
Wonderfilm and Shoal Games Announce Collaboration in OTT Marketplace; Wonderfilm to Conduct Financing
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Vancouver, British Columbia (FSCwire) - The Wonderfilm Media Corporation. (TSXV: WNDR)(OTC: vv), ("Wonderfilm" or the "Company") is pleased to announce a collaborative agreement between the Company and Shoal Games Ltd. (TSXV: SGW)(OTCQB: SGLDF), a mobile software developer, publisher, and owner of Rooplay, the OTT EdTech games platform (http://www.rooplay.com), to assist each other in research, development and distribution on Video on Demand (VOD) and Over the Top (OTT) platforms globally.
“Shoal Games’ expertise in the OTT space, as demonstrated with their games platform Rooplay, provides Wonderfilm a skilled partner to assist in the development of Wonderfilm’s planned entry into Subscription Video on Demand (SVOD).” said Kirk Shaw, Wonderfilm CEO. “Wonderfilm and Shoal Games’ advanced design expertise are incrementally expanding SVOD technology from a passive viewing experience into a multilayered interactive technology that will provide app users with a new level of personalized experiences, ultimately including embedded blockchain technology. The app’s powerful new two-way relationship will also foster innovative collaboration, including the joint development of future movies and series. I view this match of creative talents lending itself to many new and exciting collaborations, with Shoal’s branded games and OTT distribution paired with Wonderfilms large audience reach”, he added.
“To successfully compete in the OTT marketplace it takes strong partners and wide distribution”, commented Jason Williams, Shoal Games CEO. “Wonderfilm is a leader in the production of high quality cinematic video and Shoal Games is excited to begin collaborations as we both look to increase our visibility on OTT systems globally and find opportunities for co-promotion between our products and customers.”
Shoal Games and Wonderfilm plan to immediately begin detailed investigation of the most cost effective method to realize their product and distribution objectives. Wonderfilm has plans to introduce 17 new films over the next year and Shoal Games intends to launch the complete OTT Rooplay platform on Apple, Android, TV and Web in the next few weeks.
In addition, the Company announces a non-brokered private placement of a minimum of 909,901 and a maximum of 2,272,727 units (“Units”) at $0.55 per Unit for gross proceeds of between $500,000 and $1,250,000 (the “Private Placement”). Each Unit will consist of one common share of the Company (“Share”) and one‑half of one non-transferable common share purchase warrant (“Warrant”). Each whole Warrant will entitle the holder to purchase one additional common share of the Company (a "Warrant Share") of the Company at a price of $0.75 per Warrant Share for a period of twenty-four (24) months from their date of issue.
A financing fee may be paid to certain finders on closing of the Private Placement, consisting of a cash commission of up to 8.0% of the proceeds identified by each finder and non‑transferable finder’s warrants of up to 8% of the number of Units identified by each finder (“Finders’ Warrants”). Each two (2) Finders’ Warrants will entitle the holder to acquire one common share of the Company (“Finders’ Warrant Share”) at a price of $0.75 per Finders’ Warrant Share for for a period of twenty-four (24) months from their date of issue.
The Private Placement is subject to all necessary regulatory approvals, including acceptance by the TSX Venture Exchange. All securities issued under the Private Placement will be subject to a hold period expiring four months and one day from the date of issuance in accordance with applicable Canadian securities laws.
The Company intends on using the net proceeds of the Private Placement for general working capital purposes.
About Wonderfilm Media
Wonderfilm is a leading publicly traded (TSX Venture Exchange) entertainment company with offices in Beverly Hills, Vancouver, Canada and Seoul, South Korea. Wonderfilm's main business is the production of high-quality feature films and episodic television that offer international appeal through the Company's guiding philosophy of bringing new financing solutions to an entertainment industry increasingly looking for funding and co-production alternatives. Wonderfilm is a producer and distributor only for the projects disclosed. The legal ownership of movie productions are held in a special purpose legal entity held at arm’s length to the Company to facilitate for the qualification of various levels of domestic and foreign government tax credit incentives that are customary in the film and production business.
About Shoal Games Ltd.
Shoal Games Ltd. (TSXV:SGW) (OTCQB:SGLDF) (www.shoalgames.com) is the owner of the OTT EdTech Games Platform Rooplay (www.rooplay.com). Rooplay’s pioneering curated games platform brings calm, structure and accountability for children and parents in an increasingly confusing and fragmented digital world. Empowering children with inspired play, engagement and innovative learning prepares them for success in their futures. Featuring Peter Rabbit, Garfield, Moomin, Mr. Men, Little Miss, Pororo, and Mr. Bean, the product offers families a handpicked and growing selection of hundreds of educational games for a monthly subscription fee. The Rooplay platform uses the same subscription business model as Netflix, but it substitutes passive video content with active learning games designed to inspire children to success.
Neither the TSX Venture Exchange Inc. (“Exchange”) nor its regulation services provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this press release.
Cautionary Statements
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, and these securities will not be offered or sold in any jurisdiction in which their offer or sale would be unlawful. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws of the United States. Accordingly, these securities will not be offered or sold to persons within the United States unless an exemption from the registration requirements of the 1933 Act and applicable state securities laws is available.
This press release contains forward-looking statements as defined by applicable securities laws. Forward-looking statements are statements that relate to future, not past, events. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as "anticipate", "believe", "plan", "estimate", "expect", and "intend", statements that an action or event "may", "might", "could", "should", or "will" be taken or occur, or other similar expressions. All statements, other than statements of historical fact, included herein, including disclosure regarding possible events, conditions, timing or financial performance that are based on assumptions about future economic conditions and courses of action; and the plans for completion of the Private Placement, expected use of proceeds and business objectives, are forward-looking statements. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: the need for additional financing; reliance on key personnel; the volatility of the Company’s share price and volume and the additional risks identified as “risk factors” in the Company’s most recently filed Management Discussion and Analysis or in other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulators. In making the forward-looking statements in this news release, the Company has applied several material assumptions, including the assumptions that (1) all necessary approvals and consents in respect of the Private Placement will be obtained in a timely manner and on acceptable terms; and (2) general business and economic conditions will not change in a materially adverse manner. Forward-looking statements are made based on management's beliefs, estimates and opinions on the date that statements are made, and the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws. Investors are cautioned against attributing undue certainty to forward-looking statements.
For further details, please see the Company’s documents filed on the System for Electronic Document Analysis and Retrieval at www.sedar.com.
Further Information
For further information, please contact:
Kirk Shaw
The Wonderfilm Media Corporation,
Chief Executive Officer
Telephone: (604) 638-4890
Email: [email protected]
Prit Singh
Investor Relations
Telephone: 905-5107636
Email: [email protected]
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Source: The Wonderfilm Media Corporation (TSX Venture:WNDR)
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