Tangelo Games Corp.
TSX VENTURE : GEL

Tangelo Games Corp.

January 10, 2017 07:30 ET

Tangelo Games Enters into Waiver and Amendment to Credit Agreement

TORONTO, ONTARIO--(Marketwired - Jan. 10, 2017) - Tangelo Games Corp. ("Tangelo" or the "Company") (TSX VENTURE:GEL), a leading developer and operator of social casino games, has reached an agreement with its lenders to amend certain terms of its outstanding credit agreement. Tangelo previously completed a secured debt financing pursuant to an amended and restated credit agreement dated November 16, 2015, which amended the terms of a prior credit agreement dated January 30, 2015, as amended (together, the "Credit Agreement") among the Company, as borrower, the subsidiaries of Tangelo, as credit parties, a syndicate of lenders (the "Lenders"), and the Lenders' administrative agent, Third Eye Capital Corporation ("TEC").

The Company and its subsidiaries have entered into a waiver and amendment (the "Amendment") to the Credit Agreement with TEC, on behalf of the Lenders, waiving breaches by the Company of certain covenants and amending the covenant thresholds for future periods. Pursuant to the Amendment, Tangelo's obligations to repay principal of US$14 million on or before December 31, 2016 has been amended and the Company is now obligated to pay the greater of US$10 million and 90% of the proceeds of any equity or M&A transaction completed by Tangelo on or before March 31, 2017. No other repayment of principal will be due under the Credit Agreement until the facility matures. TEC also agreed to amend the current ratio, minimum cash, average daily active user and unique buyer covenants for the periods from December 31, 2016 to March 31, 2017. As consideration for these amendments, among other things, the Company agreed to pay to the Lenders a US$200,000 fee. Additionally, the Company has agreed to amend the exercise price for 35,000,000 non-transferrable warrants (the "Warrants") issued by the Company to the Lenders to a price equal to the closing price of the Company's common shares for the 10 trading days prior to this announcement (or as determined in accordance with the policies of the TSX Venture Exchange) in connection with the announcement of the Amendment. The Amendment is subject to certain conditions, including, but not limited to, approval by the TSX Venture Exchange of the amendment to the exercise price for the Warrants.

About Tangelo Games

Tangelo Games Corp., the parent company of Diwip and Akamon, formerly known as Imperus Technologies Corp., is a developer of social and mobile gaming for PC, Mac, iOS and Android platforms. Diwip and Akamon design, develop and distribute their top ranked social casino-themed games within online social networks (such as Facebook) and mobile platforms (such as Android and iPhone). All of the Diwip and Akamon games are free to play and generate revenue primarily through the in-game sale of virtual coins.

Caution Regarding Forward-Looking Information:

Certain statements in this press release may constitute "forward-looking information" which involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. When used in this press release, such forward-looking information may use such words as "may", "will", "expect", "believe", "plan" and other similar terminology. Forward-looking information includes, but is not limited to, statements regarding the Amendment, the repricing of the Warrants and the business of the Company. Forward-looking information is provided for the purpose of presenting information about management's current expectations relating to the future events and the operating performance of the Company, and readers are cautioned that such information may not be appropriate for other purposes. The forward-looking statements involve a number of risks and uncertainties. These risks and uncertainties include, but are not limited to, regulatory requirements, general economic, market or business conditions and future developments in the sectors of the economy in which the business of Tangelo operates. The foregoing list of factors is not exhaustive. Please see the Company's short form prospectus dated March 27, 2015, the Company's Annual Information Form dated November 11, 2015 and other documents available on www.sedar.com, for a more detailed description of the risk factors. The Company undertakes no obligation to update publicly or revise any forward-looking information, whether a result of new information, future results or otherwise, except as required by law.

NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

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