-officer-and-architect-of-its-17-gw-energy-infrastructure-accepts-board-nomination-302760575.html

SOURCE Toby Neugebauer

Continue Reading

Technology

EAST SIDE GAMES GROUP ANNOUNCES NON-BROKERED PRIVATE PLACEMENT OF UNITS TO RAISE UP TO $3.5 MILLION

Published

on

By

VANCOUVER, BC, May 1, 2026 /CNW/ – East Side Games Group (TSX: EAGR) (OTC: EAGRF) (the “Company”), Canada’s leading free-to-play mobile game group, announces a non-brokered private placement of 31,818,182  units (a “Unit”) at $0.11 per Unit (the “Unit Price”), for total gross proceeds of up to $3.5 million. 

Each Unit will be comprised of one common share and one full whole warrant (a “Warrant”).  Each whole Warrant will be exercisable at $0.14 per share (the “Exercise Price”) for a period of three years from issuance. The Warrants will be subject to standard anti-dilution adjustments.

The private placement will be offered in reliance on prospectus exemptions, and any securities sold will be subject to a four month statutory hold period.  The private placement is not anticipated to have any material impact on the control of the Company, nor is it anticipated that any new control persons would be created as a result of the private placement.

It is anticipated that Derek Lew, a director of the Company, will participate in the private placement for an amount of $1.0 million for 9,090,909 Units. As at the date of this news release, Mr. Lew holds 1,667,244 common shares of the Company (2.17%). If the private placement is completed as anticipated, Mr. Lew will hold 10,758,153 common shares (representing 9.89% of the common shares anticipated to be outstanding upon completion of the private placement on a partially diluted basis), 9,090,909 Warrants and 250,000 incentive stock options. Upon exercise of his Warrants, Mr. Lew would own 19,849,062 common shares representing 16.84% of the then issued and outstanding common shares assuming no other share issuances.

The TSX Company Manual requires shareholder approval be obtained  for private placements if the maximum number of common shares issuable under the private placement represents an amount that is more than 25% of the total outstanding common shares as at the date of the press release (pursuant to Section 607(g)). Disinterested shareholder approval must be obtained (excluding those shareholders participating in this private placement and their associates and affiliates) if the number of common shares issued and issuable to insiders under a private placement exceeds 10% of the Company’s issued and outstanding common shares as of the date hereof (pursuant to Section 607(g)(ii)).

As: (a) the private placement is for up to 31,818,182 Units (being equivalent to 41.35% of the Company’s outstanding shares as at the date of this press release), (b) Mr. Lew’s subscription for 9,090,909 Units represents an amount that is equivalent to 11.81% of the Company’s outstanding shares as at the date of this press release, and (c) the Warrants comprising the Units have an exercise price of $0.14 per share (and the five day VWAP is $0.144 per share), the Company has obtained written consent from Jason Bailey, the Company’s CEO and a director, in support of the private placement in accordance with Section 604(d) of the TSX Company Manual.  Mr. Bailey holds more than 50% of the Company’s outstanding shares as at the date of this press release.

The net proceeds from the private placement will be used to repay indebtedness owing to the Royal Bank of Canada (RBC) and for operating expenses and general working capital. Mr. Bailey commented, “With this funding in place, we are on solid footing to continue our disciplined approach to completing the business’s turnaround. With our core portfolio of well performing titles, we have a solid foundation to rebuild upon. We feel we have a strong runway, pipeline and team to execute toward a positive 2026,” [and] “I’d like to thank our existing shareholders for their support and guidance through a difficult 2025 and look forward to achieving the results that will allow this Company, our capital markets strategy and employees to reach its potential.”

The Company’s board of directors considers the private placement to be in the best interests of its shareholders, after having taken into account other alternative forms of financing.  In the course of its review, the Company considered other replacement debt financing, the Company’s ongoing cashflow from operations, as well as ongoing operating expenses, one-off necessary expenditures and the Company’s debt load, within the larger context of the analysis detailed in its press release dated March 31, 2026 as to the re-orienting of the Company’s overall business strategy. 

The Company anticipates that the private placement will close on or before May 8, 2026, subject to acceptance by the TSX.

The Company reserves the right to pay finder’s fees in the form of common shares (in lieu of cash fees) and broker warrants to arm’s length finders in connection with the private placement to arm’s length parties, in accordance with TSX policies. No finder’s fee will be paid to any non-arm’s length parties, nor with respect to subscriptions from non-arm’s length parties.  A maximum number of 1,363,636 common shares (to be issued at $0.11 per share for a total value of $150,000) and a maximum number of 1,254,545 broker warrants will be issuable, assuming the private placement is fully subscribed.  Each broker warrant will entitle the holder to acquire one common share at $0.14 per common share (the “Broker Warrant Exercise Price”) for a period of three years form issuance.  

The maximum number of securities issuable under the private placement is 66,254,545 common shares, comprising 31,818,182 common shares comprising the Units, 31,818,182 common shares issuable upon exercise of the Warrants, 1,363,636 common shares to be issued as finder’s fees, and 1,254,545 common shares issuable upon exercise of the broker warrants, which represents an amount equivalent to 86.10% of the total outstanding common shares as at the date of this press release on a non-diluted basis, without taking into effect the private placement itself, or approximately 46.27% of the Company’s total issued and outstanding common shares following completion of the private placement (being 143,200,825 shares anticipated to be outstanding on a partially diluted basis, assuming the private placement is fully subscribed, full issuance of the finder’s fee shares and full exercise of the Warrants and broker warrants). The Unit Price represents a 22% discount to the Company’s five-day volume-weighted trading price of its common shares on the TSX as at the time of submitting the Company’s application to TSX (the “Market Price”). Market Price and the Exercise Price and the Broker Warrant Exercise Price represent a 2.47% discount to the Market Price.

The total number of common shares expected to be issued to insider (Mr. Lew) under the private placement is 18,181,818 (consisting of 9,090,909 common shares and 9,090,909 common shares issuable upon full exercise of Warrants), representing 23.63% of the total outstanding common shares as at the date of this press release on a non-diluted basis, without taking into effect the private placement itself, or 12.70% of the Company’s total issued and outstanding common shares following completion of the private placement (being 143,200,825 shares anticipated to be outstanding on a partially diluted basis, assuming the private placement is fully subscribed, full issuance of the finder’s fee shares and full exercise of the Warrants and the broker warrants).

This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States.  The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and may not be offered or sold within the United states or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws, or an exemption from such registration is available.

ABOUT EAST SIDE GAMES GROUP

ESGG is a leader in free-to-play mobile gaming, thrilling players with unforgettable experiences that spark lifelong fandom. Fueled by an entrepreneurial spirit, we are driven by creativity, flawless execution, and a laser-focused strategy. We develop and publish both original and licensed IP titles, license our cutting-edge GameKit(s) platforms, and strategically acquire studios or games to expand our family.

Headquartered in Vancouver with around 100 talent-dense team members, we operate over a dozen titles under East Side Games (“ESG”) and LDRLY (Technologies) Inc. (“LDRLY”). Together, we’re crafting, launching, and publishing mobile games across our own studios and an extended Game Kit partner network-reaching players on iOS and Android worldwide.

We power our success through in-app purchases (“IAP”) — offering exclusive, game-enhancing virtual items — and in-game advertising. To keep growing, we focus on captivating audiences, keeping them engaged, and unlocking exciting new ways to monetize. We’ll drive this momentum by launching bold new titles, enriching our current lineup, innovating discovery, expanding into fresh markets, and exploring new distribution platforms.

Additional information about the Company continues to be available under its legal name, East Side Games Group Inc., at www.sedarplus.ca.

Forward-looking Information

Certain statements in this news release constitute forward-looking information or forward-looking statements within the meaning of applicable securities laws. Forward-looking statements are often, but not always, identified by the use of words such as “expects,” “anticipates,” “plans,” “intends,” “believes,” “estimates,” “projects,” “may,” “will,” “would,” “could,” “should,” and similar expressions. Forward-looking statements in this news release include, without limitation, statements regarding the proposed private placement.

Forward-looking statements are based on management’s current expectations, estimates, projections and assumptions. Such forward-looking statements are subject to significant risks, uncertainties and other factors that could cause actual results or events to differ materially from those expressed or implied by such statements, including, without limitation, risks relating to the Company’s ability to complete the proposed private placement as described, and relating to general economic, market and industry conditions. Readers are cautioned not to place undue reliance on forward-looking statements. The forward-looking statements contained in this news release are made as of the date hereof, and the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

SOURCE East Side Games Group Inc.

Continue Reading

Trending