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GlobeNewswire /NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES./ Victory Square Technologies Inc. ("Victory Square'' or "Company") (CSE:VST) (OTC:VSQTF) (FWB:6F6) is pleased to announce that its portfolio company, Fantasy 360 Technologies Inc. d/b/a Immersive Tech ("Immersive Tech" or "Fantasy 360" ) (CSE:VRAR) has signed a binding letter of intent (the "LOI") dated September 17, 2021 in respect of the acquisition (the "Acquisition") of all of the shares of Synthesis VR Inc. ("Synthesis VR"), A leading Location-based Virtual Reality ("VR")content store & technology engine empowering nearly 300 out-of-home entertainment locations worldwide. Synthesis VR serves more than the Location-based entertainment industry with its first to market and industry leading technology but also operates a broader sandbox platform serving the education and enterprise sectors as well. As one of the largest and most active location-based VR communities globally, Synthesis VR has seen a large uptick in client operator growth and player engagement across its network. So far in 2021 alone the Synthesis VR global community has already logged over 10,000,000 minutes of game play with over 600,000 booking reservations across its global network of 300+ operator centers and 130,000+ active users. This is a sharp rise in player engagement and bookings over 2019 & 2020 which continued to see strong growth even through a global pandemic. Their catalogue of games and other experiences also continues to grow, to over 325, as the VR entertainment industry as a whole has seen large spikes in audience and game developers creating more VR games to answer the consumer demand as a result of the global pandemic. VR and augmented reality ("AR") is rapidly transforming every aspect of people's lives and businesses including paradigm shifts in entertainment, retail, manufacturing, healthcare, training and education industries. In a recent study published by PwC it was predicted that the VR/AR industry would grow from $148.5B in 2021 to contributing an estimated $1.5 Trillion to the global economy by 2030. And Out-of-Home entertainment is playing a major part in this growth. Fantasy 360 has rapidly moved to scale up its team and product offerings to answer the increasing demand and interest in multiplayer hyper-immersive VR experiences. Fantasy 360 has previously focused on its Family Entertainment Center (FEC) clients and the general Out-of-home Entertainment customers and is poised for rapid growth in this sector. Fantasy 360 has set its sights on the future with the creation of its UNCONTAINED Immersive Entertainment Platform and some heavy weight industry veterans are joining to help. Recently adding to its board of directors industry veterans Alvin Graylin (HTC China President, Virtual Reality Venture Capital Alliance President) and Cathy Hackl (CEO of Futures Intelligence Group, Metaverse Strategist, & Tech Futurist), to accelerate its plans in the out of home entertainment sector. Fantasy 360 has positioned its UNCONTAINED turnkey attractions as the base for its strategic plan, creating an Immersive Entertainment Platform which goes far beyond conventional attraction manufacturing and unit sales, to a sophisticated platform encompassing hardware (attractions), technology (software to power an interconnected network) and content (app store, SDK and in-house studio) with an end game goal of being the physical portal to the Metaverse. "We are extremely excited with the acquisition of Synthesis VR and delighted to welcome their talented team, clients and partners into the Fantasy 360 family. Together we will be able to accomplish so much more," said Tim Bieber, Fantasy 360 Technologies Chief Executive Officer. "The Synthesis technology engine is the most sophisticated in the industry and a perfect fit for our Immersive Entertainment Platform technology core and a base to build our larger vision on. The pedigree, experience and partnerships the Synthesis team brings will be invaluable to building a strong foundation for us to collectively build on and create magic together," added Bieber. "We at Synthesis VR are very excited to be joining the Fantasy 360 family and continue to develop on our platform for our clients, many of whom have been with us since the beginning in 2017," said Shabeer Sinnalebbe, CEO of Synthesis VR. "This acquisition will allow our products and offerings to reach an even larger market and enable our dedicated team to assist and grow with Fantasy 360's impressive objectives for today and beyond. We couldn't be more thrilled for what the future brings for our team, clients and the industry as a whole," added Sinnalebbe. The Synthesis technology stack, Content store, VR arcades & family entertainment center clients worldwide, and most importantly the team, make a perfect fit to Fantasy 360's strategic positioning in the creation of a next-gen Immersive Entertainment Platform. Offering a broader out-of-home entertainment market and the core technology behind Fantasy 360's interconnected network of UNCONTAINED Attraction units. The combined team will continue to invest to improve the current Synthesis VR technology engine, providing many new features to its existing operator base around the globe. Fantasy 360 plans to not only adopt the Synthesis VR industry leading technology into its UNCONTAINED Immersive Entertainment Platform but to also market the standalone product offering to all its existing out-of-home entertainment clients and prospects in order to dramatically increase the user base utilizing the industry leading Synthesis VR software to power their VR gaming operations. The Synthesis package as offered currently to operators around the globe will continue to provide the existing level of superior technology, service and support including all the crowd favourite games, plus the addition of many new games that will start to be released across the platform. The acquisition will see the Synthesis VR team continue in their roles and the development roadmap that Fantasy 360 had created prior to this acquisition will be accelerated with an additional investment into the Synthesis VR core platform. Many new features and capabilities will be added to the Synthesis platform, continuing to grow, and providing added revenue opportunities to the Company's growing family of customers. More About Synthesis VR: The Synthesis VR journey began in 2015 as a pursuit to create the perfect Location-Based Virtual Reality ("LBVR") experience for operators and consumers. The team was hard at work prototyping a flexible software solution capable of serving the LBVR segment in many different ways. Soon our efforts grew into establishing one of the very first VR arcades in the world (VR TERRITORY), based in Los Angeles which was opened in June 2016, where all Synthesis VR products were initially tested before release, in real conditions, and with real customers. From those modest beginnings, Synthesis VR has made a profound impact on VR and has grown into a global company with offices located in North America and Europe. Its portfolio is in use by 300 locations all over the world, achieving many important industry firsts along the way. Synthesis VR today delivers solutions for a vast number of business scenarios, including but not limited to room-scale, free roam, racing simulators, coin-op, online widgets and payments, education, online business VR environments, enterprise and many more. Synthesis VR is on an exciting journey to provide the next generation of premium Free-Roam, e-Sport, and Racing content. Our efforts are accompanied by extensive work done in the field of Room Scale experiences and the standalone Head-Mounted Display (HMD) platforms. We are focused and highly motivated to unleash the LBVR potential and to create additional value on a global scale for the Virtual Reality location-based business segment. For more information about Synthesis VR, please Visit: https://www.synthesisvr.com/ Terms of the Acquisition Subject to applicable laws and the policies of the Canadian Securities Exchange (the "CSE"), in consideration of the Acquisition, Fantasy 360 will pay an aggregate purchase price of $4,800,000 (the "Purchase Price") as follows: (i) $500,000 in cash with $150,000 payable upon closing, $50,000 payable on January 1, 2022, and a further $300,000 payable upon the completion of certain milestones; and (ii) common shares of Fantasy 360 ("Fantasy 360 Shares") with an aggregate value of $4,300,000 at a deemed price per Fantasy 360 Share equal to the market price of the Fantasy 360 Shares minus permitted discounts per policies of the CSE with a minimum price per Fantasy 360 Share] of $0.35, which such shares shall be subject to contractual escrow with tranches release over a period of 20 months. In addition, subject to applicable laws and the policies of the CSE, Fantasy 360 may issue additional Fantasy 360 Shares with an aggregate value of up to $5,000,000 upon the achievement of certain mutually agreed upon performance milestones The Company also announces that it has retained GRIT Capital CORP, an arm's-length party to the Company to provide social media marketing services, content creation, and distribution. The Company agrees to pay the service provider USD$50,000 for six-month service. On behalf of the Board of Directors Shafin Diamond Tejani CEO and Director Victory Square Technologies For further information, please contact: Investor Relations Contact - Edge Communications Group Email: ir@victorysquare.com Telephone: 604 283-9166 Media Relations Contact - Howard Blank, Director Email: howard@victorysquare.com ABOUT FANTASY 360 TECHNOLOGIES INC. D/B/A IMMERSIVE TECH Immersive Tech is an industry leading Virtual Reality (VR) and Augmented Reality (AR) entertainment and attractions manufacturer blending amusement park engineering and video game development into the world's first Immersive Entertainment Platform, and physical portal to the Metaverse, with the global release of its flagship hyper-immersive multiplayer VR attraction UNCONTAINED. Immersive Tech has worked with some of the largest brands in the world over the years including: Bayer Pharmaceuticals, Intel, Allegiant Airlines, Capital One, Scotia Bank, and the US Food and Drug Administration and more with brand activations at events including the X-Games, Boston's HubWeek among others. The team behind Fantasy 360 Technologies is a blend of accomplished individuals coming together under CEO, Tim Bieber (BroadbandTV, CBS Interactive), Director of Franchise Development, Steven Dooner (The VOID, Walt Disney Imagineering, Universal Studios Japan), Adrian Duke, Jeffrey Jang (Top 30 Under 30s), Vahid Shababi (Victory Square Technologies), Kevin Williams (Walt Disney Imagineering, Spider Entertainment), Dan Burgar (VRAR Association, Shape Immersive), Lance Priebe (co-founder Club Penguin, Disney Interactive) as well as its Directors Alvin Wang Graylin (HTC China President, Virtual Reality Venture Capital Alliance President) and Cathy Hackl (CEO of Futures Intelligence Group, Metaverse Strategist, & Tech Futurist). ABOUT VICTORY SQUARE TECHNOLOGIES INC. Victory Square (VST) builds, acquires and invests in promising startups, then provides the senior leadership and resources needed for fast-track growth. VST's sweet spot is cutting-edge tech that's shaping the 4th Industrial Revolution. Our corporate portfolio consists of 20+ global companies using AI, VR/AR, and blockchain to disrupt sectors as diverse as fintech, insurance, health and gaming. What we do differently for startups VST isn't your ordinary investor. With real skin in the game, we're committed to ensuring each company in our portfolio succeeds. Our secret sauce starts with selecting startups that have real solutions, not just ideas. We pair you with senior talent in product, engineering, customer acquisition and more. Then we let you do what you do best -- build, innovate and disrupt. In 24-36 months, you'll scale and be ready to monetize. What we do differently for investors For investors, we offer early-stage access to the next unicorns before they're unicorns. Our portfolio represents a uniquely liquid and secure way for investors to get access to the latest cutting-edge technologies. Because we focus on market-ready solutions that scale quickly, we're able to provide strong and stable returns while also tapping into emerging global trends with big upsides. VST is a publicly-traded company headquartered in Vancouver, Canada, and listed on the Canadian Securities Exchange (VST), Frankfurt Exchange (6F6) and the OTCQX (VSQTF). For more information, please visit www.victorysquare.com ABOUT THE CANADIAN SECURITIES EXCHANGE (CSE) The Canadian Securities Exchange, or CSE, is operated by CNSX Markets Inc. Recognized as a stock exchange in 2004, the CSE began operations in 2003 to provide a modern and efficient alternative for companies looking to access the Canadian public capital markets. Cautionary Disclaimers |