Victory Square Technologies Announces Completion of Asset Purchase from Techstars 2019 Alumni Company GameOn App Inc. and Appointment of Matt Bailey as Chief Executive Officer of V2 Games Inc.

VANCOUVER, British Columbia, Dec. 16, 2020 (GLOBE NEWSWIRE) -- Further to the press release of Victory Square Technologies Inc. ("Victory Square") (CSE:VST) (OTC:VSQTF) (FWB:6F6) dated September 18, 2020, V2 Games Inc. ("V2 Games"), a portfolio company of Victory Square, is pleased to announce that on December 1, 2020, it closed a transaction to acquire substantially all of the assets (the "Asset Purchase") of GameOn App Inc. ("GameOn") pursuant to an asset purchase agreement between V2 Games and GameOn dated November 11, 2020, as amended by an amending agreement dated November 30, 2020 (the "APA").

Prior to the sale of its assets to V2 Games, GameOn was a gaming company providing consumers, broadcasters, sportsbooks, venues and brand partners with interactive, social experiences around sports, television and live events. GameOn drove engagement and revenue through its suite of proprietary mobile and TV technologies, changing the way fans compete, watch and win through free and frictionless prediction games. After completing the Techstars accelerator program and launching last summer, GameOn landed distribution rights into Comcast homes and bars. GameOn’s television app, which has been acquired by V2 Games, overlays sports games to enable live prediction in venues throughout the United States, driving viewership, engagement and revenue. GameOn also worked with white-label partners including NBCUniversal, Bravo and Real Housewives.

“We are excited to welcome the GameOn team to the Victory Square family,” said Shafin Diamond Tejani, CEO of Victory Square. “This acquisition will strengthen the V2G management team, add new interactive and innovative products to the company's portfolio and includes partnerships with major players including Comcast and NBCUniversal. The upcoming public listing of V2G will also unlock value for VST and our shareholders, as we follow in the footsteps of the successful public launch of Fansunite Entertainment earlier this year.”

As consideration for the Asset Purchase, V2 Games issued 3,123,288 common shares of V2 Games at a deemed price of $0.80 per share, assumed USD$274,400 in liabilities of GameOn, and issued a convertible note with a principal amount of USD$92,000 and a maturity date of December 1, 2022 (the "Convertible Note"), equivalent to a total purchase price of approximately $2,965,047 based on the Bank of Canada exchange rate for United States dollars to Canadian dollars as of December 14, 2020. No interest is payable on the principal amount of the Convertible Note, which is convertible into common shares of V2 Games at a price of $0.25 per share at the option of the holder.