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Real Luck Group Ltd. Announces Management and Director Appointment and Grant of Stock Options and Incentive Bonus

Newsfile Corp.
·9 min read

Calgary, Alberta and Isle of Man--(Newsfile Corp. - January 7, 2021) -  Real Luck Group Ltd. (TSXV: LUCK) (the "Company") and its subsidiary companies doing business as "Luckbox" (the "Group"), a leading provider of legal, real money esports betting, is pleased to announce that, following the closing of the previously announced qualifying transaction involving Elephant Hill Capital Inc. (the "Qualifying Transaction") and the subsequent listing and posting for trading on the TSX Venture Exchange (the "Exchange") of the Company's common shares, the Company has made the additions to its leadership team.

The Company has appointed Ran Kaspi as Chief Financial Officer. Mr. Kaspi previously served as the CFO of ASX-listed ParaZero Ltd., a company developing drone safety solutions. Prior to that, Mr. Kaspi served as Finance Director of Global-e, a top European provider of seamless cross-border E-commerce solutions. Mr. Kaspi brings substantial online gaming experience following almost six years at London Stock exchange-listed 888.com where he led the economic and performance team. Mr. Kaspi holds an MBA degree in Finance from Tel-Aviv University in Israel and a BA in Economics and Management. He is licensed by the Israeli Securities Authority.

In addition, the Company has appointed Jo-Anne Archibald as Corporate Secretary. Ms Archibald is the Chief Executive Officer and founder of Canadian Corporate Board Advisory Services (www.ccbas.ca).

With Ms. Archibald's appointment, Mike Stevens, co-founder of the Luckbox group and current director of the Company has resigned as Corporate Secretary to focus on his board role. The Board of Directors wishes to thank Mr. Stevens for his role as Corporate Secretary for this transitional phase following the closing of the Qualifying Transaction.

The Company has also confirmed three new additions to its Board of Directors. Concurrently with the closing of the Qualifying Transaction, the following directors were appointed to the Board of Directors of the Company.

Drew Green

Mr. Green is an award-winning Chief Executive Officer, entrepreneur, and expert in managing fast-paced, high-growth companies. A visionary leader, Mr. Green has created one of the world's fastest growing apparel brands, INDOCHINO. Since 2015, he has established significant strategic capital, hired a world class management team, and created global alliances which led to over 500% growth. A seasoned business leader, Mr. Green is Chairman of five public or preparing to go public companies (including the Company), including EMERGE COMMERCE, BRUUSH, APOLLO  and AIRES TECH.

Previously recognized as top 40 under 40, as well as CEO of the year, Mr. Green has been recognized for his accomplishments throughout his career, including being awarded the Innovation in Retail Award, Breakout Retailer of the Year and The Entrepreneur of the Year, by Ernst & Young. In 2019 Canadian Business announced that between 2015 and 2019, INDOCHINO was the fastest growing Canadian retailer with sales globally, amongst retailers with revenues over CAD$100 million.

Mr. Green is an independent director of the Company, Chairman of the Board and Chairman of the Compensation Committee and a member of the Audit Committee of the Board of Directors.

Maruf Raza

Mr. Raza is the National Director of MNP LLP's Public Companies practice. Mr. Raza is an Assurance Partner in the Toronto office of MNP LLP where he serves as an advisor to public and private companies planning on going public through direct initial public offerings or reverse mergers. Mr. Raza currently serves on CPA Canada's Cryptocurrency Task Force. Mr. Raza is also a director of an Exchange-listed company and was a past board chair of an Exchange-listed company.

Mr. Raza is an independent director of the Company and a member of the Compensation Committee and Chairman of the Audit Committee of the Board of Directors.

Lloyd Melnick

Mr. Melnick is General Manager at VGW Holdings Ltd., and Non-Executive Director at Blackstone owned Murka Games. Mr. Melnick is a serial builder of businesses and held senior leadership positions on three exits worth over US$700 million. Mr. Melnick success extends across prominent companies - Disney, Stars Group, Zynga - and small businesses (Merscom LLC., Spooky Cool Labs LLC). Mr. Melnick also brings over 20 years' experience in the gaming and casino space.

Mr. Melnick is an independent director of the Company and a member of the Compensation Committee and Audit Committee of the Board of Directors.

CEO Commentary

The Company's CEO, Quentin Martin, said: "Ran, Drew, Maruf and Lloyd add an invaluable amount of knowledge and experience to our company, and their diverse backgrounds will be enormous assets as we strive to meet our ambitious growth goals from the outset. These are hugely exciting times for Luckbox, and I am grateful to have such a capable and experienced senior team to help us grow as we undertake the next steps as a public company."

Grant of Stock Options

The Board of Directors have granted stock options in the aggregate of 450,000 to an officer and employees of the Company. The options were granted under the Company's stock option plan and the policies of the Exchange.

Each option is exercisable for one common share of the Company, for three years, at an exercise price of $0.84, based on the closing price of the Company's shares on December 22, 2020. Options shall vest over a three-year period as to 10% vesting immediately, 10% six months from grant date and 20% every six months.

Incentive Bonus

The Company also announces that its Board of Directors and the Compensation Committee of its Board of Directors has authorized the payment of a one-time performance incentive bonus (the "Incentive Bonus") to the Chief Executive Officer of the Company, Quentin Martin. The Incentive Bonus is intended to compensate Mr. Martin for services provided in connection with the successful Qualifying Transaction, and to reflect the below market compensation Mr. Martin agreed to accept during the initial listing and financing process.

"The Board of Directors commends Mr. Martin for his substantial efforts over the past year. His successful guidance of the Company through the Exchange listing process and initial financing rounds has added great value for all stakeholders". Stated Drew Green, Chairman of the Compensation Committee.

The Incentive Bonus will include: the issuance of 119,048 common shares of the Company (the "Bonus Shares"); upon issuance, the Bonus Shares will be subject to a four-month-and-one-day statutory hold period in accordance with applicable securities laws.

The Incentive Bonus constitutes a "related party transaction" within the meaning of Exchange Policy 5.9 and Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (the "MI 61-101"). In connection with payment of the Incentive Bonus, the Company intends to rely upon the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 set forth in sections 5.5(a) and 5.7(1) (a) of MI 61-101 on the basis that the fair market value (as determined under MI 61-101) of the Incentive Bonus does not exceed twenty-five percent of the market capitalization of the Company (as determined under MI 61-101).

Issuance of the Bonus Shares, in accordance with the Incentive Bonus, remains subject to the approval of the Exchange. In accordance with the policies of the Exchange, the Company is also required to obtain disinterested shareholder approval for the Incentive Bonus. The Company intends to obtain such approval at a general meeting of the Company.

The Company will issue a further news release once the requisite approval of the Exchange, and disinterested shareholders, has been obtained, and the Incentive Bonus has been paid.

About Luckbox

The Company is a pure play esports betting company, that offers legal, real-money betting, live streams, and statistics on 13 esports on desktop and mobile devices. The Company has a B2C platform, and by leveraging shared technology, data, and resources, the Company can offer an extensive range of betting options for esports tournaments. The Company's in-house customized user interface and user experience, built on a technology stack that supports multiple odds and streaming sources, allows the Company to deliver one of the world's deepest esports betting coverage. The Company has been built by a team combining vast experience in the igaming industry and a passion for esports to offer players a unique, broad, engaging, and legal CS:GO betting, Dota 2 and League of Legends betting experience. The Company serves esports fans in more than 80 territories across the globe. In November 2020, Luckbox was named Rising Star at the EGR Operator Awards. The Company (via the Group) holds a full licence under the Online Gambling Regulation Act (OGRA), issued by the Isle of Man Gaming Supervision Commission. As the Group is fully licensed in the Isle of Man for Business-to-Consumer (B2C) and Business-to-Business (B2B) esports & sports betting and casino, the Company has access to favourable payment processors. Luckbox is committed to supporting responsible gambling.

CAUTION WITH RESPECT TO FORWARD-LOOKING STATEMENTS

The TSX Venture Exchange has neither approved nor disapproved the contents of this press release. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release may contain certain "forward-looking statements" and "forward-looking information" within the meaning of applicable Canadian securities laws. When used in this news release, the words "anticipate", "believe", "estimate", "expect", "target, "plan", "forecast", "may", "schedule" and other similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to the anticipated payment of the Incentive Bonus, the process by which the Company intends to obtain disinterested shareholder approval for the payment of the Incentive Bonus, regulatory requirements or approvals necessary for the payment of the Incentive Bonus, and other factors or information. Such statements represent the Company's current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affections such statements and information other than as required by applicable laws, rules and regulations.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/71590