SOURCE: e-Play Digital Inc.

e-Play Digital Inc.

December 21, 2016 09:37 ET

ePlay Digital Inc. Announces Closing of Mobovivo Inc. Acquisition

CALGARY, AB--(Marketwired - December 21, 2016) - ePlay Digital Inc. (the "Company") (CSE: EPY) (CSE: EPY.CN) (CNSX: EPY) (FRANKFURT: 2NY2) announces that it has completed the acquisition of Mobovivo Inc., the second of its previously announced planned acquisitions of two private companies (the "Acquisitions") that saw the business of the Company change to developing interactive broadcast and live video platforms with a goal of building next generation video and TV networks for sports and eSports. ePlay Digital platform provides both sponsors and target audiences with a fully integrated media approach including broadcast TV, live streaming, augmented reality, fantasy sports, and interactive social media to engage viewers and monetize content.

Mobovivo Inc., a Calgary based software company specializing in audience engagement for TV and sports has been powering solutions and mobile apps for ESPN, Time Warner Cable, LA Lakers, CPAC, Cineplex, Intel, CBS and others for over 8 years. Mobovivo is an award-winning sports game and content engine bringing real-time engagement to TV and sports audiences. Mobovivo's innovative solutions integrate broadcast TV, social media, gamification, real-time content and sports statistics to create powerful multi-platform destinations and campaigns for brands.

"Sports, eSports and mobile games has gamified everything and sports sponsorship has almost doubled in the last 7 years," says Trevor Doerksen CEO & Founder of Mobovivo. "We know the next generation of sports and entertainment isn't just mobile content, games and social media, but isn't really happening without engaging -- and growing -- audiences on mobile either."

According to Nielsen global sports sponsorship spending will increase from $35B in 2010 to over $62B in 2017, with additional upside potential in new inventory from digital media platforms.1 By engaging audiences on multiple screens ePlay Digital creates new ad revenue from and for its clients and partners.

On the acquisition of Mobovivo Inc., the Company issued 4,835,380 common shares and 9,670,759 performance warrants ("Performance Warrants") on the terms as set out below. All of the common shares issued are subject to an escrow arrangement whereby 10% were released on closing and the balance released on the basis of 15% every 6 months for the next 3 years. All securities issued are subject to trading restrictions until April 17, 2017.

Vesting Terms of Performance Warrants are as follows:

Upon receiving a valuation report by a mutually agreeable party which state that the total asset value for the Company is $100 million or higher, the entire block of 30 million warrants would become free for execution; or

Upon the Company's cumulative and recurring digital, event and television subscription revenues exceeding $100,000 per month then 30% of the Performance Warrants are released;

Upon the Company's cumulative and recurring digital, event and television subscription revenues exceeding $200,000 per month then an additional 30% of the Performance Warrants are released;

The balance of the Performance Warrants would be released upon recurring revenues exceeding $300,000 per month; or

Upon a successful takeover of the Company, approved by the Board of Directors, all Performance Warrants are released.

Further Information

Further details are available under the Company's profile on SEDAR at www.sedar.com, and the Company's profile on the CSE's website at www.thecse.com

Canadian Securities Exchange (CSE): Symbol EPY
Deutsche Boerse Xetra - Frankfurt Stock Exchange: Symbol 2NY2; WKN: A2AN4D; ISIN CA26885W1041

Cautionary and Forward-Looking Statements

This news release contains forwardlooking statements and forwardlooking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forwardlooking statements or information. More particularly and without limitation, this news release contains forwardlooking statements and information relating to third party research and analysis, and the Company's corporate strategy. Although management of the Company believes that the expectations and assumptions on which such forward looking statements and information are based are reasonable, undue reliance should not be placed on the forwardlooking statements and information since no assurance can be given that they will prove to be correct, and management can neither agree or disagree on specific conclusions contained in the research report.

Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. Since forwardlooking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the Company's ability to identify and complete suitable acquisitions to further the Company's growth as well as risks associated with the Company's ability to commercialize the digital sports sectors in general such as operational risks in development, research and regulatory delays or changes in plans with respect to research projects or capital expenditures; the uncertainty of the market; the uncertainty of estimates and projections relating to costs and expenses; marketing and commercialization; loss of markets; competition; incorrect assessment of the value of any technologies acquired and failure to realize the anticipated benefits of such acquisitions; ability to access sufficient capital from internal and external sources; failure to obtain required regulatory and other approvals and changes in legislation, including but not limited to tax laws, and government regulations. Accordingly, readers should not place undue reliance on the forwardlooking statements, timelines and information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive.

The forwardlooking statements and information contained in this news release are made as of the date hereof and no undertaking is given to update publicly or revise any forwardlooking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws or the Exchange. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.

1 Based on 3rd party data - Warc AdSpend Database; PwC Media Outlook; Emarketers; European Sponsorship Association Fact Sheet 2014; Repucom Analysis

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