July 14, 2021 (TORONTO, CAN) – OverActive Media Corp., formerly Abigail Capital Corporation, (“OverActive” or the “Company”) (TSXV:OAM), a global esports and entertainment company, is pleased to announce that its common shares will commence trading today on the TSX Venture Exchange (the “TSXV”) under the ticker symbol “OAM.”
On July 9, 2021, the Company completed its Qualifying Transaction (as defined in TSXV Policy 2.4) with OverActive Media Corp., which is now called OverActive Media Holdings Corp. and is a wholly owned subsidiary of the Company. The Company has received final TSXV approval for the transaction. For more information regarding the transaction, please refer to OverActive's filing statement available under the Company's profile at www.sedar.com.
Headquartered in Toronto, with offices in Madrid and Berlin, OverActive has five esports teams in four of the top global leagues. In under three years, the Company has raised over C$100M from a cross section of investors and established brands, professional athletes and entertainers, including early investors Bell, Westdale Properties, Ov2 Capital, The Weeknd, Mitch Marner (NHL), Phil Kessel (NHL), Carl Hagelin (NHL) and The Montreal Canadiens.
“We are building a leading 21st century sports, media and entertainment company with esports at its core,” said Chris Overholt, OverActive's President and CEO. “Today marks an exciting and important milestone, as investors can now easily own a part of OverActive, a leader in the rapidly growing global esports and entertainment industry. I’m proud to be a part of a board and management group with a shared commitment to driving sustainable value creation for our shareholders and excitement to our fans.”
OverActive previously announced plans to build a new landmark venue, on the historic CNE grounds in Toronto, which is intended as the future home to two of its professional esports franchises (Toronto Defiant and Toronto Ultra), as well as cultural and musical programming.
The Company also announces that, subject to the approval of the TSXV, it has retained Generation IACP Inc. (“Generation”) to provide market-making services and engaged Virtus Advisory Group Inc. ("Virtus") to provide investor relations services on the Company’s behalf.
Generation has been retained with the objective of maintaining a reasonable market and improving the liquidity of OverActive's shares. Under the agreement between Generation and the Company (the “Generation Agreement”), the Company has agreed to initially pay Generation a monthly fee of C$7,500 plus applicable taxes. Generation will not receive any securities of the Company as compensation, and Generation does not currently own any securities of the Company; however, Generation and its clients may acquire securities of the Company. Generation is an arm's length party to the Company. Generation is a member of the Investment Industry Regulation Organization of Canada (IIROC) and a member firm of the TSXV. The initial term of the Generation Agreement will last six months, and such term will be automatically renewed for subsequent six-month periods unless terminated earlier by 30 days’ prior written notice.
Virtus, based in Toronto, Ontario, has been engaged to provide investor relations services to the Company. Under the agreement between the Company and Virtus (the “Virtus Agreement”), as compensation for Virtus' services, the Company has agreed to pay a monthly cash fee of C$8,500 plus applicable taxes. Babak Pedram, principal of Virtus, owns 1,900,000 common shares of OverActive.
FORWARD LOOKING STATEMENTS
This press release contains statements which constitute “forward-looking statements” and “forward-looking information” within the meaning of applicable securities laws (collectively, “forward-looking statements”), including statements regarding the plans, intentions, beliefs and current expectations of OverActive with respect to future business activities and operating performance. Forward-looking statements are often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions.
Investors are cautioned that forward-looking statements are not based on historical facts but instead OverActive management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although OverActive believes that the expectations reflected in such forward-looking statements are reasonable, such statements involve risks and uncertainties, and undue reliance should not be placed thereon, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the OverActive. The risks and uncertainties that could cause actual results to differ materially from those projected in the forward-looking statements include the risks and uncertainties described in the Company's filing statement dated July 2, 2021 and other public disclosure documents filed on SEDAR at www.sedar.com.
Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although OverActive has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended and such changes could be material. OverActive does not intend, and do not assume any obligation, to update the forward-looking statements except as otherwise required by applicable law.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
For more information, please contact:
Babak Pedram, Virtus Advisory Group Inc. (Investor Relations)
Joel Shaffer, Longview Communications Inc. (Public Relations)