Company also wraps $20 million convertible debenture offering with HC2
By Toni Weeks
San Luis Obispo, Calif., April 30 – Gaming Nation Acquisition Corp. completed a $32.9 million brokered offering of subscription receipts, according to a press release.
Each receipt was sold at $1.25 each and is convertible into one pre-consolidation common share upon closing of a pending change-of-business transaction, in which Gaming Nation will effect a reverse takeover of Oceanside Capital Corp.
As a result of that transaction, Gaming Nation will acquire all of the outstanding shares of 5050 Central Ltd., 5050 Central – Delaware Inc. and Fantasy Feud Inc. And also as part of the transaction, Oceanside will acquire Guru Fantasy Reports, Inc. and Stevo Design, Inc.
Canaccord Genuity Corp. and Clarus Securities Inc. acted as agents and co-lead managers for the subscription receipt offering.
Gaming Nation also announced that the funds from its $20 million convertible debenture offering to HC2 Holdings 2, Inc. were released from escrow.
The debenture earns 6% interest in kind, and the principal and interest is convertible at the holder’s option into Oceanside shares at a conversion price of $1.125 for a period of two years after the transition.
In addition, Oceanside will issue a warrant to HC2 exercisable for about 28.1 million post-consolidation shares. Each five-year warrant will be exercisable at $2.50 during the first two years and at a varying price after that.
Proceeds from the subscription receipt offering and the debenture offering will be used to complete the reverse takeover and for working capital purposes.
E-gaming services provider Gaming Nation is part of Chief Nation, a marketing consultant with offices in Clearwater, Fla., and London.
| Issuer: | Gaming Nation
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| Issue: | Subscription receipts convertible into one pre-consolidation common share per receipt
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| Amount: | $32.9 million
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| Price: | $1.25
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| Agents: | Canaccord Genuity Corp. and Clarus Securities Inc.
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