ITM Intema Solutions Inc

Intema Solutions Inc. (“Intema” or the “Corporation”) (TSXV: ITM, OTCMKTS: ITMZF) is thrilled to announce that it has entered into an arm’s length letter of intent dated December 7, 2021, with Amuka Ventures Inc. (DBA Amuka Esports) to acquire all the outstanding shares of Parabellum Media Inc. (“Parabellum”), owner of Parabellum Esports and Northern Shield Academy.Parabellum Esports was founded in 2020 and is one of Canada's top esports teams. It is currently fielding rosters in Rainbow Six, Rocket League, CSGO and iRacing, supported by a team of 10 content creators, reaching over 300,000 followers on various social media platforms. Its roster includes both men and women and was one of the first Canadian teams to support competitive women esports. Parabellum is currently sponsored by Zowie, Corsair, Whoosh and CoinSmart, and is the top-selling Canadian esports brand at Sector Six Apparel.For its part, Northern Shield Academy is a developmental team that works with up-and-coming esports athletes to help them take their game to the next level.  Participants in the academy have the opportunity to learn from professional coaches, analysts and scouts to help them reach the next level in their gaming careers.“We are thrilled to welcome Parabellum to the Intema team, which further strengthens our ecosystem with the addition of its leading esports team, as well as a training academy for the next generation of players,” said Laurent Benezra, President and CEO of Intema. “In its short history, Parabellum has been very successful at promoting its brand and we believe that it will play a fast-growing role in Intema’s success.” “We are excited to join Intema and become part of their strategy to offer a unique platform combining esports and iGaming,” said Ben Feferman, CEO of Amuka Esports “We have proven in a very short period of time that our business model works, and we are confident that we will be able to accelerate our growth through Intema’s unique ecosystem of companies, targeting specific complementary areas while continuing to build and promote our academy for the next generation of players.”Summary of the Proposed Transaction The letter of intent stipulates that the Corporation and Amuka Esports will negotiate and enter into a definitive agreement with respect to the Proposed Transaction (the "Definitive Agreement"), providing for Intema to acquire all of the issued and outstanding shares of Parabellum for a total consideration of $700,000 (the “Purchase Price”), to be paid in common shares of Intema, which shares will be subject to a voluntary escrow on to the following terms:      

(i)	25% of the shares will be subject to a resale restriction of four months and one day from the Closing Date;
(ii)	An additional 25% of the shares will be subject to a resale restriction of 12 months from the Closing Date;
(iii)	An additional 25% of the shares will be subject to a resale restriction of 18 months from the Closing Date; and
(iv)	The remaining 25% of the shares will be subject to a resale restriction of 24 months from the Closing Date.

The Proposed Transaction is subject to completion of mutual due diligence, execution of the Definitive Agreement and the approval of the TSX Venture Exchange, and is expected to close in January 2022. About Parabellum EsportsFounded in 2020, Parabellum is a Canadian Professional Esports Organization from Toronto and is competing in titles such as Rainbow 6, Rocket League, Super Smash Bros Ultimate, CSGO, iRacing and more. We also have a full content team with content creators and streamers from all over North America. Parabellum also runs Northern Shield Academy, which gives amateur players coaching, mentorships and paths to move their esports career forward.  For more information, visit www.parabellumesports.com.About IntemaIntema Solutions Inc. is the world’s emerging leader in the esports and iGaming industry. Our mission is to bring the excitement of esports betting to the entire world through fully licensed, secure online platforms. Our ecosystem consists of subsidiaries in esports, iGaming, product branding, digital advertising and marketing campaign design that are all complementary drivers of our future revenue growth. For more information, please visit our corporate website at intema.ca.ContactLaurent BenezraPresident and CEO514-861-1881info@intema.caForward-Looking StatementsThis press release contains certain “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements” within the meaning of applicable Canadian securities laws. All statements, other than statements of historical facts, included in this press release, including, without limitation, those regarding the Private Placement; the expected development of the Corporation’s business and projects; execution of the Corporation’s vision and growth strategy; sources and availability of financing for the Corporation’s projects; and future liquidity, working capital, and capital requirements, are forward-looking statements. Although the forward-looking statements in this press release are based upon what management of the Corporation believes are reasonable assumptions, they are inherently subject to significant business, economic and competitive uncertainties, and contingencies, and there can be no assurance that they will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-Looking statements can generally be identified by the use of forward-looking words such as “may”, “should”, “will”, “could”, “intend”, “estimate”, “plan”, “anticipate”, “expect”, “believe” or “continue”, or the negative thereof or similar variations. Forward-looking statements in this press release relate to, among other things, statements relating to the terms of the Private Placement and the terms of the Proposed Transaction; Intema’s future outlook and anticipated events or results; and the completion of the Private Placement and the Proposed Transaction. Actual future results may differ materially. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause future results, performance or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. The Corporation’s statements expressed or implied by these forward-looking statements are subject to a number of risks, uncertainties, and conditions, many of which are outside of the Corporation’s control, and undue reliance should not be placed on such statements. Forward-looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding the Private Placement and the Proposed Transaction, including: that the Corporation’s assumptions in making forward-looking statements may prove to be incorrect; general adverse market conditions and competition; the inability to finance operations and/or obtain any future strategic investment necessary to implement new technologies; the inability to build a sustainable, conscientious company with a stronger presence online through new products in esports and gaming; the inability to obtain, or maintain, gaming license(s); and that market conditions related to the COVID-19 pandemic may negatively affect the outcome of the business or operations of the Corporation, including its results and financial condition. Except as required by securities law, the Corporation does not assume any obligation to update or revise any forward-looking statements, whether as a result of new information, events or otherwise. The Corporation undertakes no obligation to update forward-looking statements except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking statements.Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of this release.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/61cea9a7-5a44-4ae4-8ee1-ebedf18def09