Some interesting info:
1.4 Excluded information
In accordance with section 713(5) of the Corporations Act, information must be included in this Prospectus if the information:
• has been excluded from a continuous disclosure notice in accordance with the Listing Rules;
• is information that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:
the assets and liabilities, financial position and performance, profits and losses and prospects of the body; and
the rights and liabilities attaching to the securities being offered; and
• would reasonably expect to find in this Prospectus.
Accordingly, the Company notes the information set out below.
1.4.1 Proposed Capital Raising
The Company’s wholly owned subsidiary, TSB Gaming Ltd, is in the advanced stages of negotiations with several investors regarding a fundraising through the issue of SAFE convertible securities and SAND utility tokens on terms approximate to those announced to ASX on 23 May 2019 (Proposed Raising). There is no guarantee that the Proposed Raising will proceed.
1.4.2 Proposed acquisition of Six to Start
The Company’s wholly owned subsidiary, Animoca Brands Limited (Animoca), is in the preliminary stages of negotiations with the holders of 100% of the issued capital of Six to Start Limited (Six to Start) regarding the potential acquisition of Six to Start by Animoca (Proposed
9
Acquisition). Six to Start, a company organised in the United Kingdom, is an independent games
developer and entertainment company based in London.
The consideration for the Proposed Acquisition is proposed to comprise a combination of cash
and Shares to be issued by the Company. Due to the preliminary nature of the negotiations
between Animoca and Six to Start it is not possible to include specific details of the key terms and
conditions of the Proposed Acquisition.
In accordance with its continuous disclosure obligations, the Company will announce further
details of the Proposed Acquisition if a binding agreement is entered into. Further, there is no
guarantee that the Proposed Acquisition will complete or otherwise prove to be successful for the
Company.
1.4.3 Proposed collaboration with Aquis Farm
Animoca is in the preliminary stages of negotiations with Aquis Farm Pty Ltd ACN 168 741 339
(Aquis Farm) regarding a potential collaboration on the development and operation of an equine
token and game platform that will involve the development of a utility token to be used initially for
entertainment purposes (Proposed Collaboration).
The consideration for the Proposed Collaboration will likely comprise an upfront cash payment
and ongoing royalty payments. Due to the preliminary nature of the negotiations between
Animoca and Acquis Farms it is not possible to include specific details of the key terms and
conditions of the Proposed Collaboration.
In accordance with its continuous disclosure obligations, the Company will announce further
details of the Proposed Collaboration if a binding agreement is entered into. Further, there is no
guarantee that the Proposed Collaboration will eventuate or otherwise prove to be successful for
the Company.
1.4.4 Proposed license agreement with Dorna Sports
Animoca is in preliminary negotiations with Dorna Sports, S.L. (Dorna Sports), a company
registered in Spain, regarding the potential entry into a license agreement (Proposed License).
Pursuant to the Proposed License, it is proposed that Dorna Sports will grant a license to
Animoca to use certain marks and other intellectual property rights in connection with the FIM
Road Racing World Championship Grand Prix (Moto GP), for the purposes of the development
and commercialization of a blockchain manager game based on the MotoGP.
Due to the preliminary nature of the negotiations between Animoca and Dorna Sports it is not
possible to include specific details of the key terms and conditions of the Proposed License.
In accordance with its continuous disclosure obligations, the Company will announce further
details of the Proposed License if a binding agreement is entered into. Further, there is no
guarantee that the Proposed License will eventuate or otherwise prove to be successful for the
Company.
1.4.5 Investment in Axie Infinity
Animoca is in preliminary negotiations with Sky Mavis Pte Ltd (Axie Infinity), a company
organized in Singapore (Proposed Investment). Pursuant to the Proposed Investment, Animoca
will acquire a certain percentage interest in Axie Infinity ad the parties will form a collaboration
whereby they agree to market and promote each other to their respective platforms and networks.
Due to the preliminary nature of the negotiations between Animoca and Axie Infinity it is not
possible to include specific details of the key terms and conditions of the Proposed Investment.
In accordance with its continuous disclosure obligations, the Company will announce further
details of the Proposed Investment if a binding agreement is entered into. Further, there is no
10
guarantee that the Proposed Investment will eventuate or otherwise prove to be successful for the
Company.
Cheers
AIMO, DYOR etc etc
