A global gaming & esports media company - CORPORATE PRESENTATION | NOVEMBER 2021
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CSE: GSQ DISCLAIMER This presentation of GameSquare Esports Inc. (“GameSquare” or the “Company”) is for information only and shall not constitute an offer to buy, sell, issue or subscribe for, or the FORWARD-LOOKING STATEMENTS solicitation of an offer to buy, sell or issue, or subscribe for any securities. The information Certain statements in this presentation are “forward-looking statements” or contained herein is subject to change without notice and is based on publicly available “forward-looking information” under applicable securities legislation. Such forward-looking information, internally developed data and other sources. Where any opinion or belief is statements or information are used in this presentation for the purpose of providing expressed in this presentation, it is based on the assumptions and limitations mentioned information about management’s current expectations and plans relating to the future herein and is an expression of present opinion or belief only. No warranties or representations development of the Company’s business. Any statements that express or involve can be made as to the origin, validity, accuracy, completeness, currency or reliability of the discussions with respect to predictions, expectations, beliefs, plans, projections, information. The Company disclaims and excludes all liability (to the extent permitted by law), objectives, assumptions or future events or performance (often, but not always using words for losses, claims, damages, demands, costs and expenses of whatever nature arising in any or phrases such as “expect”, “seek”, “endeavor”, “anticipate”, “plan”, “estimate”, “believe”, way out of or in connection with the information in this presentation, its accuracy, “intend”, or stating that certain actions, events or results may, could, would, might or will completeness or by reason of reliance by any person on any of it. This presentation should not occur or be taken, or achieved) are not statements of historical fact and may be be construed as legal, financial or tax advice to any person, as each person’s circumstances “forward-looking statements”. Forward-looking statements or information in this are different. Readers should consult with their own professional advisors regarding their presentation include, but are not limited to, statements or information with respect to the particular circumstances. The information contained in this presentation is not directed to Proposed Transaction, leadership and governance, timing and approvals, the Offering, persons or entities resident in the United States and does not constitute an offer or solicitation strategic priorities, anticipated performance of the Company’s operations and the by anyone in the United States or in any other jurisdiction in which such an offer or solicitation Company’s business strategy, objectives and expected revenues. is not authorized or to any person to whom it is unlawful to make such an offer or solicitation, unless otherwise exempt from United States securities legislation. Forward-looking statements or information are based on expectations, estimates and projections at the time the statements are made and involve significant known and THE SECURITIES DESCRIBED IN THE PRESENTATION HAVE NOT BEEN, AND WILL unknown risks, uncertainties and assumptions which could cause actual results or events NOT BE, REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 (THE “SECURITIES to differ materially from those presently anticipated including the ability of the Company to ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE U.S. AND THE SECURITIES close the Proposed Transaction and the Offering and its timing, the anticipated benefits of MAY NOT BE OFFERED OR SOLD WITHIN THE U.S., EXCEPT PURSUANT TO AN the Proposed Transaction, the ability of the Company to obtain future financings on EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION acceptable terms, the Company’s future objectives and strategies and ability to achieve REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE OR LOCAL those objectives, the Company’s size and position in the industry and potential growth SECURITIES LAWS. strategy, proposed acquisitions and general business, economic, competitive, political and social uncertainties including the impact of the COVID-19 pandemic. 2
CSE: GSQ DISCLAIMER A number of factors could cause actual results, performance or achievements to be materially NON-GAAP INFORMATION different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements. Should one or more of these risks or uncertainties EBITDA is a non-GAAP financial measures. The principal limitation of non-GAAP financial measures is that they reflect the exercise of judgments by management materialize, or should assumptions underlying the forward-looking statements prove incorrect, about which expense and revenue items are excluded or included in determining actual results, performance or achievements could vary materially from those expressed or these non-GAAP financial measures. As such, the term EBITDA (earnings before implied by the forward-looking statements contained in this presentation. Readers should not interest, taxes, depreciation and amortization,) does not have any standardized place undue reliance on these forward-looking statements. Although the forward-looking meaning under GAAP and therefore may not be comparable to similar measures statements contained in this presentation are based upon what the Company’s management presented by other companies. Rather, these measures are provided as additional currently believes to be reasonable assumptions, the Company cannot assure readers that information to complement GAAP measures by providing a further understanding of actual results, performance or achievements will be consistent with these forward-looking operations from management’s perspective. Unless otherwise indicated, all dollar statements. Except as required by law, the Company does not have any obligation to advise any references herein refer to Canadian dollars (C$). person if it becomes aware of any inaccuracy in or omission from any forward-looking statement, nor does it intend, or assume any obligation, to update or revise these MARKET RESEARCH AND PUBLIC DATA forward-looking statements to reflect new events or circumstances. TMarket data and industry forecasts contained in this presentation have been obtained from industry publications, various publicly available sources and subscription-based reports as well as from management’s good faith estimates, which are derived from management’s knowledge of the industry and independent FUTURE ORIENTED FINANCIAL INFORMATION sources that management believes to be reliable. Industry publications, surveys and forecasts generally state that the information contained therein has been obtained A number of factors could cause actual results, performance or achievements to be materially from sources believed to be reliable. We have not independently verified any of the different from any future results, performance or achievements that may be expressed or implied information from third-party sources nor have we ascertained the validity or accuracy by such forward-looking statements. Should one or more of these risks or uncertainties of the underlying economic assumptions relied upon therein. The Company hereby materialize, or should assumptions underlying the forward-looking statements prove incorrect, disclaims any responsibility or liability whatsoever in respect of any third party actual results, performance or achievements could vary materially from those expressed or sources of market and industry data or information. implied by the forward-looking statements contained in this presentation. Readers should not place undue reliance on these forward-looking statements. Although the forward-looking statements contained in this presentation are based upon what the Company’s management currently believes to be reasonable assumptions, the Company cannot assure readers that actual results, performance or achievements will be consistent with these forward-looking statements. Except as required by law, the Company does not have any obligation to advise any person if it becomes aware of any inaccuracy in or omission from any forward-looking statement, nor does it intend, or assume any obligation, to update or revise these forward-looking statements to reflect new events or circumstances. 3
CSE: GSQ GAMESQUARE MANAGEMENT JUSTIN KENNA PAUL BOZOKI KEVIN WRIGHT JAN NEUMEISTER SEAN HORVATH CEO, GAMESQUARE CFO, GAMESQUARE PRESIDENT, GAMESQUARE HEAD OF EUROPE, GAMESQUARE CRO, GAMESQUARE 4
CSE: GSQ GAMESQUARE TODAY DIGITAL MEDIA & AGENCIES ESPORTS ORGANIZATIONS NORTH AMERICA NORTH AMERICA EUROPE NORTH AMERICA INTERNATIONAL • Digital media group • Branding and go to • Talent & influencer creating bespoke market consultancy representation • 18 years of excellence in esports • Crossfire franchise based in China campaigns and agency • Experience with • 140+ championships in over 30 • League of Legends based in activations for brands • Clients: Bud Light, professional athlete titles Mexico City • Partnerships with 75+ brand building in Nord VPN, US Polo web sites reaching gaming Assn. • State-of-the-art performance • Earn revenue from league rev 115+ million esports training center and studio facilities share, sponsorship, and prizes • Juju Smith Schuster, • 11+ million social fans monthly Josh Hart, etc.. followers across • First of its kind and industry • Opportunities to expand • Clients: Adidas, influencers leading partnership with Dallas partnerships and monetize content • Clients: HyperX, MLB, Cowboys GEICO, Fox Sports, Final Four, and others Subway * Represent select brands that GameSquare companies have performed work on behalf of 5
CSE: GSQ BUILDING A LEADING ESPORTS COMPANY $102MM DALLAS Market Cap COWBOYS = $13MM Cash on Hand LEADING TOP TIER MOST $28MM DIGITAL MEDIA ESPORTS VALUABLE Illustrative 2022 Revenue GROUP ORG SPORTS 150+ clients US$27MM Invested FRANCHISE 6
CSE: GSQ WHAT WE’VE DONE $102.1m JULY 27 NOV 3 AUG 18 JUN 14 Acquisition Market Cap MAY 11 of Cut+Sew Roc Nation +97% Tony Hawk Awarded US Polo Assn Sports Partnership SEPT 20 (8.0x increase in valuation over in 12 months) joins advisory contract APR 28 board Tim the Tatman joins $12.8MM JAN 18 & 22 Q1 financial results; 97% Complexity New Head of YoY growth in JUNE 30 OCT 8 Europe, Jan revenue Market Neumeister & Acquisition of Cap New CEO, Complexity and Justin Kenna agency of record NOV 24 for the Dallas Cowboys Code Red named Bud Light Agency $17MM CAD of Record Financing 7
CSE: GSQ GAMESQUARE PROGRESS PRO ATHLETES & WORLD-CLASS GROWING NEW REVENUE CELEBRITIES STREAMING TALENT AWARENESS STREAMS SMART TEAM BLUE CHIP GOVERNANCE & EXPANSION BRANDS UPCOMING CATALYSTS 8
CSE: GSQ OUR STRATEGIC PRIORITIES CREATE COMPELLING CONTENT 01 OWN MORE VIEWERS 02 03 GROW BRAND RELATIONSHIPS 04 DEVELOP NEW REVENUE STREAMS 05 BUILD A GLOBAL ESPORTS ORG 9
CSE: GSQ DELIVERING ON OUR CORE STRATEGY 01 02 03 04 05 CREATE COMPELLING OWN MORE GROW BRAND DEVELOP NEW BUILD A GLOBAL CONTENT VIEWERS RELATIONSHIPS REVENUE STREAMS ESPORTS ORG Adds 70+ streaming talent Complexity generates 3.2 Adds 8 teams expanding Opportunity to significantly Adds world-class teams including 20+ dedicated live billion viewer minutes branding opportunities grow merchandise to GameSquare group of streamers annually business companies Grows product offering for Esports Awards nominated - 3.4 MM unique viewers per agency businesses Leverage new Dallas Extend Complexity brand Through the Smoke month Cowboys relationship for into new markets docuseries New access to collaborate incremental esports events Highly successful Twitch with Dallas Cowboys Expand into new sports High quality sponsored events, wth up to 250,000 Enhance monetization of with monetization and content (Miller Lite, concurrent viewers Sponsorship opportunities content, streamers and path to profitability at top GameStop, and Dairy MAX) at exclusive, world class Complexity teams of mind Race to World first among events hosted by Team One of just four North most watched events in Complexity Realize revenue US$5MM previously American organizations with gaming opportunities at The Star, a invested in completed Twitch partnership world-class facility Complexity HQ 10
CSE: GSQ HOW WE GROW COMPLEXITY Content Media Marketing Sales Merchandise Grow top tier streaming Enhance & amplify Build COL brand Leverage external sales New COL 'team' drop and content creators content, streams, and reputation while for immediate sales Collabs with street wear events bringing the cool growth brands, sports teams & Internal content factor world class apparel development Use 65MM MAU to Monetize COL drive engagement with Renewed focus on distribution channels brands COL x Cowboys COL social platforms Streamer x Player merch collaborations Build top-tier internal lines Develop custom and Grow audience to sales capabilities programmatic maximize reach and Cowboys x COL merch Increase brand and collaborations strategies to maximize engagement sponsor funnel reach Create world class merch 11
CSE: GSQ DIGITAL AGENCIES SERVING ESPORTS, SPORTS, AND ENTERTAINMENT 12
CSE: GSQ MULTI-YEAR ESPORTS & GAMING PARTNERSHIPS DALLAS COWBOYS AGENCY OF EXCLUSIVE RECORD PARTNERSHIP Training Camp Access Create Athlete-Centric Strategies Cowboys Gaming Club Access to Athlete / Gamers Merchandise Collab Gaming Content Production Cowboys Players League First Major Activation With Uplive 13
CSE: GSQ COMPLEXITY ASSET OVERVIEW AMERICA’S EXCLUSIVE TWITCH EXCEPTIONAL TOP TIER TEAM PARTNERSHIP INVESTORS FACILITIES WORLD-CLASS BLUE CHIP MAJOR TEAMS SPONSORS ESPORTS 14 EVENTS
CSE: GSQ COMPLEXITY FACILITIES Shared facilities with Dallas Cowboys attracts MILLER LITE PLAYER LOUNGE brands, fans INNOVATION LAB and players COMPLEXITY HQ @ THE STAR GAMESTOP PERFORMANCE CENTER www.complexity.gg 15
CSE: GSQ TOM WALKER & TRAVIS GOFF JOINED GAMESQUARE BOARD OF DIRECTORS TOM WALKER TRAVIS GOFF CFO DALLAS COWBOYS & JONES FAMILY OFFICE PRESIDENT GOFF CAPITAL Mr. Walker is the CFO of the Dallas Cowboys Football Club and Mr. Goff is President of Goff Capital, Inc., the family office of John for the Jones Family Office. He previously served at KPMG in C. Goff, and manages its existing and prospective public and various roles across income and transfer tax for high net worth private investments. individuals, international tax and legal for ultra high net worth individuals, and global risk for KPMG in North American and He currently serves as a Board Member of Complexity Gaming, European offices. ProbablyMonsters, Alto, Wyre, Cascade Engineering Technologies, and Kilburn Media. Mr. Walker has been married since college and is the proud father of three children. Tom is a graduate of the Oklahoma Travis previously served as a Board Member of the NASDAQ State University. listed company Mid-Con Energy Partners. 16
CSE: GSQ 2022E PRO FORMA GROUP FINANCIALS (illustrative & unaudited) $28.0 Code Red Reciprocity Complexity Code Red Reciprocity Complexity Gamesquare LQA Earnout LQA Growth Growth Growth Pro Forma (2022E) (2022E) (2022E) (2022E) Note: Based on USD/CAD 1.22;Complexity LQA based on Q3 2021; Code Red LQA as of August 30, 2021, Reciprocity earn out to March 18, 2022, Complexity LQA as of August 30,, 2021 17
CSE: GSQ GAMESQUARE.COM
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