GameSquare Completes Reciprocity Acquisition
Ticker: GAME · Form: 8-K · Filed: Jun 6, 2024 · CIK: 1714562
Sentiment: neutral
Topics: acquisition, material-definitive-agreement, stock-issuance
TL;DR
GameSquare just bought Reciprocity LLC for 10M shares, closing the deal on May 31st.
AI Summary
On May 31, 2024, GameSquare Holdings, Inc. announced the completion of its acquisition of Reciprocity LLC. This transaction involved the issuance of 10,000,000 shares of GameSquare common stock to the sellers of Reciprocity LLC. The company also entered into a material definitive agreement related to this acquisition.
Why It Matters
This acquisition signifies a significant step in GameSquare's growth strategy, potentially expanding its market presence and service offerings in the gaming and esports industry.
Risk Assessment
Risk Level: medium — Acquisitions carry inherent risks, including integration challenges, potential overvaluation, and the impact of issuing new shares on existing shareholders.
Key Numbers
- 10,000,000 — Shares Issued (Issued to sellers of Reciprocity LLC as part of the acquisition.)
Key Players & Entities
- GameSquare Holdings, Inc. (company) — Registrant
- Reciprocity LLC (company) — Acquired entity
- 10,000,000 (dollar_amount) — Shares issued in acquisition
- May 31, 2024 (date) — Date of acquisition completion
FAQ
What was the effective date of the acquisition completion?
The acquisition of Reciprocity LLC was completed on May 31, 2024.
What was the form of consideration paid for Reciprocity LLC?
GameSquare Holdings, Inc. issued 10,000,000 shares of its common stock to the sellers of Reciprocity LLC.
What is the primary business of Reciprocity LLC?
The filing does not explicitly state the primary business of Reciprocity LLC, but it is implied to be within the gaming or related services sector given GameSquare's business.
What type of agreement was entered into regarding the acquisition?
GameSquare Holdings, Inc. entered into a material definitive agreement related to the acquisition of Reciprocity LLC.
What is GameSquare Holdings, Inc.'s state of incorporation?
GameSquare Holdings, Inc. is incorporated in Delaware.
Filing Stats: 1,459 words · 6 min read · ~5 pages · Grade level 10.2 · Accepted 2024-06-06 16:00:41
Key Financial Figures
- $1.50 m — , UNIV paid Frankly a purchase price of $1.50 million, evidenced by a secured promissor
- $25,000.00 — UNIV Promissory Note is as follows: (i) $25,000.00 on closing date of the UNIV Purchase Ag
- $45,000.00 — e of the UNIV Purchase Agreement; (iii) $45,000.00 per month for a period of twelve (12) m
- $55,000.00 — eriod set forth above in (ii); and (iv) $55,000.00 per month for a period of twelve (12) m
- $700,000 — t, XPR paid Frankly a purchase price of $700,000, evidenced by a secured promissory note
- $1.6 million — ribution assets generated approximately $1.6 million in annual revenue, and the Company sold
- $2.2 m — ore assets for a total consideration of $2.2 million, which will be paid over a three-
- $2.3 million — The Company also removed approximately $2.3 million of annual operating expenses associated
Filing Documents
- form8-k.htm (8-K) — 61KB
- ex2-1.htm (EX-2.1) — 341KB
- ex2-2.htm (EX-2.2) — 256KB
- ex10-1.htm (EX-10.1) — 45KB
- ex10-2.htm (EX-10.2) — 215KB
- ex10-3.htm (EX-10.3) — 50KB
- ex10-4.htm (EX-10.4) — 56KB
- ex10-5.htm (EX-10.5) — 64KB
- ex10-6.htm (EX-10.6) — 39KB
- ex99-1.htm (EX-99.1) — 16KB
- ex10-4_001.jpg (GRAPHIC) — 3KB
- 0001493152-24-022919.txt ( ) — 1450KB
- game-20240531.xsd (EX-101.SCH) — 3KB
- game-20240531_lab.xml (EX-101.LAB) — 33KB
- game-20240531_pre.xml (EX-101.PRE) — 22KB
- form8-k_htm.xml (XML) — 4KB
01
Item 7.01 Regulation FD Disclosure. On May 31, 2024, the Company issued a press release announcing the closing of the transactions referenced herein. A copy of the press release is furnished hereto as Exhibit 99.1. The information in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 2.1 Asset Purchase Agreement, dated as of May 31, 2024, by and between Frankly Media LLC and UNIV, Ltd. 2.2 Asset Purchase Agreement, dated as of May 31, 2024, by and between Frankly Media LLC and XPR Media LLC. 10.1 Promissory Note, dated as of May 31, 2024, by and between Frankly Media LLC and UNIV, Ltd. 10.2 Security Agreement, dated as of May 31, 2024, by and between Frankly Media LLC and UNIV, Ltd. 10.3 Transition Services Agreement, dated as of May 31, 2024, by and between Frankly Media LLC and UNIV, Ltd. 10.4 Service Order, dated as of May 31, 2024, by and between Frankly Media LLC and UNIV, Ltd. 10.5 Promissory Note, dated as of May 31, 2024, by and between Frankly Media LLC and XPR Media LLC. 10.6 Security Agreement, dated as of May 31, 2024, by and between Frankly Media LLC and XPR Media LLC. 99.1 Press Release of GameSquare Holdings, Inc. issued on June 3, 2024. 104 Cover Page Interactive Data File (embedded with the Inline XBRL document).
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GAMESQUARE HOLDINGS, INC. (Registrant) Date: June 6, 2024 By: /s/ Justin Kenna Name: Justin Kenna Title: Chief Executive Officer and Director