eQube Gaming Limited Announces Completion of Financing and Qualifying Transaction - Seite 2

Private Placement Financings

As a condition to and prior to the closing of the Amalgamation, Subco completed a brokered private placement for 5,220,000 class "A" common shares of Subco ("Subco Shares") at a price of $0.50 per Subco Share for gross proceeds of $2,610,000.00 (the "Brokered Offering"). Richardson GMP Limited ("RGMP") acted as agent under the Brokered Offering. Subco also completed a non-brokered private placement for 1,355,000 Subco Shares at a price of $0.50 per Subco Share for gross proceeds of $677,500.00 (the "Non-Brokered Offering"). Collectively, the Brokered Offering and the Non-Brokered Offering are referred to herein as the "Offerings".

Pursuant to the Brokered Offering, RGMP received a commission equal to 8% of the aggregate gross proceeds placed under the Brokered Offering, payable in cash, and was paid a corporate finance fee. RGMP was also granted warrants by Subco (the "Subco Agent Warrants") to acquire that number of Subco Shares equal to 8% of the total number of Subco Shares sold under the Brokered Offering, exercisable at a price of $0.50 per Subco Agent Warrant for a period of 24 months from the closing date of the Brokered Offering.

Under the Amalgamation: (i) each Subco Share issued pursuant to the Offerings were exchanged for one (1) Ordinary Share; and (ii) the Subco Agent Warrants were replaced with agent warrants ("Agent Warrants") to purchase one (1) Ordinary Share for each Subco Share issuable on exercise of the Subco Agent Warrants.

The net proceeds of the Offerings will be used to purchase equipment for customer deployment, research and development initiatives, licensing and third party approvals, working capital requirements arising from contracts recently awarded to eQube for its products and for long term growth, market penetration and acquisitions.

JV Agreement

Pursuant to the joint venture agreement dated July 22, 2014 (the "JV Agreement") between eQube, the Corporation and Catalyst Gaming Corporation ("Catalyst"), immediately after the closing of the Amalgamation, Tebten Limited ("Tebten") entered into purchase and sale agreements (the "Purchase and Sale Agreements") to purchase 1,500,000 Amalco Preferred Shares from existing holders of Amalco Preferred Shares within 90 days from the closing of the Amalgamation.