Rivalry Provides Update on Management Cease Trade Order

Rhea-AI Summary

Rivalry Corp announces an update regarding its management cease trade order (MCTO) granted by the Ontario Securities Commission on May 1, 2025. The company is delayed in filing its annual financial statements and related documents for FY2024, with expected completion by June 30, 2025. There have been no material changes since the initial announcement, and the company continues to comply with alternative information guidelines. Additionally, Rivalry has secured a US$650,000 senior unsecured loan from its existing senior lender, with a 10% annual interest rate and maturity date of September 30, 2025. This loan demonstrates the lender's support for the company's strategic review process and provides additional financial flexibility.

Positive

• Secured additional US$650,000 loan providing financial flexibility
• Continued support from senior lender for strategic initiatives
• Clear timeline for resolving filing delay by June 30, 2025

Negative

• Delay in filing annual financial statements and related documents
• Management cease trade order remains in effect
• Additional debt with 10% interest rate burden

TORONTO, May 30, 2025 (GLOBE NEWSWIRE) -- Rivalry Corp. (the “Company” or “Rivalry”) (TSXV: RVLY) (OTCQX: RVLCF) (FSE: 9VK), is providing this bi-weekly update on the status of a management cease trade order granted on May 1, 2025 (the "MCTO") by its principal regulator, the Ontario Securities Commission (the "OSC"), under National Policy 12-203 – Management Cease Trade Orders ("NP 12-203"). On May 2, 2025, the Company announced that there would be a delay in the filing of its annual financial statements, management’s discussion and analysis and related CEO and CFO certificates for the fiscal year ended December 31, 2024 (collectively, the “Annual Filings”), as required under applicable Canadian securities laws (the "Default Announcement"). As stated in the Default Announcement, the Company expects to complete the Annual Filings by June 30, 2025.

The Company advises that: (i) there have been no material changes to the information contained in the Default Announcement; (ii) it intends to continue to comply with the alternative information guidelines of NP 12-203; and (iii) except as previously disclosed, there are no subsequent specified defaults (actual or anticipated) within the meaning of NP 12-203.

The MCTO will remain in effect until the Company is no longer in default with respect to its filing requirements and the OSC lifts the cease trade order.

The Company also announces that it has secured a US$650,000 principal amount senior unsecured loan from its existing senior lender, maturing on September 30, 2025, with an interest rate of 10% per annum (the “Loan”). The Loan reinforces the Company’s senior lender’s support for the Company’s ongoing strategic review process and provides the Company with additional flexibility to continue pursuing its strategic initiatives to maximize long-term stakeholder value.

About Rivalry

Rivalry Corp. wholly owns and operates Rivalry Limited, a leading sport betting and media company offering fully regulated online wagering on esports, traditional sports, and casino for the digital generation. Based in Toronto, Rivalry operates a global team. Rivalry Limited has held an Isle of Man license since 2018, considered one of the premier online gambling jurisdictions, as well as an internet gaming registration in Ontario, and is currently in the process of obtaining additional country licenses. With world class creative execution and brand positioning in online culture, a native crypto token, and demonstrated market leadership among digital-first users Rivalry is shaping the future of online gambling for a generation born on the internet.

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.

Company Contact:
Steven Salz, Co-founder & CEO
ss@rivalry.com

Investor Contact:
investors@rivalry.com

Cautionary Note Regarding Forward-Looking Information and Statements

This news release contains certain forward-looking information within the meaning of applicable Canadian securities laws (“forward-looking statements”). All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as “anticipate”, “achieve”, “could”, “believe”, “plan”, “intend”, “objective”, “continuous”, “ongoing”, “estimate”, “outlook”, “expect”, “project” and similar words, including negatives thereof, suggesting future outcomes or that certain events or conditions “may” or “will” occur. These statements are only predictions. Forward-looking statements in this news release include, but are not limited to, statements with respect to the expected filing date of the Annual Filings.

Forward-looking statements are based on the opinions and estimates of management of the Company at the date the statements are made based on information then available to the Company. Various factors and assumptions are applied in drawing conclusions or making the forecasts or projections set out in forward-looking statements. Forward-looking statements are subject to and involve a number of known and unknown, variables, risks and uncertainties, many of which are beyond the control of the Company, which may cause the Company’s actual performance and results to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Such factors, among other things, include regulatory or political change such as changes in applicable laws and regulations; the ability to obtain and maintain required licenses; the esports and sports betting industry being a heavily regulated industry; the complex and evolving regulatory environment for the online gaming and online gambling industry; the success of esports and other betting products are not guaranteed; changes in public perception of the esports and online gambling industry; failure to retain or add customers; the Company having a limited operating history; negative cash flow from operations and the Company’s ability to operate as a going concern; operational risks; cybersecurity risks; reliance on management; reliance on third parties and third-party networks; exchange rate risks; risks related to cryptocurrency transactions; risk of intellectual property infringement or invalid claims; the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and general economic, market and business conditions. For additional risks, please see the Company’s management’s discussion and analysis for the three and nine months ended September 30, 2024 under the heading “Risk Factors”, and other disclosure documents available on the Company’s SEDAR+ profile at www.sedarplus.ca.

No assurance can be given that the expectations reflected in forward-looking statements will prove to be correct. Although the forward-looking statements contained in this news release are based upon what management of the Company believes, or believed at the time, to be reasonable assumptions, the Company cannot assure shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended. Readers should not place undue reliance on the forward-looking statements and information contained in this news release. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.

FAQ

Why did Rivalry Corp (RVLCF) receive a management cease trade order?

Rivalry received the MCTO due to a delay in filing its annual financial statements, MD&A, and related CEO/CFO certificates for fiscal year 2024.

When will Rivalry Corp complete its Annual Filings for 2024?

The company expects to complete the Annual Filings by June 30, 2025.

What are the terms of Rivalry's new loan announced in May 2025?

Rivalry secured a US$650,000 senior unsecured loan with a 10% annual interest rate, maturing on September 30, 2025.

How does the MCTO affect Rivalry Corp's trading status?

The MCTO restricts trading by management and will remain in effect until the company completes its required filings and the Ontario Securities Commission lifts the order.

What is the purpose of Rivalry's new US$650,000 loan?

The loan provides additional financial flexibility for pursuing strategic initiatives and demonstrates the senior lender's support for the company's ongoing strategic review process.