Release – Schwazze Signs Definitive Agreement to Acquire MCG LLC


Schwazze Signs Definitive Agreement to Acquire MCG, LLC

 

Schwazze Continues its Colorado Expansion Strategy with Emerald Fields Cannaboutique Dispensaries in Manitou Springs & Glendale, CO

 

DENVER, Nov. 16, 2021 /CNW/ – Schwazze, (OTCQX: SHWZ) (“Schwazze” or the “Company”), announced that it has signed definitive documents to acquire MCG, LLC (“Emerald Fields”).  Emerald Fields owns and operates two retail cannabis dispensaries, located in Manitou Springs and Glendale, Colorado.  This acquisition is part of the Company’s continuing retail expansion plan in Colorado bringing the total number of dispensaries including announced acquisitions to 22.

Total consideration for the acquisition will be $29 million and will be paid as 60% cash and 40% Schwazze common stock upon closing.  The acquisition is targeted to close in the next 75 days, subject to closing conditions and covenants customary for this type of transaction, including, without limitation, obtaining Colorado Marijuana Enforcement Division and local licensing approval.

“Our team is delighted to add the Emerald Fields Cannaboutiques to our growing portfolio of dispensaries and are eager to welcome the team to Schwazze. Manitou Springs and Glendale are attractive locations and are valuable assets to our overall acquisitions plans as we continue to build out Colorado.  Our team is excited to add another store brand to our house of brands.”  said Justin Dye, Schwazze’s CEO.

About Schwazze
Schwazze (OTCQX: SHWZ) is building the premier vertically integrated cannabis company in Colorado and plans to take its operating system to other states where it can develop a differentiated leadership position.  Schwazze is the parent company of a portfolio of leading cannabis businesses and brands spanning seed to sale.  The Company is committed to unlocking the full potential of the cannabis plant to improve the human condition.  Schwazze is anchored by a high-performance culture that combines customer-centric thinking and data science to test, measure, and drive decisions and outcomes.  The Company’s leadership team has deep expertise in retailing, wholesaling, and building consumer brands at Fortune 500 companies as well as in the cannabis sector.  Schwazze is passionate about making a difference in our communities, promoting diversity and inclusion, and doing our part to incorporate climate-conscious best practices.  Medicine Man Technologies, Inc. was Schwazze’s former operating trade name.  The corporate entity continues to be named Medicine Man Technologies, Inc.

Schwazze derives its name from the pruning technique of a cannabis plant to enhance plant structure and promote healthy growth.

Forward-Looking Statements

This press release contains “forward-looking statements.” Such statements may be preceded by the words “plan,” “will,” “may,”, “predicts,” or similar words. Forward-looking statements are not guarantees of future events or performance, are based on certain assumptions, and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company’s control and cannot be predicted or quantified. Consequently, actual events and results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and uncertainties associated with (i) our inability to manufacture our products and product candidates on a commercial scale on our own or in collaboration with third parties; (ii) difficulties in obtaining financing on commercially reasonable terms; (iii) changes in the size and nature of our competition; (iv) loss of one or more key executives or scientists; (v) difficulties in securing regulatory approval to market our products and product candidates; (vi) our ability to successfully execute our growth strategy in Colorado and outside the state, (vii) our ability to consummate the acquisition described in this press release or to identify and consummate future acquisitions that meet our criteria, (viii) our ability to successfully integrate acquired businesses and realize synergies therefrom, (ix) the ongoing COVID-19 pandemic, * the timing and extent of governmental stimulus programs, and (xi) the uncertainty in the application of federal, state and local laws to our business, and any changes in such laws. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission (SEC), including the Company’s Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. Investors and security holders are urged to read these documents free of charge on the SEC’s website at http://www.sec.gov. The Company assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise except as required by law.

SOURCE Schwazze

 

Schwazze Signs Definitive Agreement to Acquire MCG, LLC


Schwazze Signs Definitive Agreement to Acquire MCG, LLC

 

Schwazze Continues its Colorado Expansion Strategy with Emerald Fields Cannaboutique Dispensaries in Manitou Springs & Glendale, CO

 

DENVER, Nov. 16, 2021 /CNW/ – Schwazze, (OTCQX: SHWZ) (“Schwazze” or the “Company”), announced that it has signed definitive documents to acquire MCG, LLC (“Emerald Fields”).  Emerald Fields owns and operates two retail cannabis dispensaries, located in Manitou Springs and Glendale, Colorado.  This acquisition is part of the Company’s continuing retail expansion plan in Colorado bringing the total number of dispensaries including announced acquisitions to 22.

Total consideration for the acquisition will be $29 million and will be paid as 60% cash and 40% Schwazze common stock upon closing.  The acquisition is targeted to close in the next 75 days, subject to closing conditions and covenants customary for this type of transaction, including, without limitation, obtaining Colorado Marijuana Enforcement Division and local licensing approval.

“Our team is delighted to add the Emerald Fields Cannaboutiques to our growing portfolio of dispensaries and are eager to welcome the team to Schwazze. Manitou Springs and Glendale are attractive locations and are valuable assets to our overall acquisitions plans as we continue to build out Colorado.  Our team is excited to add another store brand to our house of brands.”  said Justin Dye, Schwazze’s CEO.

About Schwazze
Schwazze (OTCQX: SHWZ) is building the premier vertically integrated cannabis company in Colorado and plans to take its operating system to other states where it can develop a differentiated leadership position.  Schwazze is the parent company of a portfolio of leading cannabis businesses and brands spanning seed to sale.  The Company is committed to unlocking the full potential of the cannabis plant to improve the human condition.  Schwazze is anchored by a high-performance culture that combines customer-centric thinking and data science to test, measure, and drive decisions and outcomes.  The Company’s leadership team has deep expertise in retailing, wholesaling, and building consumer brands at Fortune 500 companies as well as in the cannabis sector.  Schwazze is passionate about making a difference in our communities, promoting diversity and inclusion, and doing our part to incorporate climate-conscious best practices.  Medicine Man Technologies, Inc. was Schwazze’s former operating trade name.  The corporate entity continues to be named Medicine Man Technologies, Inc.

Schwazze derives its name from the pruning technique of a cannabis plant to enhance plant structure and promote healthy growth.

Forward-Looking Statements

This press release contains “forward-looking statements.” Such statements may be preceded by the words “plan,” “will,” “may,”, “predicts,” or similar words. Forward-looking statements are not guarantees of future events or performance, are based on certain assumptions, and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company’s control and cannot be predicted or quantified. Consequently, actual events and results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and uncertainties associated with (i) our inability to manufacture our products and product candidates on a commercial scale on our own or in collaboration with third parties; (ii) difficulties in obtaining financing on commercially reasonable terms; (iii) changes in the size and nature of our competition; (iv) loss of one or more key executives or scientists; (v) difficulties in securing regulatory approval to market our products and product candidates; (vi) our ability to successfully execute our growth strategy in Colorado and outside the state, (vii) our ability to consummate the acquisition described in this press release or to identify and consummate future acquisitions that meet our criteria, (viii) our ability to successfully integrate acquired businesses and realize synergies therefrom, (ix) the ongoing COVID-19 pandemic, * the timing and extent of governmental stimulus programs, and (xi) the uncertainty in the application of federal, state and local laws to our business, and any changes in such laws. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission (SEC), including the Company’s Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. Investors and security holders are urged to read these documents free of charge on the SEC’s website at http://www.sec.gov. The Company assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise except as required by law.

SOURCE Schwazze

 

eSports Entertainment Group Inc. (GMBL) – Score One For The House

Tuesday, November 16, 2021

eSports Entertainment Group, Inc. (GMBL)
Score One For The House

Esports Entertainment Group Inc is a development-stage online gambling company focused purely on esports. The company’s principal business operations include design, develop and test wagering systems.

Michael Kupinski, Director of Research, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

    Off to a good start. Fiscal first quarter revenues were on point at $16.4 million, with lower than expected Adj. EBITDA loss of $2.6 million, versus our $4.3 million loss estimate. The results were influenced by a large number of acquisitions, including the recent acquisition of BetHard. In addition, Gross Margins significantly improved from 59% in fiscal Q4 to 61% in the latest quarter.

    Reiterates fiscal 2022 revenue guidance.  The first quarter indicates that the company is on a trajectory to achieving its fiscal 2022 revenue goal of $100 million. At this time, we are maintaining our more conservative estimate of $95.0 million. Given a more favorable Gross Margin assumption, we are lowering our adj. EBITDA loss for the year from $11.5 million to a loss of $9.0 million, which also …



This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary.  Proper due diligence is required before making any investment decision. 

eSports Entertainment Group, Inc. (GMBL) – Score One For The House

Tuesday, November 16, 2021

eSports Entertainment Group, Inc. (GMBL)
Score One For The House

Esports Entertainment Group Inc is a development-stage online gambling company focused purely on esports. The company’s principal business operations include design, develop and test wagering systems.

Michael Kupinski, Director of Research, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

    Off to a good start. Fiscal first quarter revenues were on point at $16.4 million, with lower than expected Adj. EBITDA loss of $2.6 million, versus our $4.3 million loss estimate. The results were influenced by a large number of acquisitions, including the recent acquisition of BetHard. In addition, Gross Margins significantly improved from 59% in fiscal Q4 to 61% in the latest quarter.

    Reiterates fiscal 2022 revenue guidance.  The first quarter indicates that the company is on a trajectory to achieving its fiscal 2022 revenue goal of $100 million. At this time, we are maintaining our more conservative estimate of $95.0 million. Given a more favorable Gross Margin assumption, we are lowering our adj. EBITDA loss for the year from $11.5 million to a loss of $9.0 million, which also …



This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary.  Proper due diligence is required before making any investment decision. 

Release – Schwazze Signs Definitive Agreement to Acquire Smoking Gun LLC Smoking Gun Land Company LLC


Schwazze Signs Definitive Agreement to Acquire Smoking Gun, LLC & Smoking Gun Land Company, LLC

 

Schwazze Continues to widen its Colorado Expansion Strategy

DENVER, Nov. 15, 2021 /CNW/ – Schwazze, (OTCQX: SHWZ) (“Schwazze” or the “Company”), announced that it has signed definitive documents to acquire the assets of Smoking Gun, LLC and Smoking Gun Land Company, LLC (“Smoking Gun”).

The Smoking Gun dispensary and assets are located on a prime retail corner on Colorado Blvd. in Glendale, Colorado in the center of the greater Denver metro area. This acquisition is part of the Company’s continuing retail expansion plan in Colorado bringing the total number of dispensaries including announced acquisitions to 20.   

Total consideration for the acquisition will be $4 million in cash and 100,000 shares in Schwazze common stock upon closing. The acquisition is expected to close during the fourth quarter of 2021, subject to closing conditions and covenants customary for this type of transaction, including, without limitation, obtaining Colorado Marijuana Enforcement Division and local licensing approval.

About Schwazze
Schwazze (OTCQX: SHWZ) is building the premier vertically integrated cannabis company in Colorado and plans to take its operating system to other states where it can develop a differentiated leadership position.  Schwazze is the parent company of a portfolio of leading cannabis businesses and brands spanning seed to sale.  The Company is committed to unlocking the full potential of the cannabis plant to improve the human condition.  Schwazze is anchored by a high-performance culture that combines customer-centric thinking and data science to test, measure, and drive decisions and outcomes.  The Company’s leadership team has deep expertise in retailing, wholesaling, and building consumer brands at Fortune 500 companies as well as in the cannabis sector.  Schwazze is passionate about making a difference in our communities, promoting diversity and inclusion, and doing our part to incorporate climate-conscious best practices.  Medicine Man Technologies, Inc. was Schwazze’s former operating trade name.  The corporate entity continues to be named Medicine Man Technologies, Inc.

Schwazze derives its name from the pruning technique of a cannabis plant to enhance plant structure and promote healthy growth.

Forward-Looking Statements
This press release contains “forward-looking statements.” Such statements may be preceded by the words “plan,” “will,” “may,”, “predicts,” or similar words. Forward-looking statements are not guarantees of future events or performance, are based on certain assumptions, and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company’s control and cannot be predicted or quantified. Consequently, actual events and results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and uncertainties associated with (i) our inability to manufacture our products and product candidates on a commercial scale on our own or in collaboration with third parties; (ii) difficulties in obtaining financing on commercially reasonable terms; (iii) changes in the size and nature of our competition; (iv) loss of one or more key executives or scientists; (v) difficulties in securing regulatory approval to market our products and product candidates; (vi) our ability to successfully execute our growth strategy in Colorado and outside the state, (vii) our ability to consummate the acquisition described in this press release or to identify and consummate future acquisitions that meet our criteria, (viii) our ability to successfully integrate acquired businesses and realize synergies therefrom, (ix) the ongoing COVID-19 pandemic, * the timing and extent of governmental stimulus programs, and (xi) the uncertainty in the application of federal, state and local laws to our business, and any changes in such laws. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission (SEC), including the Company’s Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. Investors and security holders are urged to read these documents free of charge on the SEC’s website at http://www.sec.gov. The Company assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise except as required by law.

SOURCE Medicine Man Technologies, Inc.

Schwazze Signs Definitive Agreement to Acquire Smoking Gun, LLC & Smoking Gun Land Company, LLC


Schwazze Signs Definitive Agreement to Acquire Smoking Gun, LLC & Smoking Gun Land Company, LLC

 

Schwazze Continues to widen its Colorado Expansion Strategy

DENVER, Nov. 15, 2021 /CNW/ – Schwazze, (OTCQX: SHWZ) (“Schwazze” or the “Company”), announced that it has signed definitive documents to acquire the assets of Smoking Gun, LLC and Smoking Gun Land Company, LLC (“Smoking Gun”).

The Smoking Gun dispensary and assets are located on a prime retail corner on Colorado Blvd. in Glendale, Colorado in the center of the greater Denver metro area. This acquisition is part of the Company’s continuing retail expansion plan in Colorado bringing the total number of dispensaries including announced acquisitions to 20.   

Total consideration for the acquisition will be $4 million in cash and 100,000 shares in Schwazze common stock upon closing. The acquisition is expected to close during the fourth quarter of 2021, subject to closing conditions and covenants customary for this type of transaction, including, without limitation, obtaining Colorado Marijuana Enforcement Division and local licensing approval.

About Schwazze
Schwazze (OTCQX: SHWZ) is building the premier vertically integrated cannabis company in Colorado and plans to take its operating system to other states where it can develop a differentiated leadership position.  Schwazze is the parent company of a portfolio of leading cannabis businesses and brands spanning seed to sale.  The Company is committed to unlocking the full potential of the cannabis plant to improve the human condition.  Schwazze is anchored by a high-performance culture that combines customer-centric thinking and data science to test, measure, and drive decisions and outcomes.  The Company’s leadership team has deep expertise in retailing, wholesaling, and building consumer brands at Fortune 500 companies as well as in the cannabis sector.  Schwazze is passionate about making a difference in our communities, promoting diversity and inclusion, and doing our part to incorporate climate-conscious best practices.  Medicine Man Technologies, Inc. was Schwazze’s former operating trade name.  The corporate entity continues to be named Medicine Man Technologies, Inc.

Schwazze derives its name from the pruning technique of a cannabis plant to enhance plant structure and promote healthy growth.

Forward-Looking Statements
This press release contains “forward-looking statements.” Such statements may be preceded by the words “plan,” “will,” “may,”, “predicts,” or similar words. Forward-looking statements are not guarantees of future events or performance, are based on certain assumptions, and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company’s control and cannot be predicted or quantified. Consequently, actual events and results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and uncertainties associated with (i) our inability to manufacture our products and product candidates on a commercial scale on our own or in collaboration with third parties; (ii) difficulties in obtaining financing on commercially reasonable terms; (iii) changes in the size and nature of our competition; (iv) loss of one or more key executives or scientists; (v) difficulties in securing regulatory approval to market our products and product candidates; (vi) our ability to successfully execute our growth strategy in Colorado and outside the state, (vii) our ability to consummate the acquisition described in this press release or to identify and consummate future acquisitions that meet our criteria, (viii) our ability to successfully integrate acquired businesses and realize synergies therefrom, (ix) the ongoing COVID-19 pandemic, * the timing and extent of governmental stimulus programs, and (xi) the uncertainty in the application of federal, state and local laws to our business, and any changes in such laws. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission (SEC), including the Company’s Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. Investors and security holders are urged to read these documents free of charge on the SEC’s website at http://www.sec.gov. The Company assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise except as required by law.

SOURCE Medicine Man Technologies, Inc.

Cannabis Bill Proposed by Republican House Member Softer on Marijuana Taxes


Image Credit: @nancymace (Twitter)

The House Now Has Democrat-led and Republican-led Marijuana Bills, the President is Still Opposed

 

In a positive turn of events for those supporting federal rescheduling of marijuana, a freshman congresswoman, who was the only Republican vote in favor of a cannabis research bill for veterans last Thursday (11/4), has presented a bill that is an alternative to the Democrats bill in The House’s Marijuana Opportunity, Reinvestment, and Expungement (MORE) Act.

Like the MORE Act, the Republican draft bill aims to decriminalize marijuana. Both proposals would also work to address previous incarcerations and enact criminal and social justice reforms, including the expungement of prior convictions. However, the Republican proposal has specifically mentioned that only those cannabis-related convictions with no-violent records will be eligible for expungement.

One important difference in what may become competing thoughts between this new bill and the MORE Act is the level of excise tax. The tax on cannabis as envisioned in the Republican-led draft bill is 3.75%. The MORE Act Proposes a 5% tax to start with a final rate of 8% over three years.

In the meantime, cannabis stocks have been outperforming the overall market since last Thursday. As of now, using diversified cannabis ETFs as a proxy (MJ, TOKE), stocks in this industry are up on average over 14%.

Oversight

The chief regulator in the market under the proposal would be the Treasury Department’s Alcohol and Tobacco Tax and Trade Bureau (TTB).  The Food and Drug Administration (FDA) oversight would be limited to advising serving size, certifying designated state medical cannabis products, and approving pharmaceutical derivatives.  The FDA would be prevented from banning the use of cannabis products for non-medical use.

Not unlike cigarettes or spirits, advertising could be restricted, and only adults (from 21 years old) will be legally permitted to consume recreational cannabis.

Revenue from taxation would aim to support grant programs for reintegration, law enforcement, and aids for newly licensed businesses and Small Business Administration (SBA) activities, which would need to treat marijuana businesses the same as other regulated markets.

Why it’s Important

The President personally opposes ending marijuana prohibitions. He does; however, support repairing the harm that harsh criminalization has had on individuals and families. This is the first Republican-led bill introduced in the House of Representatives; it could set up a debate over issues in the competing bill rather than just debate as to whether one side is for full decriminalization or against.

As for the President and Congress members who are still opposed to ending prohibition, a new Gallup poll shows that 68% of Americans support legalization. This is the same percentage as one year ago in the previous Gallup Poll. According to the poll, 50% of registered Republicans support legalization and 83% of Democrats support the measure.

Take-Away

Cannabis stocks moved up double digits after a Republican Bill emerged as an alternative to the Democrat’s More Act. This is the first of its kind on the Republican side and could change the discussion from “should we oppose” to, “let’s debate the differences.” One of the major differences is the excise tax level.

 

Suggested Reading:



Marijuana, CBD, and Hemp Vapes Can Never Be Mailed to Customers



Cannabis Related Businesses (CRB) New Access to Banking Services





Federal Law Questions Still Loom for the Cannabis Industry



Tradestation and Trump Media aren’t the Only Hot SPAC Stories

 

Sources:

https://news.gallup.com/poll/356939/support-legal-marijuana-holds-record-high.aspx

https://www.congress.gov/bill/117th-congress/house-bill/2916/

https://www.marijuanamoment.net/here-are-the-full-details-of-the-new-federal-marijuana-legalization-bill-from-chuck-schumer-and-senate-colleagues/

https://www.marijuanamoment.net/congressional-lawmakers-approve-marijuana-research-bill-for-veterans-in-committee-vote/

https://www.marijuanamoment.net/republican-led-bill-to-legalize-and-tax-marijuana-emerges-as-alternative-to-democratic-measures/

 

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FAT Brands Inc. (FAT) – 3Q21 The Promise Begins to Emerge

Monday, November 08, 2021

FAT Brands Inc. (FAT)
3Q21: The Promise Begins to Emerge

FAT Brands Inc is a multi-brand restaurant franchising company. It develops, markets, and acquires predominantly fast casual restaurant concepts. The company provides turkey burgers, chicken Sandwiches, chicken tenders, burgers, ribs, wrap sandwiches, and others. Its brand portfolio comprises Fatburger, Buffalo’s Cafe and Express, and Ponderosa and Bonanza. The company’s overall footprint covers nearly 32 countries. Fatburger generates maximum revenue for the company.

Joe Gomes, Senior Research Analyst, Noble Capital Markets, Inc.

Joshua Zoepfel, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

    3Q21 Results. Fat Brands reported 3Q21 revenue of $29.8 million, compared to $4.1 million in 3Q20. The increased revenue reflects two months of the GFG acquisition. Royalties revenue rose to $13.7 million in the quarter from $3.2 million in 3Q20. FAT reported operating income of $2.4 million in the third quarter versus an operating loss of $1.3 million last year. Interest expense of $7.1 million drove a reported $3.6 million, or $0.13 per share, loss in the quarter, compared to a $568,000, or $0.04 per share loss last year. We had projected revenue of $14.8 million and a net loss of $1.4 million, or $0.09 per share.

    Sales Trends Continue Improving.  Sales continue to improve post-COVID. SSS growth was 16.2% year-over-year and up 3.5% versus 3Q19. System-wide sales grew 378% to $349.8 million, driven by the acquisitions over the past year. Notably, sales at some franchisees rebounded to, or are above, pre-pandemic 2019 levels …



This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary.  Proper due diligence is required before making any investment decision. 

SPACtrac Report – DD3 Acquisition Corp.: A Bet On Latin America

Published: Monday, November 8, 2021

DD3 Acquisition Corp.: A Bet On Latin America

Michael Kupinski, Director of Research, Noble Capital Markets, Inc.

Patrick McCann, Research Associate, Noble Capital Markets, Inc.

Refer to end of report for Analyst Certification & Disclosures

The Deal. DD3 Acquisition Corp. II (DD3) will be merging with Codere Online in a deal that will make Codere Online a publicly traded company. The deal, which values Codere Online at an Enterprise Value of $353mm, will provide an influx of cash for the company to pursue growth opportunities on the next frontier of online gambling, Latin America.

The Target. Codere Online is an international gambling operator offering internet-based casino and sports betting services. It is in the Latin American segment that Codere Online plans to focus its growth efforts. In fact, it has already piggy backed off its parent’s casinos to offer online gambling in markets such as Mexico, Columbia, and Panama. There are two primary reasons for focusing on growth in Latin America: increasing mobile smartphone penetration and the advent of regulated online gambling.

The Market. According to Grand View Research, the global market size for online gambling could be as large as $127.3 billion by 2027. This would assume a compound annual growth rate (CAGR) of 11.5% for the period of 2020-2027. Many countries in Latin America lag the U.S. and Europe technologically and in regard to online gambling regulation. As the gap in technology and legalized online gambling narrows, it will allow for more online gambling activity and provide a significant opportunity for established online casino operators.

The Finances. After the merger, management expects the newly established company to generate $152mm in top line revenue in 2022 and grow that to $203mm in 2023. Following the merger, the company is expected to have a cash position of $144mm with virtually no debt. As a result, the company is expected to have the financial flexibility to invest in its growth strategy.

The Valuation. At the current share price of nearly $10 per share, DD3 equity is valued at 2.3x Enterprise Value to 2022E Revenue. The shares currently trade at a discount to the business’s peers. If DD3 were to trade in line with its peers, on a blended basis for its mature and high growth markets, the shares would trade near $17.50 per share.

Investment Overview

International casino operator, Cordere Group, plans to bring its online casino and sports betting segment public through a combination with DD3 Acquisition Corp. II, a Special Purpose Acquisition Company, under stock symbol DDMX. The transaction is expected to be completed in the fourth quarter of 2021. Codere Group is based in Spain, with operations in seven countries including Italy, Mexico, and several countries in South America. The new public company will be called Codere Online and will offer CODERE branded online casino and sports betting services. Codere Online will be focused on expansion in the developmental Latin American markets, using the parent company’s retail/casino platform. 

In addition to funding from DD3, there are other private investors who will be participating in the transaction. The group of PIPE investors includes Barron Funds, MG Capital, LarrainVial, and DD3 Capital Partners (the SPAC’s sponsor). DD3 Acquisition Corp. II will contribute $125 million in cash, which is currently held in trust, while PIPE investors will add an additional $67mm, bringing the total cash from investors to $192 million. The post-money equity value will be roughly $500 million, comprised of $270 million of rollover equity for Codere Group, $35 million in founder’s shares, and the total cash contribution from DD3 and the PIPE investors. As such, equity ownership will be as follows: 54.3% owned by the Codere Group, 25.1% DD3 shareholders, 13.5% owned by the PIPE investors, and 7% by the founders and other private interests. 

The Finances. After $18 million in transaction fees and a $30 million cash payment to the parent, Codere Group, the company will have approximately $144 million in cash and virtually no debt. This provides a flexible balance sheet to pursue Codere Online’s strategy to establish itself as a leading online gaming operator in the developing Latin American markets. The company plans to use the cash for a marketing and infrastructure build into new markets and to invest in technology to support the expansion of its operations.  

The company’s plan is to leverage its online business in Spain and Mexico into high growth Latin American markets. Notably, not all Latin American markets are regulated. In some countries, casino and online gambling is unregulated, which makes competing in those markets difficult. In addition, there are markets that prohibit gambling. As such, Codere Online plans to enter only regulated markets. Markets that are on the company’s radar screen for expansion include Brazil, Chile, Peru, Puerto Rico, Uruguay, and Argentina. Many of these countries have started the process toward legalizing online gambling. The company has further plans to enter the United States, given a large Hispanic community that recognizes the CODERE brand.

Why Latin America and why Codere? Codere is an established brand. Its operations in Latin America date back to 1984. In addition, Codere Online will be aligned with its parent company and its large retail footprint. Given its knowledge of the markets and the regulatory hurdles, the company is expected to be among the first movers into the Latin American markets. Latin America, as a whole, is a large and dynamic growth market. Of the countries listed above that may legalize online gambling, the potential population would be 200 million. In contrast, of the 20 States and District of Columbia in the United States that allow online gambling, that population totals a much smaller 120 million. While the United States leads in smartphone penetration, a key attribute for online gambling, Latin America is closing the gap (discussed later in this report). 

DD3 (the publicly traded SPAC) currently trades near $10 per share, which implies a Enterprise Value to projected 2022 revenues of 2.3 times. Near current levels, the shares appear to be trading at a discount to its peers, which include established gaming companies in more mature markets and gaming companies involved in faster growth oriented markets, such as Latin America. Both peer groups are comparable to segments of Codere Online’s business. Using a blended multiple that incorporates the valuation of the more mature markets and the developing markets, the DD3 shares appear to be undervalued, and could offer 75% in upside potential. The analysis is detailed in the valuation section of this report. 

Investment Highlights

  • Increasing gaming legalization. Several countries in Latin America are poised to legalize online gambling, which would open up previously unavailable markets to casino operators and online gaming companies alike. The combined population of these countries is over 200 million. To put this into perspective, 20 States and the District of Columbia in the United States have legal gambling, which equates to 120 million in population.
  • Rising smartphone adoption. Gaming apps are largely smartphone based, and, as such, rising adoption rates for smartphones are an important attribute in determining the potential gaming market in Latin America. Latin American countries have less access to the internet, but adoption rates are rising rapidly. In Brazil and Mexico, (two of the most populated Latin American countries), the combined smartphone adoption rate is expected to grow to 73% by 2025 from an estimated 63% in 2019, according to Statista.com. By contrast, 85% of the U.S. population has smartphone access. 
  • Large revenue growth opportunity. Net gaming revenue in legalized Latin American countries where Codere Online has operations is expected to increase from 2020 to 2023 at a 34% Compound Annual Growth Rate (CAGR) to $203 million. Planned expansion into additional markets is expected to accelerate revenue growth to roughly $400 million by 2027. 
  • Strong brand. Codere Online’s parent has built the CODERE brand in Latin America for nearly 40 years.
  • Omnichannel synergies. Given its strong relationship with Codere Group, Codere Online will be able to leverage CODERE’s retail locations for payment processing and customer service. Furthermore, Codere Online can leverage its parent’s extensive customer database and benefit from cross-selling and coordinated promotional campaigns. This should help reduce customer acquisition costs and potentially improve player loyalty.
  • Relatively low competition. According to management, the competition in Latin America is significantly lower than in more developed markets. For example, the number of major competitors for an online gaming operator in New Jersey stands at nine, whereas Codere Online has four major competitors in Columbia.
  • Barriers to entry. Codere has dealt with complex regulatory requirements in Latin America for years. As such, the company is well equipped to expand in Latin American countries, which have varying regulatory hurdles, which is viewed as a barrier to new competition.

 

Investment Risks

  • Increased competition. Although the competition in Latin America is currently lower than in more developed gambling markets, the opportunity that lies there may not go unnoticed. This could result in more online casino operators entering Latin America over the next several years, in spite of regulatory hurdles.
  • Regulatory risks. Legislation often moves slowly. A slower than expected rollout of gambling regulations in key countries could adversely impact Codere Online’s ability to grow. Moreover, a change in appetite for legalization of the industry in some countries would impact Codere Online’s long term prospects.
  • Slow smartphone adoption. Due to the importance of the company’s gaming apps to its business model, slower than expected smartphone adoption in Latin America could result in a smaller than expected market opportunity.
  • Decrease in personal discretionary income. Rising taxes, inflationary pressures, higher gas prices, unemployment, all may adversely affect personal discretionary income and therefore the ability of consumers to gamble. 

 

Industry Overview

Internet changed the gaming industry. The internet revolutionized many industries and gambling is certainly one of those. Players that like casino games or sports betting now can simply open an app on their cellphone for instant play. The necessary software for online gambling was first developed in the mid-1990s, and, ever since, online gambling has been gaining popularity. Today, gamblers engage in poker, blackjack, roulette, and many other casino games from a web-browser or a phone application. The same is true for sports betting and even betting on eSports. iGaming is the general term used to refer to all such online wagering activity.

The online gambling market was a $10 billion market in 2010 and has quickly grown to a $59 billion market in 2020. New areas of online gambling, including eSports, and legalization efforts are expected to allow the industry to continue a fast pace revenue growth trajectory. As indicated in Figure #1 Global Online Gaming Market, online gambling revenue is expected to grow at strong double digit rates, 11.5% CAGR from 2020 to 2027. The strong double digit growth rate likely will be skewed toward developing markets versus more mature markets.

Figure #1 Global Online Gaming Market

Source: Grand View Research

Due to iGaming’s increasing popularity, countries have had to grapple with regulatory measures that include verifying the software technology, back office policy and procedures, determining the financial capability of the entity, the functionality of the games, and taxes. Today, iGaming is regulated in many developed countries like the United States. But, even in regulated markets, there are varying rules on the types of games and sports betting allowed, as well as tax rates.   

For instance, although iGaming is regulated in many of the States in the U.S., not all forms of it are treated equally. Online sports betting is legal in 20 States and the District of Columbia, but not all of those States allow for online casino games. Nonetheless, more legalization of iGaming is expected in the U.S., especially as States seek additional tax revenue. The Supreme Court overturned the federal ban on sports betting in 2018, and already 20 States have legalized online participation. As iGaming popularity and legal standing continue to grow in the U.S., other countries are likely to follow suit. In fact, there are favorable signs that Latin America may be on a similar path of iGaming adoption as the United States.

For the moment, gambling in many Latin American countries is still the “wild west”, either unregulated or even prohibited. Some countries, however, have already passed legislation to regulate gambling, both online and in-person. At this time, there are several Latin American countries that allow some form of gambling. Existing casino operators are jockeying for market share in the online gaming market in areas that are already regulated and are preparing to enter additional markets should the trend of legalization continue.

A Blueprint for Latin America. Although several large Latin American countries have not yet regulated online gambling, there are some that have taken such steps. Most notably of these, due to their size, are Mexico and Columbia. Mexico regulates in-person casinos and is home to many casino operators in the country’s tourist hotspots, such as Monterrey, Guadalajara, Cancun and Veracruz, among others. Casinos also may apply for a permit to offer online gambling themselves or through affiliates. One clear benefit of Mexico’s gambling regulations is tax revenue, which may provide motivation for other countries to follow suit.

Columbia was the first South American country to begin regulating the online gambling industry, according to the Jerusalem Post, with legislation it passed in 2016. The online gambling industry has seen strong growth. For example, iGaming revenue was over $2 billion for the first half of 2021, more than double that of the first half of 2020, according to gamblingnews.com. Similar to Mexico, Columbia provides the rest of Latin America with an example of the benefits of a well regulated gambling industry, with its growing tax revenue. For instance, Columbia’s tax revenue from online gambling grew 81% from 2018 to 2019, per the Jerusalem Post. Moreover, for any country that experienced a tax lull following the COVID pandemic, online gambling regulation may be especially appealing now.

Should the other highly populated countries in South America follow Columbia’s lead, it would open up a large opportunity for casino operators. Figure #2 Smart Phone Penetration, illustrates the Smart Phone Adoption rates in many of the large Latin American markets.

Figure #2 Smart Phone Penetration


Even with an estimated smartphone adoption rate of just 65%, the combined population with smartphones is greater than 170 million. If smartphone penetration rate increases in these countries, the online gambling opportunity will become greater.

Legislators stirring in Brazil. The largest Latin American market in terms of population that has not yet regulated the online gambling industry, is Brazil. But this may be changing soon.

Recently, the Brazilian government began a push to legalize gaming and sports betting, focusing first on sports betting. According to casino.org, a law was passed in 2018 legalizing sports betting (online & in-person), but the regulatory framework has not yet been established. Recently, however, an undersecretary of the Brazil Ministry of Economics stated that regulations for the industry are being formalized and the first legal sports bet could be placed in 2022. In fact, according to sbcamericas.com, the secretary of SECAP (a Brazilian agency for developing policy in the lottery industry), the government of Brazil is aiming to bring the sports betting industry live in time for the 2022 World Cup, albeit that is an aggressive timeline.

Whether its next year or further into the future, when Brazil does begin regulating the industry, it will open up a significant market. Brazil is the most populous Latin American country, with over 200 million people. To put that into perspective, consider that the combined population of the 20 States (and D.C.) with legal online sports betting is roughly 120 million. This means that if Brazil were to legalize gambling (including online sports betting), online sports betting would be available to more people in Brazil than the United States. There are of course additional considerations when evaluating the Brazilian market, such as disposable income and technology (especially relevant for the online market). Nonetheless, the opportunity for gambling operators, should Brazil become open for business, is noteworthy.

More dominoes ready to fall. Chile, although less populated than Brazil, is still a large market of about 20 million people. The country currently has a legal in-person casino industry and online gambling may be just around the corner. The pandemic simultaneously caused a decrease in regulated in-person gambling and an increase in prohibited iGaming, the latter of which does not generate tax revenue. The pandemic, therefore, highlighted the need for online gambling regulation in the country. According to igamingbusiness.com, in early 2021, the Chilean Ministry of Finance announced plans to introduce legislation to regulate online gambling, sighting the pandemic and the perspective tax revenue as reasons for the development. This makes Chile yet another domino ready to fall.

Peru is another country that has yet to issue formal online gambling regulations, according to Simon’s Online Gambling Guide. But this may soon be changing. According to Slotegrator, the Peruvian government has indicated its intention to regulate the online gambling market. However, in the meantime, there online gaming operators offering their services in the country, taking advantage of the current legal grey area. Additionally, smaller countries like Uruguay, Puerto Rico, and the individual provinces of Argentina (Argentina regulates gambling, province by province) could expand the opportunity for online gambling operators through greater regulatory transparency.

Company Overview

Codere Online’s parent, Codere Group, was founded in 1980 in Madrid as a slot machine operator and is listed on the Madrid Stock Exchange since 2007 (ticker: CDR). In the early stages of its growth, Codere Group focused on expanding its operations throughout Spain. However, it did not take long before it was opening gaming rooms on another continent, namely, Latin America. It began operations in Columbia as early as 1984 and in the years that followed, expanded to other nearby countries, such as Argentina and Mexico. In 2002, Codere Group opened its first bingo hall in Italy and, by 2008, it obtained a sports betting license in Madrid. In 2014, Codere Group launched online gambling with the founding of Codere Online. The company began operating its online business in Mexico in 2016 and obtained a Columbian license in 2017. Today, Codere Group’s global presence includes Spain, Italy, Mexico, Columbia, Argentina, Panama, and Uruguay.

Due to its parent company’s longstanding international presence, Codere Online has had the luxury of building on its parent company’s established brand. After all, Codere Group is present in over 10,000 locations worldwide. Codere Online has capitalized on this, with online gambling services in Spain, Italy, Mexico, Columbia, and Panama. Codere Group already has a physical presence in these markets, providing an opportunity for Codere Online and Codere’s retail business to work together. The benefits of this co-operation to Codere Online include in-person payment processing, face-to-face customer service, and access to Codere’s retail customer database. The company refers to this co-operation as its omnichannel strategy. Although the omnichannel strategy has been successful where implemented, in Mexico, Figure #3 below illustrates how Codere Online has gone well beyond that to acquire purely online customers.

Figure #3

 

A dual-threat business. Codere Online offers two distinct channels, casino games and sports betting. For 2020, the revenue split between the two channels was fairly balanced, as Figure #4 depicts.

Figure #4


The company’s ability to capitalize on both streams of business will be crucial for optimizing growth opportunities in the emerging online gambling markets.

Just getting started. In Codere Online’s brief history, it has been able to leverage its parent, Codere Group, to establish itself in the CODERE brand’s key markets. Moreover, it has shown an ability to cash in on customer demands for two different services, online casino gaming and online sports betting. Importantly, Codere Online has not fully tapped the opportunity. In the very near term, the company will aim to establish itself as a key player in its core Latin American markets. According to company management, there is less major competition there than in certain other parts of the globe.

Figure #5 Competitive Landscape illustrates below highlights some competitive differences between Codere Online’s core Latin American markets and selected reference markets. Notably, there are far fewer competitors in Latin America than in other more established markets. And, in the markets that Codere are in, it is the established leader in terms of market presence and name recognition. 

Figure #5 Competitive Landscape


Looking further ahead, Codere Online stands ready to expand beyond countries such as Mexico and Columbia, into developing markets. Figure #6 Market Opportunity illustrates the company’s short and longer-term growth prospects, defined as, markets where the company is established, and markets where it has not yet launched, respectively.

Figure #6 Market Opportunity


Simply from a population standpoint, there is both a sizable opportunity in core markets, as well as a growth runway in untapped markets.

There is more to the story than just the populations, however. The following Figures #7 and #8 illustrate the expected total addressable market sizes in Codere Online’s core and expansion Latin American regions. The data was produced by considering GDP per capita and internet connectivity rates to give a more precise view of the market opportunities.

Figure #7

Figure #8

 

In addition to its plans to expand in Latin America illustrated above, Codere Online is also poised to pursue opportunities with the Latino population in the United States. Management highlights several key target States with large latino populations, where online sports betting is either legal or expected to be so within the next 2 years. The combined population of these States, which among others include California, Texas, and Florida, is roughly 45 million. Key characteristics of Codere Online’s user experience that should appeal to the U.S. Latino market include: a soccer-first sports betting focus, a Spanish-speaking call center, and tested Spanish-language user interface.

Together the core Latin American markets along with the expansion markets provide Codere Online with attractive growth prospects well into the future. The caveat with the expansion markets is that it is largely dependent upon future online gambling regulation. But, as highlighted earlier in this report, gambling regulation trends have been moving in a positive direction.

About DD3 Acquisition Corp. II. DD3 Acquisition Corp. II is a special purpose acquisition company launched by DD3 Capital Partners, a Mexico City based investment advisory firm. DD3 Capital Partners was founded in 2016 by Martin Werner and Jorge Combe, both of whom were previously in leadership roles for Goldman Sachs’ Investment Banking division for Latin America. DD3 Acquisition Corp. II is the second SPAC they have sponsored. DD3 Capital Partners’ first SPAC raised $55.7mm and successfully merged with Betterware in early 2020.

Financial Overview

Codere Online’s balance sheet, as of June 30, 2021, is illustrated in Figure #9 Condensed Balance Sheet. At that time, the company had cash position of just under $8 million. Once the combination is complete, the cash position is expected to increase to $144 million, after transaction fees. It is also noteworthy that the company’s post-merger balance sheet will be virtually debt free.


Figure #9 Condensed Balance Sheet


Recent Results & Outlook

Codere Online’s revenue has been growing in recent periods. A comparison of fiscal 2020 with fiscal 2019 reveals net gaming revenue growth of 20% as illustrated in Figure #10 below. 

Figure #10


In the current year, Codere Online’s revenue growth trends have been strong. On October 4, 2021, the company released financial results for second quarter ending June 30, 2021. The quarterly results are detailed in Figure #11 Q2 Results with a year over year comparisons. Note, results were converted to USD at the average exchange rate for each period.

Figure #11 Q2 Results


The Q2 year over year growth rate of total revenue was 56%, which by comparison to the Q1 year over year growth rate of 36% (not pictured), indicates accelerating revenue growth. Revenue growth acceleration was especially pronounced in Mexico and Columbia. In Mexico, the Q2 Y/Y growth rate was 127% versus 56% Y/Y growth for Q1. Meanwhile revenue grew 207% Y/Y in Columbia in Q2 versus 50% growth in Q1 Y/Y.  The acceleration of growth in Mexico and Columbia is noteworthy, given the company’s focus on growth in those regions.

Management Overview

Martin Werner. Mr. Werner is a co-founder and partner at DD3 Capital Management and serves as Chairman and CEO of DD3 Acquisition Corp.. Prior to founding DD3 Capital, he had an illustrious career in both the private and public sectors. He held several positions within the Mexican Treasury Department throughout the 1990s. Notably, he was tasked with restructuring Mexican public debt when he served as an undersecretary, following the Mexican Peso Crisis of the mid-1990s. He followed up his career with the Mexican Treasury Department with a career in Goldman Sachs’ Investment Banking Department, co-leading the Latin American Division. After his time at Goldman Sachs, he launched DD3 Capital Management. He earned his bachelor’s degree at Instituto Tecnologico Autonomo de Mexico (ITAM) and received a Ph.D in Economics from Yale University.

Jorge Combe. Mr. Combe serves as Director and COO of DD3 Acquisition Corp.. Prior to co-founding DD3 Capital Partners with Martin Werner, Mr. Combe had built an extensive career in investment banking and private equity. While working in Investment Banking, he rose to the position of Managing Director for Goldman Sachs’ Mexican Division, a position he held for the seven years prior to co-founding DD3 Capital. Mr. Combe received his bachelor’s degree from Instituto Tecnologico Autonomo de Mexico (ITAM) and an MBA from the Wharton Business School.

Guilermo Ortiz. Dr. Ortiz is Director and co-Sponsor of DD2 Acquisition Corp. He is an internationally recognized economist, who has been published on many occasions throughout his career. During his career, he has held multiple public offices in Mexico. Namely, he served as Secretary of Finance before being elected to two consecutive terms as the Governor of the Bank of Mexico. He currently serves as a board member of BTG Pactual, a Brazilian Investment Banking and Advisory firm. Dr. Ortiz received a PhD in Economics from Stanford University, prior to which, he earned his bachelor’s at Universidad Nacional Autónoma de México.

Moshe Edree. Mr. Edree serves as Outside Managing Director of Codere Online. His career has included multiple growth managerial positions. Notably, he spent five years as CEO of PTTS Playtech, which makes software used for internet gambling. He was hired as an independent contractor by Codere Online for his managerial expertise in the online gaming industry. He holds bachelor’s degrees from Tel Aviv University and Pratt University, and an M.S. in Project Management from the University of Bridgeport.

Oscar Iglesias Sanchez. Mr. Iglesias currently serves as Global Head of Corporate Development for Codere Online. Upon completion of the merger, he will assume the role of CFO. Throughout his 20+ year career, he has held the position of Managing Director at multiple private equity firms. He also has previous experience as a CFO, when held that position at Franklyn Hotels & Resorts. Mr. Iglesias holds a B.S. in Commerce from the University of Virginia and an MBA from Columbia University.

Stock Overview & Valuation

Figure #12 Stock Ownership below provides a break-down of the equity ownership of Codere Online, post-merger. When the transaction is complete, there will be 49.7 million shares outstanding, 25.1% of which will belong to current DD3 shareholders in exchange for DD3’s $125 million contribution to the deal. The PIPE investors, who are contributing $67 million, will be allotted 13.5% of equity. The remaining equity will belong to Codere Group and to founders, at 54.3% and 7%, respectively.


Figure #12 Stock Ownership


Figure #13 Mature Comparables below is reflective of Codere’s mature, European-based industry peers. This group is relevant because the majority of Codere Online’s historical revenue has been generated in Europe, primarily in Spain. For the most recent quarter, Spain accounted for 60% of the company’s revenue.

Figure #13 Mature Comparables


The median EV/Revenue multiple for the peer group, using 2022E revenues, is 3.1x. The implied price target for Codere Online using this multiple is $12.50, a 25% premium to the pro-forma share price of $10.

Since much of its future growth is expected to come from developing markets in Latin America, there is a strong case for comparing it to a peer group of higher growth companies. The group feature in Figure #14 High Growth Comparables is a higher growth peer group, more apt for comparison to Codere Online when considering the company’s plans for expansion in Latin America.


Figure #14 High Growth Comparables


Using the median EV/2022E revenue multiple of 7.1x, the implied price target for Codere Online would be $25.

Since Codere Online is currently relying on Spain for 60% of its revenue, with roughly 40% of revenue coming from Latin America, a blended multiple may be appropriate. Given a 60% weighting to the $12.50 implied value for its mature side of the business and a 40% weighting to the $25 implied value for its higher growth business, a blended price target would be $17.50, a significant premium to the pro-forma share price of $10.

Risks in achieving the price target may include increased competition. Although the competition in Latin America is currently lower than in more developed gambling markets, the opportunity that lies there may not go unnoticed. This could result in more online casino operators entering Latin America over the next several years, in spite of regulatory hurdles. There are regulatory risks. Legislation often moves slowly. A slower than expected rollout of gambling regulations in key countries could adversely impact Codere Online’s ability to grow. Moreover, a change in appetite for legalization of the industry in some countries would impact Codere Online’s long term prospects. Slower than expected smartphone adoption or the company’s gaming apps in Latin America could result in a smaller than expected market opportunity. In addition, a decrease in personal discretionary income could adversely affect consumers willingness to gamble. Rising taxes, inflationary pressures, higher gas prices, unemployment, all may adversely affect personal discretionary income and therefore the ability of consumers to gamble. 

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All statements or opinions contained herein that include the words “we”, “us”, or “our” are solely the responsibility of Noble Capital Markets, Inc.(“Noble”) and do not necessarily reflect statements or opinions expressed by any person or party affiliated with the company mentioned in this report. Any opinions expressed herein are subject to change without notice. All information provided herein is based on public and non-public information believed to be accurate and reliable, but is not necessarily complete and cannot be guaranteed. No judgment is hereby expressed or should be implied as to the suitability of any security described herein for any specific investor or any specific investment portfolio. The decision to undertake any investment regarding the security mentioned herein should be made by each reader of this publication based on its own appraisal of the implications and risks of such decision.

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ANALYST CREDENTIALS, PROFESSIONAL DESIGNATIONS, AND EXPERIENCE

Director of Research. Senior Equity Analyst specializing in Media & Entertainment. 34 years of experience as an analyst. Member of the National Cable Television Society Foundation and the National Association of Broadcasters. BS in Management Science, Computer Science Certificate and MBA specializing in Finance from St. Louis University.
Named WSJ ‘Best on the Street’ Analyst six times.
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NOBLE RATINGS DEFINITIONS % OF SECURITIES COVERED % IB CLIENTS
Outperform: potential return is >15% above the current price 95% 33%
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Report ID: 24102

FAT Brands Inc. (FAT) – 3Q21: The Promise Begins to Emerge

Monday, November 08, 2021

FAT Brands Inc. (FAT)
3Q21: The Promise Begins to Emerge

FAT Brands Inc is a multi-brand restaurant franchising company. It develops, markets, and acquires predominantly fast casual restaurant concepts. The company provides turkey burgers, chicken Sandwiches, chicken tenders, burgers, ribs, wrap sandwiches, and others. Its brand portfolio comprises Fatburger, Buffalo’s Cafe and Express, and Ponderosa and Bonanza. The company’s overall footprint covers nearly 32 countries. Fatburger generates maximum revenue for the company.

Joe Gomes, Senior Research Analyst, Noble Capital Markets, Inc.

Joshua Zoepfel, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

    3Q21 Results. Fat Brands reported 3Q21 revenue of $29.8 million, compared to $4.1 million in 3Q20. The increased revenue reflects two months of the GFG acquisition. Royalties revenue rose to $13.7 million in the quarter from $3.2 million in 3Q20. FAT reported operating income of $2.4 million in the third quarter versus an operating loss of $1.3 million last year. Interest expense of $7.1 million drove a reported $3.6 million, or $0.13 per share, loss in the quarter, compared to a $568,000, or $0.04 per share loss last year. We had projected revenue of $14.8 million and a net loss of $1.4 million, or $0.09 per share.

    Sales Trends Continue Improving.  Sales continue to improve post-COVID. SSS growth was 16.2% year-over-year and up 3.5% versus 3Q19. System-wide sales grew 378% to $349.8 million, driven by the acquisitions over the past year. Notably, sales at some franchisees rebounded to, or are above, pre-pandemic 2019 levels …



This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary.  Proper due diligence is required before making any investment decision. 

eSports Entertainment Group Inc. (GMBL) – Just What The Doctor Ordered

Thursday, November 04, 2021

eSports Entertainment Group, Inc. (GMBL)
Just What The Doctor Ordered

Esports Entertainment Group Inc is a development-stage online gambling company focused purely on esports. The company’s principal business operations include design, develop and test wagering systems.

Michael Kupinski, Director of Research, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

    Plans to raise cash. The company announced an offering for 1,500,000 Series A Cumulative Redeemable Convertible Preferred Shares. The price of the newly offered preferred stock will be $10 per share and each share will be convertible to common stock anytime by the holder, at a price of $17.50 per share. At $10 per share, the 1.5-million share offering is set to provide the company with an influx of cash roughly in the amount of $15 million. Additionally, the company has signaled its intention to allow a 45-day window wherein the underwriters can purchase another 225,000 Series A Preferred Shares. With the potential for additional share purchases by the underwriters, the total cash raise for the company could reach $17.25 million. The company has applied to list the new preferred shares on the NASDAQ using the symbol, “GMBLP.” We view the move favorably and believe that it is the right financial instrument at this time to raise cash.

    Resetting the clock.  The company found itself low on cash in recent months. After its $17 million acquisition of Bethard in July, the company’s cash position had been depleted from nearly $20 million as of June 30th to an estimated $2.5 million by October. Moreover, the company’s cash burn has been about $1 million per month, further highlighting the need to raise cash. Therefore, the $15 million …



This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary.  Proper due diligence is required before making any investment decision. 

Release – Esports Entertainment Group Announces Launch of Public Offering of 1500000 Shares of Preferred Stock

 


Esports Entertainment Group Announces Launch of Public Offering of 1,500,000 Shares of Preferred Stock

 

Hoboken, New Jersey–(Newsfile Corp. – November 3, 2021) – Esports Entertainment Group, Inc. (NASDAQ: GMBL) (NASDAQ: GMBLW) (or the “Company”) today announced it has commenced an underwritten registered public offering of its 10.0% Series A Cumulative Redeemable Convertible Preferred Stock, par value $0.001 per shares (the “Series A Preferred Stock”), at a price of $10.00 per share. Each share of Series A Preferred Stock will be convertible into shares of the Company’s common stock, at a conversion price of $17.50 per common share, at any time at the option of the holder. In connection with this offering, the Company expects to grant the underwriters a 45-day option to purchase an additional 225,000 shares of Series A Preferred Stock at the public offering price, less underwriting discounts and commissions.

Currently, no market exists for the Series A Preferred Stock. The Company has filed an application to list the Series A Preferred Stock on the NASDAQ Capital Market under the symbol “GMBLP.” If the application is approved, trading of the Series A Preferred Stock is expected to begin within three business days after the initial issuance of the Series A Preferred Stock.

Maxim Group LLC and Joseph Gunnar & Co., LLC are acting as book-running managers for the offering.

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (No. 333-252370) that the Company previously filed with the Securities and Exchange Commission (the “SEC”), which became effective on February 5, 2021. The offering will be made only by means of the written prospectus supplement and the accompanying prospectus that form a part of the registration statement. The preliminary prospectus supplement and the accompanying prospectus relating to the offering will be filed with the SEC and, when filed, will be available on the SEC’s website located at http://www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus, when available, may also be obtained by contacting Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, NY 10022, or by telephone at (212) 895-3745.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

About Esports Entertainment Group

Esports Entertainment Group is a full stack esports and online gambling company fueled by the growth of video-gaming and the ascendance of esports with new generations. Our mission is to help connect the world at large with the future of sports entertainment in unique and enriching ways that bring fans and gamers together. Esports Entertainment Group and its affiliates are well-poised to help fans and players to stay connected and involved with their favorite esports. From traditional sports partnerships with professional NFL/NHL/NBA/FIFA teams, community-focused tournaments in a wide range of esports, and boots-on-the-ground LAN cafes, EEG has influence over the full-spectrum of esports and gaming at all levels. The Company maintains offices in New Jersey, the UK and Malta. For more information visit www.esportsentertainmentgroup.com.

Forward-Looking Statements

The information contained herein includes forward-looking statements. These statements relate to future events or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. The safe harbor for forward-looking statements contained in the Securities Litigation Reform Act of 1995 protects companies from liability for their forward-looking statements if they comply with the requirements of the Act.

Contact:

U.S. Investor Relations
RedChip Companies, Inc.
Dave Gentry
407-491-4498
dave@redchip.com

Media & Investor Relations Inquiries
Jeff@esportsentertainmentgroup.com

Esports Entertainment Group Announces Launch of Public Offering of 1,500,000 Shares of Preferred Stock

 


Esports Entertainment Group Announces Launch of Public Offering of 1,500,000 Shares of Preferred Stock

 

Hoboken, New Jersey–(Newsfile Corp. – November 3, 2021) – Esports Entertainment Group, Inc. (NASDAQ: GMBL) (NASDAQ: GMBLW) (or the “Company”) today announced it has commenced an underwritten registered public offering of its 10.0% Series A Cumulative Redeemable Convertible Preferred Stock, par value $0.001 per shares (the “Series A Preferred Stock”), at a price of $10.00 per share. Each share of Series A Preferred Stock will be convertible into shares of the Company’s common stock, at a conversion price of $17.50 per common share, at any time at the option of the holder. In connection with this offering, the Company expects to grant the underwriters a 45-day option to purchase an additional 225,000 shares of Series A Preferred Stock at the public offering price, less underwriting discounts and commissions.

Currently, no market exists for the Series A Preferred Stock. The Company has filed an application to list the Series A Preferred Stock on the NASDAQ Capital Market under the symbol “GMBLP.” If the application is approved, trading of the Series A Preferred Stock is expected to begin within three business days after the initial issuance of the Series A Preferred Stock.

Maxim Group LLC and Joseph Gunnar & Co., LLC are acting as book-running managers for the offering.

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (No. 333-252370) that the Company previously filed with the Securities and Exchange Commission (the “SEC”), which became effective on February 5, 2021. The offering will be made only by means of the written prospectus supplement and the accompanying prospectus that form a part of the registration statement. The preliminary prospectus supplement and the accompanying prospectus relating to the offering will be filed with the SEC and, when filed, will be available on the SEC’s website located at http://www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus, when available, may also be obtained by contacting Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, NY 10022, or by telephone at (212) 895-3745.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

About Esports Entertainment Group

Esports Entertainment Group is a full stack esports and online gambling company fueled by the growth of video-gaming and the ascendance of esports with new generations. Our mission is to help connect the world at large with the future of sports entertainment in unique and enriching ways that bring fans and gamers together. Esports Entertainment Group and its affiliates are well-poised to help fans and players to stay connected and involved with their favorite esports. From traditional sports partnerships with professional NFL/NHL/NBA/FIFA teams, community-focused tournaments in a wide range of esports, and boots-on-the-ground LAN cafes, EEG has influence over the full-spectrum of esports and gaming at all levels. The Company maintains offices in New Jersey, the UK and Malta. For more information visit www.esportsentertainmentgroup.com.

Forward-Looking Statements

The information contained herein includes forward-looking statements. These statements relate to future events or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. The safe harbor for forward-looking statements contained in the Securities Litigation Reform Act of 1995 protects companies from liability for their forward-looking statements if they comply with the requirements of the Act.

Contact:

U.S. Investor Relations
RedChip Companies, Inc.
Dave Gentry
407-491-4498
dave@redchip.com

Media & Investor Relations Inquiries
Jeff@esportsentertainmentgroup.com