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Real Luck Group Announces Private Placement of Units for Gross Proceeds of up to $2,400,000 and May 2023 Metrics

V.LUCK

Calgary, Alberta and Isle of Man, Isle of Man--(Newsfile Corp. - June 27, 2023) - Real Luck Group Ltd. (TSXV: LUCK) (OTCQB: LUKEF) (the "Company") and its subsidiary companies doing business as "Luckbox" (the "Group"), an award-winning provider of licensed, real money esports betting, sports betting and casino games, announces that it intends to complete, subject to customary closing conditions and receipt of all regulatory approvals, a non-brokered private placement of up to 60,000,000 units of the Company (the "Units"), at a price of $0.04 per Unit, for gross proceeds of up to $2,400,00 (the "Offering").

Each Unit will consist of one common share (the "Common Shares") and one Common Share purchase warrant (the "Warrants") of the Company. Each Warrant will be exercisable to acquire one Common Share for a period of 36 months following the closing date of the Offering at an exercise price of $0.08 per Common Share, subject to adjustment in certain circumstance. Subject to the policies of the TSX Venture Exchange (the "TSXV"), the Company may, at its option, accelerate the expiry date of the Warrants on thirty days notice if the volume weighted average trading price of the Common Shares on the TSXV is greater than C$0.16 for the preceding ten (10) consecutive trading days.

The Company intends to use the net proceeds of the Offering for corporate development, facilities expansion, technology advancement and general working capital.

Closing remains subject to the final approval of the TSX Venture Exchange.

The Common Shares, Warrants, and any Common Shares issued following exercise of the Warrants will be subject to resale restrictions imposed by applicable securities laws, including a statutory hold period expiring four months and one day from the date of closing. The Offering is subject to approval from the TSXV.

The offered securities have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the "Securities Act") or any state securities laws, and may not be offered or sold to, or for the account or benefit of, any person in the United States or any "U.S person", as such term is defined in Regulation S under the Securities Act, absent registration or an applicable exemption from registration requirements. Offers and sales in the United States will be limited to [institutional accredited investors]. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

May Performance Update

Following the Company's operating update for April 2023, during May 2023, the Company can report record player metrics, with average player stakes now exceeding $1,000 per active player for the first time in its history. Average Revenue Per User ("ARPU") also grew significantly with an 87% uplift versus the Company's April 2023 ARPU.

As a result, May's performance exceeded management expectations on key metrics, including Gross Gaming Revenue, which increased 8% compared to April. Global Betting Handle in May was up 6% month-over-month (in EUR base currency) to $4.9 million, with $18.9 million now staked across the platform in the five months year to date. Luckbox has continued with data driven traffic source optimization, CRM and product improvements which has allowed it to acquire Global Players at a low CPA (cost per acquisition) while maintaining a high player value.

"Our continued month-over-month growth during Maywas yet another strong signal of Luckbox delivering on its plan to grow the player base in Q1, then double down on player value and optimization in Q2," said Real Luck Group CEO Thomas Rosander. "We have made positive operational strides on our B2C business, and ongoing discussions regarding go to market efforts for our B2B are expected to yield benefits in the near future."

About Luckbox

The Company is an award-winning betting company that offers legal, real-money betting, live streams, and statistics on all major esports and sports on desktop and mobile devices. The Company has a Business-to-Consumer (B2C) platform, and by leveraging shared technology, data, and resources, the Company can offer an extensive range of betting options for esports tournaments. The Company's in-house customized user interface and user experience, built on a technology stack that supports multiple odds and streaming sources, allows the Company to deliver deep esports betting coverage. The Company has been built by a team combining experience in the igaming industry and a passion for esports to offer players a unique, broad, engaging, and legal CS:GO betting, Dota 2 and League of Legends betting experience. The Company serves esports fans in more than 80 territories across the globe. In November 2020, Luckbox was named Rising Star at the EGR Operator Awards. The Company (via the Group) holds a full license under the Online Gambling Regulation Act (OGRA), issued by the Isle of Man Gaming Supervision Commission. As the Group is fully licensed in the Isle of Man for B2C and B2B esports & sports betting and casino, the Company has access to favorable payment processors. Luckbox is committed to supporting responsible gambling.

For further information, please contact:

Real Luck Group Ltd.
Thomas Rosander, Chief Executive Officer
Email: investment@luckbox.com
Phone: (647) 670 2882

Investor Relations
Nikhil Thadani, Sophic Capital
Email: nik@sophiccapital.com
Phone: (647) 670-2882
Follow Luckbox on Twitter / Facebook / LinkedIn

CAUTION WITH RESPECT TO FORWARD-LOOKING STATEMENTS

Certain statements and information contained herein may constitute "forward-looking statements" and "forward-looking information," respectively, under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as, "expect", "anticipate", "continue", "estimate", "may", "will", "should", "believe", "intends", "forecast", "plans", "guidance" and similar expressions are intended to identify forward-looking statements or information. Forward-looking statements herein include, but are not limited to, statements regarding the completion of the Offering; the terms of the Offering; the terms of the Units (including the Warrants forming part of each Unit); and the use of net proceeds of the Offering.

The forward-looking statements are not historical facts, but reflect the current expectations of management of the Company regarding future results or events and are based on information currently available to them. Certain material factors and assumptions were applied in providing these forward-looking statements. Forward-looking statements regarding the Company are based on the Company's estimates and are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, levels of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information, including completion of the Offering. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. The Company will not update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.

NON-IFRS FINANCIAL MEASURES

We report our financial results in accordance with IFRS. This press release was prepared using results and financial information determined under IFRS. In addition to IFRS financial measures, this press release also contains non-IFRS financial measures, non-IFRS ratios, capital management measures and other supplementary financial measures used by management to assess the Company's operational performance.

These measures do not have a standardized meaning under IFRS. It is likely that the non-IFRS financial measures used by the Company will not be comparable to similar measures reported by other issuers or those used by financial analysts as their measures may have different definitions. The measures used by the Company are intended to provide additional information and should not be considered in isolation or as a substitute for IFRS financial performance measures. These measures are given as at a specific point in time and similar measures may differ materially during future periods.

Generally, a non-IFRS financial measure is a numerical measure of an entity's historical or future financial performance, financial position or cash flows that is neither calculated nor recognized under IFRS. Management believes that such non-IFRS financial measures are important as they provide readers with a better understanding of the results of our recurring operations and their related trends, while increasing transparency and clarity into our operating results. Management also believes these measures to be useful in assessing the Company's capacity to fulfill its financial obligations

The TSX Venture Exchange has neither approved nor disapproved the contents of this press release. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

No securities regulatory authority has either approved or disapproved the contents of this press release. This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or any acceptance of an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

All financial figures are approximate and in Canadian dollars, unless otherwise noted.

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/171448