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Alpha Metaverse Technologies Announces Signing of Definitive Agreement to Acquire 100% of Shape Immersive Entertainment Inc.

Alpha Metaverse Technologies Announces Signing of Definitive Agreement to Acquire 100% of Shape Immersive Entertainment Inc.
Alpha Metaverse Technologies Inc.

Alpha Metaverse Technologies Inc.

Vancouver, British Columbia, April 13, 2022 (Globe Newswire) – Alpha Metaverse Technologies Inc. (Custom search engine: ALPA) (FSE: 9HN0), (Pink OTC: APETF) (“alpha“or the”company“) to announce, in addition to the company’s press release dated January 24, 2022, that it has signed a definitive agreement (“an agreement‘) with Shape Immersive Entertainment Inc. (“)appearance“) and all contributors of Shape (“Shareholder form“) , to get (“acquisition“) 100% of the issued and outstanding capital of the form.

Upon completion of the acquisition, Shape will continue to operate as a fully functional metaverse builder and co-develop non-fungible token (“NFTTechnology, Augmented Reality Experiences, and 3D (“)Three-dimensional”) products to transform user experiences. Shape is a leader in 3D NFTs, holograms, augmented and virtual reality, and game development for play. Shape has also partnered with or worked with many well-known Fortune 1000 and other leading companies such as RTFKT® (Recently bought by Nike®) , Red Bull®Intel Corporation® And the Olympics®.

“The entry into this agreement with Shape represents a major milestone for Alpha in our expansion of Web3 and Metaverse-based games and branded experiences,” said Brian Wellenough, CEO of Alpha. “We look forward to completing the acquisition and increasing Shape’s ongoing studio business for major brands and leveraging its development capabilities to grow existing Alpha gaming properties. This combination of the studio’s in-house and external business will broaden Alpha’s business development line and grow the partnership.”

Thinking of buying:

Subject to the terms stipulated in the Agreement, the Company will offer the following consideration to the acquisition:

(a) pay a lump sum of $500,000 in cash to the (collectively) Shareholders on the closing date of the acquisition (“final date“);

(b) Issuance of a total of 14,000,000 ordinary shares in the share capital of the company (each,”Share alpha”) to the shareholder form (collectively) on the closing date;

(c) pay a lump sum of $500,000 in cash to the Shareholders of Form (collectively) within one hundred and eighty (180) days after the Closing Date (“Additional cash consideration“) ; And

(d) the issuance of a total of 840,000 Alpha Shares to designated individuals for services rendered in connection with the successful completion of the Transaction set forth in the Agreement on the Closing Date.

The 14,000,000 Alpha Shares to be issued pursuant to the acquisition are subject to escrow restrictions whereby 10% of such Alpha Shares are released on the Closing Date, thereafter 18% of the remaining Alpha Shares are released after every four (4) month period following the Closing Date (“Warranty arrangement“).

The company shall grant a general security interest in favor of the shareholders figure for the purposes of securing the payment of the additional cash consideration. In the event that the Additional Cash Consideration is not paid within one hundred and eighty (180) days from the Closing Date, the Company shall issue a total of 6,678,000 Alpha Shares to Form Shareholders (combined), and the escrow arrangement will no longer apply and the Company shall maintain The obligation to pay the additional cash consideration.

In addition, the Company has agreed to issue up to a total of 9,000,000 shares of Alpha to certain shareholders in the form (collectively) who will join Alpha, upon completion of the acquisition, as employees or advisors (together the “”important stocks‘), on the following basis:

(a) 500,000 shares of significant stock at Alpha market value of at least $50,000,000 for 10 consecutive trading days;

(b) 500,000 shares of significant stock at a market capitalization of Alpha of at least $75,000,000 for 10 consecutive trading days;

(c) 1,000,000 Significant Shares when the market capitalization of Alpha is not less than $100,000,000 for 10 consecutive trading days;

(d) 1,000,000 significant shares at Alpha market capitalization of at least $125,000,000 for 10 consecutive trading days;

(e) 1,000,000 shares of significant stock at Alpha market capitalization of at least $150,000,000 for 10 consecutive trading days;

(f) 1,000,000 shares of significant stock when Alpha has a market capitalization of at least $175,000,000 for 10 consecutive trading days;

(g) 1,000,000 shares of significant stock when the market capitalization of Alpha is not less than $200,000,000 for 10 consecutive trading days;

(h) 1,000,000 Significant Shares when the market capitalization of Alpha is not less than US$250,000,000 for 10 consecutive trading days;

(i) 1,000,000 shares of Significant Stock when the market capitalization of Alpha is not less than $300,000,000 for 10 consecutive trading days; And

(j) 1,000,000 significant shares when the market capitalization of Alpha is not less than 350,000,000 USD for 10 consecutive trading days,

Provided that each milestone is realized within five years after the closing date and that the market value of each milestone is calculated based on the price of Alpha Shares on the Canadian Stock Exchange multiplied by the number of Alpha shares outstanding at that time.

The closing of the acquisition is subject to the usual terms, including receipt of all necessary regulatory and other approvals.

About Alpha Metaverse Technologies Inc.

Alpha Metaverse Technologies Inc. is a technology company focusing on the emerging industries of esports, mobile, console, web-based games, e-commerce, and other high growth opportunities such as Augmented Reality/Virtual Reality Web3 and Blockchain-based businesses. With a strong portfolio of technology assets and products such as GamerzArena and HeavyChips, Alpha brings a unique focus of gravity to modern gaming platforms. Learn more by: www.alphametaverse.com

Contact:
Investor Relations: [email protected] – 604359 1256
Media and Public Relations: [email protected]

On behalf of the board of directors
Brian Wellnev
chief executive officer

forward-looking statement
This press release contains “forward-looking information” within the meaning of applicable securities laws relating to statements relating to acquisitions and the Company’s business and plans, including with respect to making further acquisitions, meeting additional payments, and achieving certain milestones, including for example Not limited to, any increase in market value. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there is no guarantee that such expectations will prove correct. Readers are cautioned not to place undue reliance on forward-looking information. These forward-looking statements are subject to risks and uncertainties that could cause actual results, performance and developments to differ materially from those contemplated in these statements depending on, among other things, the risks that the acquisition does not proceed as expected, or at all; that the Company has not completed any further acquisitions; that the company does not meet its future payments and releases; that the Company is not meeting any or all of its future phases, including without limitation, any increase in market value; And that the company may not be able to implement its business plans as expected. Except as required by law, the Company expressly disclaims any obligation and does not intend to update any forward-looking statements or forward-looking information in this press release. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there is no guarantee that such expectations will prove correct and do not indicate profitability based on reported sales. Statements in this press release are made as of the date of this release.

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Alpha Metaverse Technologies Announces Signing of Definitive Agreement to Acquire 100% of Shape Immersive Entertainment Inc.

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