GameSquare Holdings Files 8-K on Financials & Listing Status

TL;DR

GSQ filed an 8-K: financials look okay but there's a potential delisting warning.

AI Summary

GameSquare Holdings, Inc. filed an 8-K on October 18, 2024, reporting on its results of operations and financial condition. The filing also addresses a notice of delisting or failure to satisfy continued listing rules, and includes financial statements and exhibits. The company was formerly known as Engine Gaming & Media, Inc., Engine Media Holdings, Inc., and Torque Esports Corp.

Why It Matters

This filing is important as it provides updates on GameSquare's financial performance and potential issues with its stock exchange listing, which could impact investors.

Risk Assessment

Risk Level: medium — The filing mentions a notice of delisting or failure to satisfy continued listing rules, indicating potential risks to the company's stock trading status.

Key Players & Entities

• GameSquare Holdings, Inc. (company) — Registrant
• Engine Gaming & Media, Inc. (company) — Former company name
• Engine Media Holdings, Inc. (company) — Former company name
• Torque Esports Corp. (company) — Former company name
• October 16, 2024 (date) — Earliest event reported
• October 18, 2024 (date) — Filing date

FAQ

Key Financial Figures

• $1.00 — mmon Stock") has been below the minimum $1.00 per share required for continued listin

Filing Documents

• form8-k.htm (8-K) — 50KB
• ex99-1.htm (EX-99.1) — 31KB
• 0001493152-24-041560.txt ( ) — 266KB
• game-20241016.xsd (EX-101.SCH) — 3KB
• game-20241016_lab.xml (EX-101.LAB) — 33KB
• game-20241016_pre.xml (EX-101.PRE) — 24KB
• form8-k_htm.xml (XML) — 4KB

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On October 17, 2024, GameSquare Holdings, Inc. (the "Company") issued a press release announcing its preliminary financial results for the third quarter ended September 30, 2024, a copy of which is furnished pursuant to Item 2.02 as Exhibit 99.1 hereto. The preliminary financial results contained in the press release do not present all information for an understanding of the Company's financial condition as of September 30, 2024 or its results of operations for the third quarter ended September 30, 2024. The review of the Company's financial statements for the third quarter ended September 30, 2024 is ongoing and could result in changes to the information in the press release. In accordance with General Instruction B.2. of Form 8-K, the information in this report furnished pursuant to Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, or to the liabilities of Section 11 and 12(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), nor shall it be deemed incorporated by reference into any of the Company's filings under the Exchange Act or the Securities Act, except as expressly set forth by specific reference in such a filing.

01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. Nasdaq Minimum Bid Price Notice On October 16, 2024, the Company received a letter (the "Minimum Bid Price Notice") from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") notifying the Company that for the last 30 consecutive business days, the closing bid price for the Company's common stock (the "Common Stock") has been below the minimum $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the "Nasdaq Minimum Bid Price Requirement"). The Minimum Bid Price Notice has no immediate effect on the listing of the Common Stock, and the Common Stock will continue to trade The Nasdaq Capital Market. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial compliance period of 180 calendar days, or until April 14, 2025, to regain compliance with the Nasdaq Minimum Bid Price Requirement, which requires that the closing bid price of the Common Stock meet or exceed $1.00 per share for a minimum of ten consecutive trading days. If the Company is unable to regain compliance with the Nasdaq Minimum Bid Price Requirement, the Company may be eligible for an additional 180-day compliance period. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the Nasdaq Minimum Bid Price Requirement and will need to provide written notice to Nasdaq of its intention to cure the deficiency during the second compliance period. If the Company does not qualify for the second compliance period or fails to regain compliance during the second 180-day period, Nasdaq will notify the Company of its determination to delist the Common Stock, at which point the Company would have an opportun

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release of GameSquare Holdings, Inc. issued on October 17, 2024. 104 Cover Page Interactive Data File (formatted as Inline XBRL).

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: October 18, 2024 By: /s/ Justin Kenna Name: Justin Kenna Title: Chief Executive Officer and Director

View Full Filing

View this 8-K filing on SEC EDGAR