Gaming and esports company GameSquare and data analytics and marketing company Engine Gaming and Media announced separately this week that shareholders of both companies have approved a “business combination” in an all-stock deal that was officially announced in December. The deal is expected to close—barring regulatory approvals—in the first quarter of this year.
Under the terms of this business combination, Engine has agreed to acquire all issued and outstanding common shares of GameSquare at an “exchange ratio of 0.08262 of an Engine common share for each GameSquare Share,” according to a release. When the dust settles, GameSquare shareholders will own approximately 60% of the new company, while Engine shareholders will own around 40% of the company.
“The post-merger company is expected to achieve profitability in 2023 due to effects of cost synergies, operating leverage, and outsized revenue growth,” according to reporting from business analyst Tobias Seck in December. Seck also notes in his reporting that Dallas Cowboys Owner Jerry Jones and Goff Capital Chairman and Founder John Goff will remain the “largest investors of the combined entity” with “representatives of the Jones Family and of Goff Capital” holding significant influence and voting power on the new entity’s board of directors.
GameSquare CEO Justin Kenna will continue to serve as the top executive, while current Engine Gaming CEO Lou Schwartz will be moved into the role of president. Engine Gaming CFO Mike Munoz, GameSquare CRO Sean Horvath, GameSquare CSO Paolo DiPasquale, Engine Gaming General Counsel John Wilk, and Engine Gaming CTO Matt Ehrens will remain in those roles under the new entity. Jill Peters, who currently serves GameSquare COO, will be moved to the role of chief media officer.
GameSquare and Engine will continue to use the Nasdaq and TSXV dual listing under the “GAME” ticker used by Engine Gaming and will operate under the GameSquare brand.
GameSquare owns esports organization Complexity Gaming, esports talent agency Code Red Esports Ltd., digital gaming and esports media company GCN, gaming and lifestyle marketing company ZONED, production studio Fourth Frame Studios, and merchandising and consumer products company Mission Supply. Engine owns streaming analytics company Stream Hatchet, social influencer analytics and marketing platform Sideqik, and digital publishing platform Frankly Media.