Release – Snail, Inc. Announces the Launch of the ARKade Ambassador Program

Research News and Market Data on SNAL

September 22, 2023 at 7:52 AM EDT

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CULVER CITY, Calif., Sept. 22, 2023 (GLOBE NEWSWIRE) — Snail, Inc. (Nasdaq: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced the launch of ARKade Ambassador Program (the “Program”) in collaboration with the Company’s partners, Noiz and Studio Wildcard. This Program, of limited duration, will continue until the year’s end, and pre-registration will commence on September 21st.

Designed in alignment with the upcoming release of ARK: Survival Ascended, the Program is tailored to offer influencers and streamers a unique and engaging streaming experience. Participants will receive an early access code to the game and can undertake specific activities to earn digital tickets (or points), which can then be redeemed for bespoke rewards including, but not limited to, custom ARK merchandise, streaming equipment, and PC components. In addition, each participant will automatically be enrolled in a grand giveaway and raffle. Detailed information about the ARKade Ambassador Program is available on the official ARKade pre-registration website.

Jim Tsai, Chief Executive Officer of Snail, commented: “Reimagining the classic arcade concept as ARKade offers an innovative approach to connecting with the player community. We expect this initiative bolstering the prominence of ARK: Survival Ascended while enabling content creators to produce unique content and enhance player engagements. Our commitment remains steadfast in exploring fresh strategies to elevate player engagement and deliver unparalleled experiences.”

About Snail, Inc.

Snail is a leading, global independent developer and publisher of interactive digital entertainment for consumers around the world, with a premier portfolio of premium games designed for use on a variety of platforms, including consoles, PCs and mobile devices.

Forward-Looking Statements

This press release contains statements that constitute forward-looking statements. Many of the forward-looking statements contained in this press release can be identified by the use of forward-looking words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “may,” “predict,” “continue,” “estimate” and “potential,” or the negative of these terms or other similar expressions. Forward-looking statements appear in a number of places in this press release and include, but are not limited to, statements regarding Snail’s intent, belief or current expectations. These forward-looking statements include information about possible or assumed future results of Snail’s business, financial condition, results of operations, liquidity, plans and objectives. The statements Snail makes regarding the following matters are forward-looking by their nature: growth prospects and strategies; launching new games and additional functionality to games that are commercially successful, including the launch of ARK: Survival Ascended, ARK: The Animated Series and ARK 2; expectations regarding significant drivers of future growth; its ability to retain and increase its player base and develop new video games and enhance existing games; competition from companies in a number of industries, including other game developers and publishers and both large and small, public and private Internet companies; its relationships with third-party platforms such as Xbox Live and Game Pass, PlayStation Network, Steam, Epic Games Store, the Apple App Store, the Google Play Store, My Nintendo Store and the Amazon Appstore; expectations for future growth and performance; and assumptions underlying any of the foregoing.

Contacts:

Investors:

investors@snail.com

MGM Hack Highlights Casino Cyber Risks

Casino and hotel operator MGM Resorts tumbled last week after revealing it was hit by a data breach impacting over 10 million former guests. The hack showcases the cyber risks facing hospitality firms and dragged down related stocks as investors weighed the potential fallout.

MGM shares dropped over 4% following its disclosure of the breach as investors reacted to the cyberattack. The stock slide reflected concerns over potential costs from lawsuits, technical remedies, and reputational damage.

The attack also stoked fears of similar incidents across the broader hospitality sector. Airline, cruise, and casino stocks all declined as analysts noted cyber threats facing the industry. Leisure companies handle vast customer data and suffer from downtime, making them prime hacker targets.

Take a look at Travelzoo, a company providing members with travel, entertainment and lifestyle experiences.

Broader equity markets proved resilient to the MGM incident. But cybersecurity stocks rallied on expectations companies may now invest more in protecting data and systems going forward. Top gainers included cyber firms Palo Alto Networks and CrowdStrike.

The MGM breach follows several recent high-profile hacks of casinos and gaming firms. The frequency of attacks has put the industry on notice. New Nevada regulations now require prompt breach disclosures from casinos. Once inside a network, hackers can often access customer financial data. Small casinos have paid millions in ransoms to regain control of systems.

While the MGM breach didn’t significantly sway major indexes, it highlights the dangers posed by cyber criminals. A larger incident paralyzing critical infrastructure could certainly roil markets. This incident is an important reminder of the growing cyber threats facing corporations and customers alike in today’s digitally connected world.

Release – Covers Pulled Off Le Mans Ultimate Game at Centenary 24 Hours Of Le Mans

Research News and Market Data on MSGM

JUNE 14, 2023

LE MANS, France, June 14, 2023 (GLOBE NEWSWIRE) — Le Mans Ultimate – the official game of the 24 Hours of Le Mans and FIA World Endurance Championship – was announced ahead of the eagerly-anticipated Centenary edition of the 24 Hours of Le Mans (June 10/11), with a first look available for fans to play during the build-up to the ultimate endurance race.

An early version of the game developed by Studio 397 and Motorsport Games Inc. (the “Company” or “Motorsport Games”) was available in the Family Fan Village for race goers of all ages to try an early build preview presented by Thrustmaster. The free to play activation allowed over 3,200 fans to get behind the wheel of either the Porsche 963 Hypercar or Ferrari 488 GTE on full rig set-ups. The session around a virtual Circuit de la Sarthe gave drivers a chance to echo the real-life action taking place race around the legendary venue, using with the latest products from Thrustmaster, including the entry-level T248 wheel or bespoke sim racing Direct Drive T818.

Among those sampling an early version of the PC-based game was factory Porsche Penske Motorsport driver Matt Campbell and Porsche Coanda Esports Racing Team star Joshua Rogers who put the Porsche 963 Hypercar through its paces. Ferrari was also represented, as Scuderia Ferrari Esports drivers Timotej Andonovski and Alex Siebel were on hand to give feedback on the Ferrari 488 GTE machine.

Further to the presence in the fan zone, the traditional pre-event press conference organised by the Automobile Club de l’Ouest (ACO) saw the premiere of the first teaser video for the game [LINK], alongside the news of the 2024 FIA World Endurance Championship calendar and Hydrogen prototype plans from Toyota, the first manufacturer to announce plans for the new-for-2026 category.

In conjunction with the week-long activation, the Le Mans Ultimate Steam store went live. This will enable PC gamers to add the title to their Wishlist, so they can be kept up to date with the latest developments ahead of the expected release in December 2023 – bit.ly/LeMansUltimateOnSteam

Stephen Hood, CEO Motorsport Games commented, “After months of planning, it was fantastic to see the reaction for Le Mans Ultimate, from not only the gaming, but the motorsport community – a welcome surprise for many during the build-up to the 100th anniversary of the 24 Hours of Le Mans. We were able to show the public an early version of the game as well as listening to their stories of the iconic event, and gather feedback for the game; its vitally important we do that as often as we can in the run up to release. We want to make this experience as realistic and enjoyable as possible and we will be taking feedback onboard from the public as well as working closely with the manufacturers, FIA WEC and the ACO to bring the ultimate experience to the game.”

More information, news and updates on Le Mans Ultimate can be found on the website, lemansultimate.com or @LeMansUltimate on social media channels.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward-Looking Statements:

Certain statements in this press release which are not historical facts are forward- looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning the expected Le Mans Ultimate and/or Studio 397’s attributes, performance, benefits and features, the benefits and positive attributes of competing or playing Le Mans Ultimate game, that Motorsport Games will be successful in bringing the ultimate experience to Le Mans Ultimate game. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation: difficulties, delays in or unanticipated events that may impact the timing and expected benefits of the new Le Mans Ultimate game and/or related products and features, such as due to unexpected release delays, whether the reveal of Le Mans Ultimate will be well received and/or successful, whether the final product will meet the expectations of the fans, users and spectators and/or whether Studio 397 and Motorsport Games will produce the positive experience for gamers and motorsport fans. Factors other than those referred to above could also cause Motorsport Games’ results to differ materially from expected results. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2022, its Quarterly Reports on Form 10-Q filed with the SEC during 2023, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date. Additionally, the business and financial materials and any other statement or disclosure on, or made available through, Motorsport Games’ website or other websites referenced or linked to this press release shall not be incorporated by reference into this press release.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

WebsitesSocial Media
   motorsportgames.comTwitter: @msportgames & @traxiongg
   traxion.ggInstagram: msportgames & traxiongg
   motorsport.comFacebook: Motorsport Games & traxiongg
 LinkedIn: Motorsport Games
 Twitch: traxiongg
 Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/83b2a5eb-afd0-447e-b9cb-6e31ffd20445

Release – Snail, Inc. Announces ARK: Survival Ascended, the Next-Generation Remaster of ARK: Survival Evolved Powered by Unreal Engine 5

Research News and Market Data on SNAL

April 24, 2023 at 8:31 AM EDT

CULVER CITY, Calif., April 24, 2023 (GLOBE NEWSWIRE) — Snail, Inc. (Nasdaq: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced ARK: Survival Ascended (“ASA”), the next-generation remaster of the beloved ARK: Survival Evolved, harnessing the power of Unreal Engine 5 (“UE5”), is expected to release on Xbox Series S/X, PC (Windows/Steam), and PlayStation 5 in August 2023.

ASA is expected to be available as a standalone package on all platforms at $59.99. This comprehensive package will contain the remastered and next-generation optimized content, including The Island, a revamped Survival of the Fittest, and other DLCs and maps (including Scorched Earth, Aberration, Extinction, Genesis Part 1 & Part 2, Fjordur, Ragnarok, The Center, Lost Island, Valguero, and Crystal Isles).

Upon launch, ASA players will gain access to The Island, Survival of the Fittest and Scorched Earth. The other DLCs will be added over time. The game will showcase significant improvements and enhancements and ongoing planned updates with new features, content drops, creatures, items, structures, and DLC. Survival of the Fittest will be integrated into ASA as a new fully-supported game mode, backed by a dedicated development team concentrating on gameplay changes and adjustments. Moreover, a new canonical-story expansion pack for ASA is expected to be available in Q4 2023, introducing four new creatures and more details to be revealed later this year.

Snail is committed to delivering the finest gaming experience and will continue to support the next generation of ARK with continuous updates and enhancements.

Jim Tsai, Chief Executive Officer of Snail, commented, “We are excited to bring ASA to our loyal players and new audiences alike. Leveraging the power of UE5, we aim to elevate the iconic ARK gaming experience to new heights, providing enhanced visuals, gameplay, and features that will engage the community for years to come.”

About Snail, Inc.

Snail is a leading, global independent developer and publisher of interactive digital entertainment for consumers around the world, with a premier portfolio of premium games designed for use on a variety of platforms, including consoles, PCs and mobile devices.

Forward-Looking Statements

This press release contains statements that constitute forward-looking statements. Many of the forward-looking statements contained in this press release can be identified by the use of forward-looking words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “may,” “predict,” “continue,” “estimate” and “potential,” or the negative of these terms or other similar expressions. Forward-looking statements appear in a number of places in this press release and include, but are not limited to, statements regarding Snail’s intent, belief or current expectations. These forward-looking statements include information about possible or assumed future plans and objectives related to the release of ASA, including but not limited to, the timing of the release, the pricing of ASA, the content and features of ASA, the release of the expansion pack for ASA. The statements Snail makes regarding the following matters are forward-looking by their nature: growth prospects and strategies; launching new games and additional functionality to games that are commercially successful; expansion of upcoming games; its ability to develop new video games and enhance existing games; its relationships with third-party platforms such as Xbox Live and Game Pass, PlayStation Network, Steam, Epic Games Store, Google Stadia, the Apple App Store, the Google Play Store and the Amazon Appstore; assumptions underlying any of the foregoing.

Contacts:

Investors:

investors@snail.com

Noble Capital Markets Media Sector Review – Q1 2023

INTERNET AND DIGITAL MEDIA COMMENTARY

A Focus on Profitability Drives A Strong Start to the Year 

Last quarter we wrote that the S&P 500 increased for the first time since the fourth quarter of 2021 and that we were beginning to see signs of life in Noble’s Internet and Digital Media Indices as well.  Those signs of life continued to bear fruit throughout the first quarter, as every one of Noble’s Internet and Digital Media Indices not only finished the quarter up, but significantly outperformed the S&P 500.  The best performing index was Noble’s Social Media Index, which increased by 70% in the first quarter of 2023, followed by Noble’s eSports & iGaming Index (+32%), Ad Tech Index (+31%), MarTech Index (+30%), and  Digital Media Index (+18%).

Noble’s Indices are market cap weighted, and we attribute the strength of the Social Media Index to its largest constituent, Meta Platforms (META; a.k.a. Facebook) whose shares increased by 76% in the first quarter. We attribute this increase to management’s 4Q 2022 earnings call when they spent most of their time talking about “efficiency”, which investors interpreted to mean that Meta was newly focused on profitability. After a relatively disastrous 3Q 2022 earnings call, after which shares fell by 25%, the company demonstrated on its 4Q 2022 earnings call that it clearly had

gotten the message:  investors were not enamored about the company’s plans in October 2022 to spend billions of dollars to develop its Metaverse initiatives. Rather, on its fourth quarter call, management focused on driving its short form video initiative Reels (i.e., becoming more TikTok like), reducing its headcount by reducing layers of management, lowering its operating expenses and reducing its capital expenditures.  Investors applauded this newfound focus on profitability and shares rebounded from a low of $88.90 per share in early November to $211.94 at the March quarter-end.   

Noble’s eSports and iGaming Index increased by 32% as 9 of the 16 stocks in the index posted gains, the two largest market cap weighted stocks. Shares of the largest stock in the index, Flutter Entertainment (FLTR) increased by 31%) while shares of the second largest stock in the index, DraftKings (DKNG) increased by 70%.  Flutter’s improvement is likely due to an improved inflection point in the company’s U.S. operations which include its FanDuel operations.  DraftKings also beat revenue and EBITDA expectations in 4Q 2022 and appears to be proving out its path to profitability.  In both cases, investors are rewarding companies who are accelerating their path to profitability. 

The next best performing index was Noble’s Ad Tech Index which increased by 31% during 1Q 2023.  Fourteen of the 23 stocks in the index were up in the first quarter.  Standouts during the quarter were Integral Ad Science (IAS; +62%) and Perion Networks (PERI; +56%).  Integral Ad Science exceeded expectations in its fourth quarter results and guided to better-than-expected results in 1Q 2023.  The company continues to expand its product suite, scale its social media offerings (i.e., for TikTok) and is well positioned to continue to benefit from the shift from linear TV to connected TV (CTV).  Perion shares continued their winning streak:  Perion was the only ad tech stock whose shares were up in 2022.  Perion’s 56% increase in 1Q 2023 reflected beat on both revenues (by 2%) and EBITDA (by 10%) as well as improved guidance for 1Q 2023.  Perion’s profitability increased significantly in 2022, with EBITDA nearly doubling (+90%) from $70 million in 2021 to $132 million in 2022.

Noble’s MarTech Index increased by 30% with 14 of the 22 stocks in the index posting increases in 1Q 2023.  The best performing stocks were Qualtrics (XM; +70%) Sprinklr (CXM; +59%), Salesforce (CRM; +51%), Hubspot (HUBS; +48%) and Yext (YEXT; +47%).  Qualtrics agreed to be acquired for $12.5 billion by Silver Lake and the Canadian Pension Plan Investment Board, which came at a 73% premium to its 30-day volume weighted stock price.  Sprinklr beat revenue expectations and significantly beat EBITDA expectations (doubling the Street expectations) and guided to a current year forecast that focuses more on efficiency and profitability.  MarTech stocks have been victims of their own success.  Two years ago at this time the sector was trading at 11.3x forward revenue estimates, and a year ago the group was trading at 6.5x forward revenues.  Today the group trades at 4.1x forward revenues and investors appear to be wading back into the sector.

Finally, Noble’s Digital Media Index, while lagging that of its digital peers posted an 18% increase and significantly outperformed the S&P 500 (+7%) with a broad based recovery in which 9 of the sector’s 11 stocks increase during 1Q 2023.  The best performing stock was Spotify (SPOT; +69%), whose revenues fell short of expectations by less than 1%, significantly beat consensus Street EBITDA expectations by $58M and more importantly pivoted towards demonstrating operating leverage.  Spotify, which posted an EBITDA loss of nearly $500 million 2022 is expected to generate $650 million in EBITDA in 2024, according Street estimates.  A deteriorating ad market 2022 combined with higher interest rates likely prompted the company to shift its priorities to running a profitable company and doing it more quickly.  The second best performing stock was Travelzoo (TZOO; +36%), as the company’s 4Q 2022 revenues and EBITDA increased by 31% and 328%, respectively.  Notably, Travelzoo’s EBITDA came in 58% higher than Street consensus.  The company appears to be benefiting from pent up demand for travel and management highlighted the opportunity for margin expansion in the coming quarters

Sluggish M&A Market Carries Over into 2023

Last quarter we remarked that M&A deals in the Internet and Digital Media sector had held up well through the first three quarters of 2022 despite economic headwinds.  However, the number of deals slowed in 4Q 2022 (by 17%) and total deal value fell dramatically (by 70%).  The slowdown carried over into 1Q 2023.  According to Dealogic, Global M&A fell by 48% to $575 billion in 1Q 2023 compared to $1.1 trillion in 1Q 2022.  Global M&A dollar values fell to their lowest level in a decade.  In the U.S., deal values fell by 44% to $283 billion from $176 billion in 1Q 2022. 

The M&A market had weathered stock price declines, Fed rate hikes, elevated inflation, and geopolitical conflict in 2022.  In 1Q 2023, to this “recession that never comes” economic environment we added increased volatility and uncertainty caused by banking failures.  One of the biggest impediments to deals is debt financing.  Private equity firms have had to write larger check in lieu of a robust debt financing market.  Banks have been less willing to provide financing because some have had to hold loans on their balance sheet or take losses when selling debt to investors while smaller regional banks have seen deposits flee to larger banks, especially those considered too big to fail. 

Finally, increased antitrust scrutiny likely has played a role in the M&A deal slowdown.  Lengthy merger reviews resulted in three public transactions being blocked by regulators:  Standard General’s acquisition of Tegna; JetBlue’s acquisition of Spirit Airlines, and Intercontinental Exchange’s acquisition of Black Knight, Inc. 

1Q 2023 Internet and Digital Media M&A:  A Dearth of Large Deals

Based on Noble’s analysis, deal making in the first quarter of 2023 in the Internet and Digital Media sectors actually increased by 11% compared to 1Q 2022.  The total number of deals we tracked in the Internet and Digital Media space increased to 202 deals in 1Q 2023 compared to 182 deals in 1Q 2022.  On a sequential basis, the total number of deals increased by 39% compared to 145 deals in 4Q 2022.  The only explanation we can provide for this is that with the expectation that an economic slowdown was pending, many companies likely made the decision to sell in mid-2022, with the deals being announced in 1Q 2023.

The biggest change was in the first quarter’s M&A deal value, where the total dollar value of deals fell by 95% to $5.4 billion of announced deals in 1Q 2023 compared to $108.5 billion in announced deals in 1Q 2022.  On a sequential basis, deal value fell by 40% from $9.1 billion in deal value in 4Q 2022.

From a deal volume perspective, the most active sectors we tracked were Digital Content (59 deals), Agency & Analytics (51 deals), and MarTech (39), followed by Information Services (17 deals), Ad Tech (11 deals) and eCommerce sectors (10 deals).  From a dollar value perspective, MarTech led the way with $1.6 billion in transactions, followed by Information Services ($1.4 billion), Digital Content ($922 million) and Agency and Analytics ($875 million).  The largest deals in the quarter by dollar value are shown below.    

Notably, there were no mega deals ($10B+) in the first quarter of 2023, compared to the first quarter of 2022 when Microsoft agreed to by Activision Blizzard for $68 billion and Take-Two Interactive agreed to acquire Zynga for $12 billion.  Once the Fed stops hiking rates and visibility into operating trends returns, we may begin to see an environment in which mega deals will be contemplated again. 

TRADITIONAL MEDIA COMMENTARY

The following is an excerpt from a recent note by Noble’s Media Equity Research Analyst Michael Kupinski

The NAB Show Stopper

Media investors are unpacking all of information from last week’s National Association of Broadcasters (NAB) convention. There is a lot to digest given that there were over 1,400 exhibits, and 140 new exhibitors this year. Because of the overwhelming number of exhibitors, many that go to Vegas for this annual convention do not go to the convention floor. It is a shame. There is a lot to see and learn. Noble’s Media & Entertainment Analyst Michael Kupinski walked the convention floor, which covers 4.6 million square feet of exhibit halls and meeting rooms. He stopped by booths and taped presentations to explain the new technologies, the plan for implementation of new services, and the prospect for revenue monetization. One important demonstration focused on the new broadcast standard, ATSC 3.0, the hope for a bright future for the television industry. This new standard should allow the industry to become more contemporary in terms of how its audience consumes video and information. In addition, it offers the ability for the industry to participate in new revenue streams, including datacasting, which may become bigger than Retransmission revenue in the future. 

In addition to touring the floor, he participated in NAB panel discussions and hosted meetings with media management teams in a fireside chat format to discuss current business trends, the new technologies (including Artificial Intelligence (AI)) and the new broadcast standard. In addition, these C-suite management teams provided their key takeaways from the NAB convention and offered why they participated in the conference this year. These discussions will be available for free to Channelchek users on Channelchek.com on April 27th as a virtual conference. In this upcoming Channelchek Takeaway Series on the NAB Show, Michael offers his key takeaways, including the current advertising outlook, his take on the monetization of the new technologies and what media investors should do now given the current economic and advertising environment. Free registration to this informative event is available here

This report highlights the performance of the media sectors over the past 12 months and past quarter. Overall, media stocks struggled in the past year, but there has been some improved quarterly performance, particularly in Digital Media and Broadcast Television, discussed later. All media stocks are struggling to offset losses over the course of the past year with trailing 12 months stocks down in the range of 5% on the low end to as high as down 68%.

In the first quarter, stock performance was mixed. The best performers in the traditional media sectors were Broadcast Television stocks, up nearly 10% versus the general market which increased 7% in the comparable period. However, the individual TV stock performance reflected a different story, explained later in this report. The worse performer for the quarter were the radio stocks, driven by a Wall Street downgrade of one of the leading radio broadcasters. We believe that stock performance will be a roller coaster for at least another quarter or two as the weight of the Fed rate increases begin to adversely affect the economy.

While national advertising has remained weak, we believe that local advertising is now beginning to moderate as well. The local advertising weakness appears to be in the smaller markets as well as the larger markets. This is somewhat different than the most recent economic cycles whereby the smaller markets were somewhat resilient. It seems that the smaller markets are feeling the adverse affects from inflation, rising employment costs and tightening bank credit. In our view, the disappointing advertising outlook likely will cause second quarter revenue estimates to come down, creating a difficult environment for media stocks.

Broadcast Television

Weak Current Revenue Trends 

TV stocks outperformed the general market in the first quarter. This market cap weighted index masked the performance of many poor performing stocks in the quarter.  Sinclair Broadcasting (up 10%), Entravision (up a strong 26%), and Fox (up 12%) were the best performing stocks and favorably influenced the TV index in the quarter. But, there were many poor performing stocks including E.W. Scripps (down 29%), Gray Television (down 22%) and Tegna (down 20%). We believe that there was heightened interest in Entravision given its favorable Q1 results which was fueled by its fast growing digital advertising business. Entravision’s Q4 revenue performance was among the best in the industry. While Entravision was among the best revenue performer, its margins are below that of its peer group  EBITDA Margins. This is due to the accounting treatment of its digital revenues given that it is an agency business.. The poorer performing stocks are among the higher debt levered in the industry. The underperformance reflects concern of a slowing economy and investors flight to quality in the sector. 

We do not believe that we are out of the woods with the TV stocks and the market is expected to be volatile. The advertising environment appears to be deteriorating given weakening economic conditions. There are bright spots which include some improvement in the Auto category. Dealerships appear to be stepping up advertising given higher inventory levels. In addition, broadcasters appear optimistic about political advertising, which could begin in the third quarter 2023. There is a planned Republican presidential candidate debate schedule in August. There is some promise that candidates will advertise in advance of that debate and into the fourth quarter given the early primary season. We do not believe that political and auto will be enough to offset the weakness in national and  Local advertising. In our view, Q2 and full year 2023 estimates are likely to come down. Furthermore, we believe that broadcasters will be shy about predicting political advertising even into 2024 given the past disappointments in management forecasts in the last political cycle. 

Broadcast Radio

All Out of Love

Radio stocks had another tough quarter, down 17% versus a 7% gain for the general market. Notably, there was a wide variance in the individual stock performance, with the largest stocks in the group having the worst performance in the quarter, including Audacy (AUD down 40%), Cumulus Media (CMLS down 41%) and iHeart Media (IHRT down 36%). The first quarter stock performance did not appear to reflect the fourth quarter results, during which  revenues were relatively okay, with some exceptions. Some of the larger radio companies which have a large percentage of national advertising, underperformed relative to the more diversified radio companies, especially those with a strong digital segment presence. Margins for the industry remain relatively healthy. 

The weakness in the Radio stocks was fueled in the quarter from a downgrade to Underperform on the shares of iHeart by a Wall Street firm. Many radio stocks were down in sympathy. The analyst attributed the downgrade to the current macro environment and its heavy floating rate debt burden. The company is not expected to generate enough free cash flow to de-lever its balance sheet. We believe the downgrade as well as the excessive debt profile of Audacy, another industry leader which likely will need to restructure, sent all radio stocks tumbling. Some stocks performed better than others. While Cumulus Media’s debt profile is not as levered as iHeart or Audacy, the shares were caught in the net of a weak advertising outlook. Cumulus is among the most sensitive to national advertising, which currently continues to be weak. 

Some of our favorite stocks which are diversified and have developing digital businesses performed better. Those stocks included Townsquare Media (TSQ, up 10%), and Salem Media (SALM, up 4%). Notably, while the shares of Beasley Broadcasting (BBGI) were down 10%, the shares performed better than the 17% decline for the industry in the quarter. Importantly, Beasley recently provided favorable updated Q1 guidance for the first quarter. Q1 revenues are expected to increase 1% to 2.5% and EBITDA growth is expected to be in the range of 40% to 50%, significantly better than our estimates. Furthermore, management provided a sanguine outlook for 2023 and 2024. Digital revenue is expected to reach 20% to 30% of total revenue with a goal of reaching 40% in 2024. By comparison, digital revenue was 17% of total revenue in the fourth quarter 2022. Furthermore, the company is sitting on roughly $35 million in cash. It has opportunistically repurchased $10 million of its bonds at a significant discount. We believe that it is likely to maintain a strong cash position given the economic uncertainty. 

Townsquare Media (TSQ), Salem Media (SALM) and Beasley Broadcast (BBGI) are all diversifying their revenue streams. While these companies are not immune to the economic headwinds, we believe theirdigital businesses should offer some ballast to its more sensitive Radio business. In the case of Salem, 30% of its revenues are relatively stable with block programming.

Publishing

After a period of moderating revenue trends, publishers reported a weakened advertising environment. Revenue trends deteriorated with print advertising taking a nose dive. This trend was illustrative in the results from Lee Enterprises. After a fiscal fourth quarter flat revenue performance, the company reported a 8.5% decline in its fiscal first quarter. The Q1 revenue performance reflected an 18.5% decrease in print advertising, an acceleration in the rate of the 11% decline in the previous quarter. 

The surprisingly weak quarter hit the company’s adj. EBITDA margins. Traditionally, Lee maintained some of the best margins in the industry., but the company fell in ranking to among the lowest in the sector. Importantly, in spite of the revenue weakness, the company maintained its previous adj. EBITDA guidance of $94 million to $100 million for F2023. To achieve its cash flow target in light of the soft revenue outlook, Lee implemented a round of expense cuts to bolster cash flow. Cost reductions are expected to result in $40 million of savings in FY 23, and $60 million in annualized savings going forward. While the company’s print business declined more than expected , the company’s digital businesses remains favorably robust. In addition, its digital business is turning toward contributing margins; another step in the company’s digital evolution.

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Noble Capital Markets Media Newsletter Q1 2023

This newsletter was prepared and provided by Noble Capital Markets, Inc. For any questions and/or requests regarding this news letter, please contact Chris Ensley

DISCLAIMER

All statements or opinions contained herein that include the words “ we”,“ or “ are solely the responsibility of NOBLE Capital Markets, Inc and do not necessarily reflect statements or opinions expressed by any person or party affiliated with companies mentioned in this report Any opinions expressed herein are subject to change without notice All information provided herein is based on public and non public information believed to be accurate and reliable, but is not necessarily complete and cannot be guaranteed No judgment is hereby expressed or should be implied as to the suitability of any security described herein for any specific investor or any specific investment portfolio The decision to undertake any investment regarding the security mentioned herein should be made by each reader of this publication based on their own appraisal of the implications and risks of such decision This publication is intended for information purposes only and shall not constitute an offer to buy/ sell or the solicitation of an offer to buy/sell any security mentioned in this report, nor shall there be any sale of the security herein in any state or domicile in which said offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or domicile This publication and all information, comments, statements or opinions contained or expressed herein are applicable only as of the date of this publication and subject to change without prior notice Past performance is not indicative of future results.

Please refer to the above PDF for a complete list of disclaimers pertaining to this newsletter

Release – Noble Capital Markets Initiates Equity Research Coverage on Snail, Inc.

Research News and Market Data on SNAL

CULVER CITY, Calif., April 13, 2023 (GLOBE NEWSWIRE) — Snail, Inc. (Nasdaq: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, is pleased to announce that that Noble Capital Markets has initiated company-sponsored equity research coverage on the Company. The full report by Noble Capital Markets Senior Research Analyst Michael Kupinski, as well as news and advanced market data on Snail, Inc. is available on Channelchek.

About Snail, Inc.

Snail is a leading, global independent developer and publisher of interactive digital entertainment for consumers around the world, with a premier portfolio of premium games designed for use on a variety of platforms, including consoles, PCs and mobile devices.

About Noble Capital Markets

Noble Capital Markets, Inc. was incorporated in 1984 as a full-service SEC / FINRA registered broker-dealer, dedicated exclusively to serving underfollowed small / microcap companies through investment banking, wealth management, trading & execution, and equity research activities. Over the past 37 years, Noble has raised billions of dollars for these companies and published more than 45,000 equity research reports. www.noblecapitalmarkets.com email: contact@noblecapitalmarkets.com

About Channelchek

Channelchek (.com) is a comprehensive investor-centric portal – featuring more than 6,000 emerging growth companies – that provides advanced market data, independent research, balanced news, video webcasts, exclusive c-suite interviews, and access to virtual road shows. The site is available to the public at every level without cost or obligation. Research on Channelchek is provided by Noble Capital Markets, Inc., an SEC / FINRA registered broker-dealer since 1984. www.channelchek.com email: contact@channelchek.com

Contacts:
Investors:
investors@snail.com

Noble Capital Markets Media Sector Review – Q4 2022

INTERNET AND DIGITAL MEDIA COMMENTARY

Signs of Life 

The S&P 500 increased by 7% during the fourth quarter of 2022, marking the first time the Index had increased since fourth quarter of 2021.  We also saw signs of life in two of Noble’s Internet and Digital Media Indices:  Noble’s eSports and iGaming Index increased (+13%) and outperformed the broader market (which we define as the S&P 500) while Noble’s MarTech Index also increased (+6%), roughly in-line with the market.  This marked the second quarter in a row in which the eSports and iGaming Index not only increased but significantly outperformed the broader market, following several quarters of underperformance.  Laggards during the fourth quarter were Noble’s Digital Media Index (-5%), Social Media Index (-7%) and Ad Tech Index (-20%).       

Noble Indices are market cap weighted, and we attribute the relative strength of the eSports and iGaming Index to its largest constituent, Flutter Entertainment (ISE: FLTR).  Flutter shares finished the year at $127.80, down only 8% from the start of the year, despite trading as low as $76 per share in mid-July.  Investors appear to appreciate Flutter’s FanDuel business and its market leading position and competitive advantage, something that Flutter management highlighted during a November Investor Day.  Management also laid out a case to increase U.S. revenues by 5x and achieve margins of 25%-30% implying EBITDA of up to $5 billion in 8 years-time, quadruple its levels today.  Despite the overall strength of the eSports and iGaming Index, share price gains within the sector were not widely dispersed.  Only 3 of the 16 stocks in eSports and iGaming sector finished the quarter up, including Engine Gaming and Media (GAME, +71%) and SportRadar Group (SRAD; +13%). 

Noble’s MarTech Index increased by 6% with 11 of the 22 stocks in the index posting gains, led by Yext (YEXT; +46%), Shopify (SHOP; +29%), LiveRamp (RAMP; +29%) and Adobe (ADBE; +22%).  This marks significant improvement from last quarter when only 4 of the sectors’ stocks finished the quarter in positive territory.  MarTech stocks have suffered from a market resetting of revenue multiples which began when the Fed began raising rates.  MarTech share price declines in the first, second and third quarters of 2022 were mostly driven by multiple compression as investors rotated out of high-flying tech sectors where companies had chased growth at all costs (at the expense of profitability).  Only 7 of the MarTech companies in the Index posted positive EBITDA in the latest quarter. 

2022 – A Year That Internet and Digital Media Investors Would Like to Forget

While there were signs of life in the fourth quarter of 2022 for the Internet and Digital Media sectors, 2022 was a year most investors in these sectors would like to forget.  Every one of these sectors substantially underperformed the S&P 500 last year.  The S&P 500 Index finished the year down 19% which was substantially better than Noble’s eSports and iGaming Index (-35%), Digital Media Index (-41%), MarTech Index (-52%), Social Media Index (-63%), and Ad Tech Index (-63%).  Rather than focus on the stocks that significantly underperformed their respective Indices (and there are many), we would rather focus on the three stocks that finished 2022 up for the year. 

  1. Harte Hanks (HHS)Shares of Harte Hanks increased by 53% in 2022, which continued its multi-year turnaround from a highly levered and unprofitable business (in 2019), to a double-digit EBITDA margin business with a debt-free balance sheet (in 2022).
  2. Tencent (TME) Shares of Tencent increased by 21% in 2022.  Shares declined earlier in the year as China’s economy slowed as it maintained its Zero Covid-19 lockdown, but surged in the fourth quarter as it appeared that the company would enjoy an increase in demand as China begins easing Covid restrictions. 
  3. Perion Networks (PERI)Perion shares increased by 5% in 2022 as Perion consistently beat expectations and raised its guidance throughout 2022.  In the first week of 2023, the company once again pre-announced better than expected results for the fourth quarter, and shares are already up 18% since the start of the new year. 

2022 M&A – A Tale of Two Halves   

When we look back at last year from an M&A perspective, we can say that 2022 was another year of robust M&A activity.  The total number of deals increased by just under 2%, as we tracked 667 deals in 2022 compared to 657 deals in 2021.  Deal values were up a robust 71% in 2022 to $241 billion, up from $141 billion in 2021.  The fact that deal value was so significantly higher happened despite the fact that there were far fewer deals where the transaction value was disclosed in 2022 compared to 2021.  In 2022, there were 184 deals where the purchase price was disclosed, significantly lower than the 264 deals where the purchase price was disclosed in 2021.

2022 – A Year of Mega Deals

The biggest difference between 2022 and 2021 was two “mega” deals that were announced in 2022:  Microsoft’s $69 billion announced acquisition of Activision Blizzard (which the Federal Trade Commission is seeking to block) and Elon Musk/Kingdom Holding’s $46 billion acquisition of Twitter.  In fact, there were six transactions in 2022 that exceeded $10 billion in deal value, while there were only 2 such deals in 2021.  Five of the 6 largest transactions of 2022 took place in the first half of the year.  Half the largest M&A deals in 2022 were in the video or mobile gaming sector.

Only Adobe’s $19 billion announced acquisition of Figma took place in the second half of the year, which is not surprising given that the cost of financing M&A transactions using debt increased by approximately 300 basis points as the Fed continued to raise rates to fight inflation.  Given the higher cost of financing deals, in 2023 we are not likely to see as many mega deals particularly at the relatively elevated EBITDA multiples shown above.

4Q 2022 M&A:  A Chink in the Armor – M&A Activity and Deal Values Slide

Through the first three quarters of the year in 2022, we noted how well M&A had held up despite public equity market declines, Fed rate hikes, elevated inflation, contractionary monetary policy and geopolitical conflict.  While the M&A market stayed resilient throughout most of 2022, it is clear that we began to see some “chinks in the armor” in 4Q 2022.  We are not surprised by this relative weakness given the economic uncertainty and an inability to accurately forecast revenue and earnings trends for both acquirors and target companies alike. 

Deal making in the fourth quarter of 2022 slowed both from a deal volume and deal value perspective.  The total number of deals we tracked in the Internet and Digital Media space fell by 17% to 145 deals in 4Q 2022 compared to 174 deals in 4Q 2021.  On a sequential basis, the total number of deals fell by 14% to 143 deals compared to 167 deals in 3Q 2022. 

The biggest change was in deal value, where the total dollar value of deals fell by 70% to $9.1 billion in 4Q 2022 compared to $30.1 billion in 4Q 2021.  On a sequential basis, deal value fell by 69% in 4Q 2022 from $29.1 billion in deal value in 3Q 2022.  

The tale of two halves is best represented by the chart below. 

From a deal volume perspective, the most active sectors we tracked were Digital Content (40 deals), Marketing Tech (36 deals), Agency & Analytics (32 deals) and Information Services (12 deals).  From a deal value perspective, the Information Services sector had the largest dollar value of transactions ($3.3 billion), followed by eCommerce ($1.7 billion), Mar Tech ($1.2 billion), and Mobile ($1.2 billion). 

During the fourth quarter there were a dozen announced deals in the video gaming sector, but the sector did not register as a top sector based on deal value.  In fact, only 2 of the 12 deals that were announced included the purchase price:  Churchill Down’s $250 million acquisition of horse racing game provider Exacta Systems and Playstudios’ $97 million acquisition of mobile game developer Branium Studios.  The largest deals in the quarter by dollar value are shown below.    

Digital Advertising

Digital Advertising Outlook for 2023

Last October eMarketer revised lower its 2023 U.S. digital advertising forecast by $5.5 billion, from $284.1 billion to $278.6 billion.  While this sounds like a substantial drop, in percentage terms they lowered their 2023 forecast by only 2 percentage points,  from 14% growth to 12% growth.  Most of the global ad agencies expect digital to continue to grow by double digits driven by dollars migrating to such digital ad channels as retail media and connected TV.  Both sectors continue to demonstrate impressive growth.

Retail Media – A retail media network is a retailer-owned advertising service that allows marketers to purchase advertising space across all digital assets owned by a retail business, using the retailer’s first-party data to connect with shoppers throughout their buying journey.  eMarketer forecasts that retail media ad spending in the U.S. grew by 31% last year to $41 billion and will grow to $61 billion over the next two years, by which time it will equate to 20% of all digital advertising.  The leaders in retail media are Amazon, Walmart and Instacart. 

Through a retail media network, partners (advertisers) get direct access to a retailer’s customers.  The benefit to the partners/advertisers is that they get access to first party data.  Retailers own and store this data and allow advertisers to access them through their retail media programs.  The first party data is valuable because it is collected at the point of sale allowing brands to get better insights into purchase behavior.  Traditional retailers are beginning to follow suit.  Traditional retailers with the largest digital audiences (per comScore) are Walmart, Target, Home Depot, Lowes, CVS, Walgreens, Costco and Kohls. 

On January 10th, Microsoft announced that it intended to create the industry’s most complete omnichannel retail media technology stack supported by its Promote IQ platform, a company Microsoft acquired in 2019.  We expect companies that serve the retail media sector from an Ad Tech or Mar Tech standpoint are poised to benefit from secular trends in this sector. 

Connected TV (CTV) – Last July, Nielsen announced that for the first time U.S. streaming TV viewership was larger than cable TV viewing.  In July 2022, eMarketer forecast that CTV advertising would reach $18.9 billion in 2022. However, in October 2022,

eMarketer raised its forecast for CTV advertising by $2.3 billion to $21.2 billion in 2022.  In October, the forecaster also raised its 2023 CTV advertising forecast by $3 billion to $26.9 billion, up from $23.9 billion in the July 2022 forecast.  The big increase is due primarily to Netflix and Disney+ announcing they were launching ad supported tiers to their streaming offerings.

The ability to target specific audiences and measure specific outcomes tied to the ads that viewers watched has made CTV  a force to be reckoned with, particularly for those advertisers that are never quite sure which of their advertising mediums provide the highest returns.  Historically, TV was a mass medium used by large brands that wanted massive reach.  CTV has opened the door to a wider variety of advertisers that are looking to reach more targeted, even niche, audiences.  According to MNTN, a connected TV performance marketing platform, many CTV advertisers are first-time TV advertisers.  With new FAST (Free Ad-Supported Streaming TV) channels coming online every month, there is no shortage of supply coming to market.  This is just one reason why eMarketer predicts CTV advertising to grow by $10+ billion over the next two years and reach nearly $32 billion in advertising revenue in 2024. Ad Tech or Mar Tech companies that serve this market are also poised to benefit from secular viewing trends and the advertising dollars that are migrating to these platforms.

TRADITIONAL MEDIA COMMENTARY

The following is an excerpt from a recent note by Noble’s Media Equity Research Analyst Michael Kupinski

Overview – Will It Be A Happy New Year?

2022 was one of the worst for media stock performance in recent memory, with stocks across traditional and digital media sectors down over 40% or more. Media stocks underperformed the general market, as measured by the S&P 500 Index, which was down a more moderate 19% on a comparable basis for the full year 2022. It is typical for media stocks to underperform in a late-stage economic cycle or in the midst of an economic downturn, but the significant stock declines are stunning. Macro-economic issues including inflation, rising interest rates, and the prospect of a looming economic downturn all contributed to the poor performance.

The question is “will 2023 be better?” We believe so. There has been recent signs of life. The S&P 500 increased by 7% during the fourth quarter of 2022, marking the first time the Index had increased since fourth quarter of 2021. Notably, the Noble Publishing  Index outperformed the general market in the latest quarter. However, the full impact of the recent interest rate increase likely have not been reflected in the economy. Many media stocks seem to anticipate an economic downturn, but current fundamentals do not appear to be in a freefall and may be better than expected. If the economy further deteriorates from the recent or future rate hikes, it appears now that it may adversely affect the second half of 2023. Advertising pacings appear to be holding up well so far in the first half 2023. Notably, media stocks may begin to anticipate an improving economic outlook and overlook the weak fundamental environment in the second half.

Conventional thought anticipates that increasing concerns over an economic recession may prompt mortgage rates to trend lower in 2023. Furthermore, it is possible that the Fed may lower interest rates if inflation moderates, although the Fed is not currently anticipating rate decreases in 2023. Nonetheless, this paints a favorable picture for media stocks in 2023. Traditionally, the best time to buy media stocks is in the midst of an economic downturn. In addition, these consumer cyclical stocks tend to be among the first movers in an early-stage economic cycle and tend to perform well in a moderating interest rate environment. As mentioned earlier, the stocks may currently be oversold given the prospect that the current fundamental environment is better than anticipated.

What is the risk to this favorable outlook? We believe that the resurging Chinese economy may be disruptive. Within the last month, China’s economy has been reopened from Covid lockdowns, which may put pressure on global energy prices. Such a prospect may make the Fed’s fight on inflation more stubborn to combat, potentially throwing off our favorable outlook for moderating interest rates. Given the prospect that these stocks tend to outperform the market in an early-stage economic recovery, we believe it is time for investors to accumulate positions in the media sectors.

Traditional Media  – Another Quarter of Moderating Stock Performance

Traditional media stocks underperformed the general market in 2022, with the Radio sector the hardest hit. The Noble Radio Index declined 64% versus 19% for the general market, as measured by the S&P 500, in a comparable time period. Television and Publishing stocks were down 23% and 25%, respectively, more in line with the general market returns. But there were notable company stock performance disparities within each sector, highlighted later in this report. Larger market capitalized companies performed better, which skewed the market cap weighted Indices. 

Traditional media stocks seemed to have stabilized from the rapid declines in early 2022. The Publishing sector once again outperformed the general market in the quarter. Noble’s Television Index declined 3%, but this decline moderated from the 10% decline in the third quarter. The Radio industry still has not yet stabilized, with the Noble Radio Index down 15% in the latest quarter.

Broadcast Television

Will Netflix suck the air out of the room?

Netflix launched a new pricing plan on November 3rd which offers a basic tier with advertising at a low price point of $6.99. This compares with its previous tiers of $9.99 and $19.99 for advertising-free streaming. While reports indicate that the advertising platform is off to a slow start, we believe that the Netflix move could be disruptive to the broadcast television network business as its lower price basic service gains traction. It is likely that there will be some cannibalization from its higher pricing tier, but we believe that the move will broaden its subscriber base. While Netflix has not considered offering live sports on its streaming platform given the cost of sports rights, we believe that the potential success of its subscription/advertising tier may provide a platform to upend that decision. There is a strong tailwind for viewership trends on streaming platforms, which now exceed that of broadcast television viewing. A decision to enter sports will be a big deal and disruptive to network broadcasting.

Streaming viewership not only eclipsed television viewing in July 2022, but also that of cable viewing, 34.8% versus 34.4%. In addition, based on the latest Nielsen data from November 2022, streaming now accounts for 38.2% of total viewing with Broadcast at 25.7% and cable at 31.8%, as shown in the chart below.   While TV viewership increased 7.8% in November, largely due to sports content, streaming usage year over year was up more than 41%.

Scripps Plans To Expand Sports

The declining cable subscriptions and cable viewership, especially on regional sports networks, led E.W. Scripps to launch a new Scripps Sports division. This division plans to seek broadcast rights from teams and leagues and bring that programming to broadcast television. The company plans to obtain rights either in local TV markets where it can partner with local teams or on a national basis, utilizing its distribution on its Ion Network. It is important to note that ION is unique from other networks. Ion’s distribution is nearly 100% of the US television market given that it has local licenses and local towers in every market, it is fully distributed on cable and satellite, and is offered over the air. As such, we believe that Scripps offers a unique proposition to sports teams interested in building its audiences.

Will ATSC 3.0 Stream The Tide?

Furthermore, the broadcast industry appears to be more aggressively ramping its own streaming capabilities with the rollout of its new broadcast standard, ATSC 3.0.  ATSC 3.0 is built on the same Internet Protocol as other streaming platforms which enables  broadcast programming and internet content to be accessible in the car, on mobile devices, and in the home.  While there are many opportunities for the new standard, services and offerings are still being developed.  ATSC 3.0 offers promising opportunities for broadcasters to compete with streaming services in the future. We expect that the industry will make more announcements about this promising technology at future events, including the upcoming NAB Show, April 16-19 in Las Vegas, NV.

Are We In A Recession?

In our view, the current fundamentals may be better than the stocks project. Advertising seems to be holding up, post political advertising. Most companies in the industry reported strong Q3 revenue growth, influenced by a large influx of political advertising. The largest broadcasters, particularly Nexstar, have the largest EBITDA margins. The two stocks with the highest revenue growth in the quarter, Entravision and E.W. Scripps, saw their shares perform the best in the fourth quarter.

Notably, local advertising appears to be fairing better than national advertising. Based on our estimates, core local advertising is expected to be down in the range of 5% to 8%, with core national down as much as double digits. We believe that some large advertising categories like auto, retail and home improvement will show improving trends. The first quarter 2023 appears to be consistent with the fourth quarter. Broadcast network TV is another story, which we believe is weak. Network has potential heightened competition from streamers such as Netflix and Disney+ which have just launched ad-supported streaming tiers.

Is There Room For Upside?

Most TV stocks are trading in a tight range of each other. The biggest variance in stock valuations is Entravision, which is trading at 5.9x  EV to our 2023 EBITDA estimate, well below that of its industry peers which trade on average at 7.7x. One might argue that Entravision, which has migrated to become a leading Digital Media company which contributes roughly 80% of its total company revenues, ought  to  trade at a premium to its broadcast peers, rather than at a discount. Investors appear to be somewhat confused by the company’s relatively low EBITDA margins, which is a function of how revenues are accounted for in its digital media division. We would also note that its capital structure is among the best in the industry, with a large cash position and modest net debt position.  

As mentioned earlier, the Noble Broadcast TV Index declined 3% in the latest quarter, underperforming the general market’s 7% advance. E.W. Scripps, which increased 6% and Entravision, which increased 5% were among the strongest revenue performers in the third quarter. Among the poor performers were shares of Gray Television, down a significant 34% and Sinclair Broadcasting, which was down 24%. With the TV stocks down a significant 23% for the year, have the stocks already assumed that the industry is in an economic downturn? We believe that the stocks may be oversold based on the prospect that advertising is currently holding up in the first quarter. 

Broadcast Radio

Digital Is Bolstering Performance

The radio industry index was the worst performing index in the traditional media segment, declining 15% in 4Q22 and 64% for the year. The radio industry is feeling the pressure that recessionary concerns place on the demand for advertising. In addition to increased competition for audiences from digital music providers and shifting advertising dollars from radio to a more targeted advertising medium, digital media.

For the third quarter Urban One and Townsquare Media top its peers with revenue growth of 9% and 8%, respectively. A common theme with companies that grew fastest was diversified revenue streams. Salem Media and Beasley Broadcast Group grew less quickly but are taking steps to further diversify revenue. Salem has diversified into content creation and digital media and Beasley is continuing to pursue a digital agency model. The median Q3 revenue growth rate was 1.5%, and the average revenue growth was -1%. The average growth rate of -1% is skewed due to the poor performance of Medico Holdings (MDIA). In previous quarters Medico benefited from Covid-19 vaccine advertising campaigns and ticket sales for an annual outdoor live event that took place in Q3 of 2021. Without Covid vaccine advertising and Medico’s concert being held in Q2 2022 instead of Q3 resulted in revenue declining 34% on a year over year basis. 

After the 2022 calendar year ended, Moody’s downgraded Cumulus Media’s Corporate Family Rating to B3 from B2. Moody’s believes Cumulus Media will face a further decline in advertising demand as the economy weakens. Moody’s could upgrade its rating if leverage decreases to 5x as a result of positive performance and could downgrade its rating if leverage ratio increases to 7x as a result of poor performance. It should be noted that Cumulus has a large cash position of $118 million and could access an additional $100 million through an asset backed loan. 

However, there are several companies in the radio industry with improving leverage profiles. We believe that radio companies are diversifying traditional revenue streams with digital revenue. In our view, companies that achieved a greater degree of digital transformation and are better shielded from macroeconomic headwinds.  Townsquare Media, Cumulus Media, and Salem Media are among the cheapest in the group. For those companies with substantial digital media businesses that are growing rapidly, like Townsquare Media and Beasley, we believe that advertising pacings in the first quarter are likely to be positive. On the low end pacings are expected to be flat to plus 3% and may even be stronger, up 8% or more in the second quarter (although this is too early to bank). In our view, advertising for these companies do not appear to be falling off of a cliff as the stocks seem to project. Therefore, we believe that the Radio sector appears to be in an oversold position and should have some upside prospects in 2023.

Publishing

Publishing stocks had a pretty good quarter, up 18% as measured by the Noble Publishing Index versus the general market as measured by the S&P 500 Index up 7%. But the largest stocks in the index, New York Times and News Corp, were the only stocks that were up in the sector. Given that the Noble Publishing Index is market cap weighted, it was the reason that the Index was up in the quarter. Lee Enterprises was down a very modest 2% in the quarter. The relatively favorable performance of the index was primarily due to its largest constituents, News Corp. and The New York Times, which rebounded from -30% and -39%, respectively in Q2 2022, to -3% and +3%, respectively, in Q3 2022 and then up 17% and 16%, respectively, in Q4 2022. 

We believe that Gannett, the nation’s largest newspaper company, continues to create a pall over the publishing group as it continues to struggle to manage cash flows with its heavy debt burden. In August, the company announced a round of layoffs of 400 employees and then announced another 200 in December. We believe that the company is trying to shore up its cash flow amidst a weak fundamental environment. Not surprisingly,  GCI shares (-30%) were among the worst performers in the sector in the fourth quarter. To a large extent, the stock performance in the latest quarter reflected the various company results in Q3.

Q3 publishing revenue declined on average 1%, which excludes the strong revenue growth of the Daily Journal. The company benefited from its Journal Technologies consulting fees which bolstered revenues in its fiscal Q4 results. In addition, during the year, the company sold marketable securities for roughly $80.6 million, realizing net gains of $14.2 million.  We have backed out the extraordinary results of the Daily Journal from our industry averages. Notably, Gannett had the weakest revenue performance in the fourth quarter, down 10%. 

Notable exceptions to the overall weak industry revenue performance was The New York Times, up 7.5% in Q3 revenues, which reflected a moderation in revenue growth from the prior quarter of an increase of 12%. News Corp, declined 1%, which was well below the 7% gain in the prior quarter. Importantly, Lee Enterprises’ fiscal quarter revenue was down a modest 0.2%, a sequential improvement from the modest 0.7% decrease in the prior fiscal quarter. We believe that Lee’s digital strategy continues to gain traction and that the company is very close to an inflection point toward revenue growth. We continue to note that Lee’s digital subscriptions currently lead the industry. The company has exceeded all of its peers in terms of digital subscription growth in the past 11 consecutive quarters. Furthermore, over 50% of its advertising is derived from digital. Currently, roughly 30% of the company’s total revenues are derived from digital, still short of the 55% at The New York Times, but closing the gap.

Not only is Lee performing well on the digital revenue front, but the company has industry leading margins. Lee’s Q3 EBITDA margins were industry leading at 16.7%.  We believe that Lee’s margins are notable given that it demonstrates that the company is managing its margins in spite of the investments in its digital media businesses. Its margins place it on par with its digital media focused peers, such as the New York Times.   

LEE’s shares trade at an average industry multiple of 5.7x Enterprise Value to our 2023 adj. EBITDA estimate. Notably, the company is closing the gap with its digital media revenue contribution to that of New York Times. The New York Times carries a significantly higher stock valuation, currently trading at an estimated 15.8x EV to 2023 adj. EBITDA. We believe that the valuation gap with the New York Times should close.

DOWNLOAD THE FULL REPORT (PDF)

View the PDF version for segment analysis, M&A activity, and more…

Noble Capital Markets Media Newsletter Q3 2022

This newsletter was prepared and provided by Noble Capital Markets, Inc. For any questions and/or requests regarding this news letter, please contact Chris Ensley

DISCLAIMER

All statements or opinions contained herein that include the words “ we”,“ or “ are solely the responsibility of NOBLE Capital Markets, Inc and do not necessarily reflect statements or opinions expressed by any person or party affiliated with companies mentioned in this report Any opinions expressed herein are subject to change without notice All information provided herein is based on public and non public information believed to be accurate and reliable, but is not necessarily complete and cannot be guaranteed No judgment is hereby expressed or should be implied as to the suitability of any security described herein for any specific investor or any specific investment portfolio The decision to undertake any investment regarding the security mentioned herein should be made by each reader of this publication based on their own appraisal of the implications and risks of such decision This publication is intended for information purposes only and shall not constitute an offer to buy/ sell or the solicitation of an offer to buy/sell any security mentioned in this report, nor shall there be any sale of the security herein in any state or domicile in which said offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or domicile This publication and all information, comments, statements or opinions contained or expressed herein are applicable only as of the date of this publication and subject to change without prior notice Past performance is not indicative of future results.

Please refer to the above PDF for a complete list of disclaimers pertaining to this newsletter

Release – Engine Gaming & Media, Inc. Announces Update to Timing Of Fiscal First Quarter 2023 Earnings Release and Conference Call

Research News and Market Data on GAME

01/13/2023

NEW YORK, NY / ACCESSWIRE / January 13, 2023 / Engine Gaming and Media, Inc. (“Engine” or the “Company”) (NASDAQ:GAME) (TSXV:GAME),a data-driven, gaming, media and influencer marketing platform company, today announced the company will now be releasing results before market open on Tuesday, January 17, 2023 and will hold a conference call at 8:45 a.m. Eastern Time the same day.

Date:Tuesday, January 17, 2023
Time:8:45 a.m. Eastern Time
Dial-in:1-877-407-0784
International Dial-in:1-201-689-8560
Webcast:GAME Conference Call

Please dial in at least 10 minutes before the start of the call to ensure timely participation.

A playback of the call will be available through January 24, 2023, on Engine Gaming and Media, Inc.’s Investor Relations website at ir.enginemediainc.comor via telephone replay by dialing 1-844-512-2921 or 1-412-317-6671. The Access Code is 13735206.

About Engine Gaming and Media, Inc.

Engine Gaming and Media, Inc. (NASDAQ:GAME) (TSXV:GAME) provides unparalleled live streaming data and social analytics, influencer relationship management and monetization, and programmatic advertising to support the world’s largest video gaming companies, brand marketers, ecommerce companies, media publishers and agencies to drive new streams of revenue. The company’s subsidiaries include Stream Hatchet, the global leader in gaming video distribution analytics; Sideqik, a social influencer marketing discovery, analytics, and activation platform; and Frankly Media, a digital publishing platform used to create, distribute, and monetize content across all digital channels. Engine Gaming generates revenue through a combination of software-as-a-service subscription fees, managed services, and programmatic advertising. For more information, please visit www.enginegaming.com.

Cautionary Statement on Forward-Looking Information

This news release contains forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Engine to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. In respect of the forward-looking information contained herein, Engine has provided such statements and information in reliance on certain assumptions that management believed to be reasonable at the time. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements stated herein to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Accordingly, readers should not place undue reliance on forward-looking information contained in this news release.

The forward-looking statements contained in this news release are made as of the date of this release and, accordingly, are subject to change after such date. Engine does not assume any obligation to update or revise any forward-looking statements, whether written or oral, that may be made from time to time by us or on our behalf, except as required by applicable law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Company Contact:
Lou Schwartz
647-725-7765

Investor Relations Contact:
Shannon Devine
MZ North America
Main: 203-741-8811
GAME@mzgroup.us

SOURCE: Engine Gaming & Media Holdings, Inc.



View source version on accesswire.com:
https://www.accesswire.com/735153/Engine-Gaming-Media-Inc-Announces-Update-to-Timing-of-Fiscal-First-Quarter-2023-Earnings-Release-and-Conference-Call

Release – Engine Gaming & Media, Inc. Announces Timing of Fiscal First Quarter 2023 Earnings Release and Conference Call

Research News and Market Data on GAME

NEW YORK, NY / ACCESSWIRE / January 4, 2023 / Engine Gaming and Media, Inc. (“Engine” or the “Company”) (NASDAQ:GAME)(TSXV:GAME),a data-driven, gaming, media and influencer marketing platform company, today announced that it will issue a press release promptly after the market close on Tuesday, January 17, 2023, summarizing its financial results for the fiscal first quarter of 2023 ended November 30, 2022. The Company will also host a conference call the same day at 4:30 p.m. Eastern Time to discuss its financial results in further detail. The call will conclude with Q&A from participants.

Date:Tuesday, January 17, 2023
Time:4:30 p.m. Eastern time
Dial-in:1-877-407-0784
International Dial-in:1-201-689-8560
Webcast:GAME Conference Call

Please dial in at least 10 minutes before the start of the call to ensure timely participation.

A playback of the call will be available through January 24, 2023, on Engine Gaming and Media, Inc.’s Investor Relations website at ir.enginemediainc.com or via telephone replay by dialing 1-844-512-2921 or 1-412-317-6671. The Access Code is 13735206.

About Engine Gaming and Media, Inc.

Engine Gaming and Media, Inc. (NASDAQ:GAME)(TSXV:GAME) provides unparalleled live streaming data and social analytics, influencer relationship management and monetization, and programmatic advertising to support the world’s largest video gaming companies, brand marketers, ecommerce companies, media publishers and agencies to drive new streams of revenue. The company’s subsidiaries include Stream Hatchet, the global leader in gaming video distribution analytics; Sideqik, a social influencer marketing discovery, analytics, and activation platform; and Frankly Media, a digital publishing platform used to create, distribute, and monetize content across all digital channels. Engine Gaming generates revenue through a combination of software-as-a-service subscription fees, managed services, and programmatic advertising. For more information, please visit www.enginegaming.com.

Cautionary Statement on Forward-Looking Information

This news release contains forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Engine to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. In respect of the forward-looking information contained herein, Engine has provided such statements and information in reliance on certain assumptions that management believed to be reasonable at the time. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements stated herein to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Accordingly, readers should not place undue reliance on forward-looking information contained in this news release.

The forward-looking statements contained in this news release are made as of the date of this release and, accordingly, are subject to change after such date. Engine does not assume any obligation to update or revise any forward-looking statements, whether written or oral, that may be made from time to time by us or on our behalf, except as required by applicable law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Company Contact:

Lou Schwartz
647-725-7765

Investor Relations Contact:

Shannon Devine
MZ North America
Main: 203-741-8811
GAME@mzgroup.us

SOURCE: Engine Gaming & Media Holdings, Inc.

Tokens.com Corp. (SMURF) – An Acquisition for the New Year


Wednesday, January 04, 2023

Tokens.com Corp is a publicly traded company that invests in Web3 assets and businesses focused on the Metaverse, NFTs, DeFi, and gaming based digital assets. Tokens.com is the majority owner of Metaverse Group, one of the world’s first virtual real estate companies. Hulk Labs, a wholly-owned Tokens.com subsidiary, focuses on investing in play-to-earn revenue generating gaming tokens and NFTs. Additionally, Tokens.com owns and stakes crypto assets to earn additional tokens. Through its growing digital assets and NFTs, Tokens.com provides public market investors with a simple and secure way to gain exposure to Web3.

Joe Gomes, Senior Research Analyst, Noble Capital Markets, Inc.

Joshua Zoepfel, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

A New Acquisition. Yesterday, Tokens.com’s subsidiary Metaverse Group announced the acquisition of CocoNFT. As part of the acquisition, Coco’s co-founders Mark Allen and Brody Berson will be joining the Metaverse Group as Chief Technology Officer and Chief Product Officer respectively and will be focused with building further tools and products for both NFT and virtual world applications. No financial details were given for the transaction. 

Detail on CocoNFT. CocoNFT is a software platform that allows users to connect their Instagram to mint NFTs, leveraging the blockchain and a web3 wallet. In acquiring the company, Metaverse Group will work to advance Coco’s technology offering and integrate the products with its virtual world B2B offerings. The acquisition will leverage Coco’s strategic partnerships in Opensea and Rarible and online communities with over 45,000 followers across TikTok and Twitter.


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*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

Release – GameSquare Esports Inc. and Engine Gaming & Media, Inc. Enter Definitive Arrangement Agreement

Research, News, and Market Data on GAME

12/08/2022

Combination creates end to end digital media and technology platform connecting global brands with gaming and youth culture audiences

GameSquare Esports shareholders are expected to own approximately 60% of combined company, and Engine Gaming shareholders are expected to own approximately 40% of the combined company which will trade on the NASDAQ and TSX Venture Exchange under the ticker symbol GAME

TORONTO, ON and NEW YORK, NY / ACCESSWIRE / December 8, 2022 / GameSquare Esports Inc. (CSE:GSQ);(OTCQB:GMSQF);(FRA:29Q1) (“GameSquare”), a vertically integrated, international digital media and entertainment company focused on gaming and esports, and Engine Gaming and Media, Inc. (“Engine Gaming” or “Engine”) (NASDAQ:GAME);(TSXV:GAME), a data-driven, gaming, media and influencer marketing platform company, today announced that they have entered into a definitive arrangement agreement (the “Arrangement”) dated December 7, 2022to combine their businesses via an all share deal, whereby each common share of GameSquare (a “Gamesquare Share”) will be exchanged for 0.08262 Engine Gaming common shares (the “Engine Gaming Shares”).

Following the all-share transaction, former GameSquare Esports shareholders are expected to own approximately 60% of the combined entity, and current Engine Gaming shareholders are expected to own approximately 40% of the combined entity on a fully diluted basis, and it is intended that the Engine Gaming Shares will continue to trade on the Nasdaq Stock Market (the “Nasdaq”) and TSX Venture Exchange (the “TSXV”) under the symbol “GAME.” The combined entity will retain the “GameSquare” brand globally.

Justin Kenna is expected to lead the combined company as CEO and Lou Schwartz is expected to oversee the combined company’s technology platforms, as President. In addition, Jerry Jones, owner of the Dallas Cowboys, and John Goff, Chairman and Founder of Goff Capital, Inc. will continue to be the largest investors of the combined entity. Representatives of the Jones Family and of Goff Capital will continue to hold significant board representation of the new company.

The combined company integrates GameSquare’s award winning content, advertiser, and influencer businesses with Engine’s market leading data, analytics, advertising and marketing technology platforms. The transaction creates a market leading, end-to-end platform with reach across esports, sports, influencer, publisher, and advertising networks for brands to connect with the increasingly difficult to reach youth culture audiences. The combined company will provide global brands and advertisers with solutions that develop innovative strategies to connect to youth audiences.

“Today’s announcement is a transformative opportunity for our customers, team members, and shareholders, as we build what we believe will be one of the world’s largest and most influential gaming, esports, and media companies focused on youth culture,” said Justin Kenna, CEO of GameSquare. “The merger immediately expands our scale, which we expect will help us on an accelerated path to profitability in 2023, while creating an organization with a leading platform of end-to-end media, content, and technology assets. GameSquare and Engine Gaming have highly complementary core strengths, including broad product portfolios, and passionate team members committed to the gaming and esports markets. As a combined organization, we will have an enhanced platform and expanded resources, including essential data and analytic solutions, to serve a broader base of global customers and accelerate growth. I am excited by the significant opportunities we will have as a combined company to create substantial value for our shareholders.”

“We are thrilled to announce the merger with GameSquare,” commented Lou Schwartz, CEO of Engine Gaming. “Engine Gaming’s unique technology assets, including live streaming data, analytics, influencer marketing platform, and programmatic advertising solutions enhance and expand GameSquare’s capabilities in connecting brands with fans. As a full service, integrated company, we will be able to meet the needs of any brand sponsor through our SaaS revenue-based technology platforms. We believe the combined company will drive powerful growth and scale, while enabling an accelerated path to profitability.”

Tom Rogers, Executive Chairman of Engine Gaming added, “This merger is the successful culmination of our previously announced strategic alternatives process. We believe the merger between GameSquare and Engine provides strong potential return for shareholders, and allows Engine’s stockholders to participate in the value creation of the combined company. The transaction satisfies all the announced goals of the strategic process – greater scale, catalyzing growth, and significant cost and revenue synergies.

Transaction Highlights:

  • Significant financial profile. GameSquare and Engine Gaming, combined, have delivered $70+ million of trailing twelve-month revenue (unaudited), reflecting a nearly doubling of revenues over that same period.[1]
  • Enhanced financial predictability. The transaction is expected to improve the recurring and reoccurring revenue profile of the combined business. Management believes that a larger, predictable revenue profile from the entity’s agency, programmatic, SaaS, sponsorships, and league fees provide an improved financial foundation for accelerated growth.
  • Highly complementary businesses. Management believes that the businesses within Engine Gaming and GameSquare are highly complementary and expect significant opportunities for revenue synergies and acceleration of growth. The combination of creative digital agencies, an influencer marketing platform, innovative advertising solutions, leading programmatic businesses, an elite esports organization, audience intelligence technology, content production, and merchandise and consumer product design means that the new entity will have an unrivaled end-to-end suite of services for brands seeking to reach gaming and esports fans.
  • Global client base with limited cross over. Management believes the limited overlap of existing brands and clients will provide numerous opportunities for cross selling and optimization, to delivering more outstanding outcomes to our clients, including The Kraft Heinz Group, Tyson Foods, Jack in the Box, Converse, HyperX, Epic Games, Microsoft, the Dallas Cowboys, Riot Games, Activision Blizzard, Electronic Arts, and many more.
  • Large audience in gaming and esports Management believes that the combination of GameSquare and Engine Gaming may result in an audience and reach as large as any gaming and esports company currently in the market. Specifically, GameSquare has an audience of 220 million and Engine has 130 million monthly followers within the advertising network.
  • Improved access to U.S. investors and capital. The combined entity intends to retain Nasdaq and TSXV dual listing under the ticker GAME. Management believes that access to the U.S. financial markets as a gaming and esports company with significant revenue scale could represent an opportunity for valuation rerating catalyst for the combined company.
  • Accelerated path to profitability. The combined entity is expected be on an accelerated path to profitability in 2023 as it benefits from significant operating leverage, outsized revenue growth, and meaningful cost synergies created by the new Company.
  • Experienced management and board of directors. The Company expects to greatly benefit from substantial experience of the post-Transaction management team and a strong board of directors. The leadership team will be composed of executives from GameSquare and Engine Gaming that will have deep managerial expertise supported by the talented staff and leaders throughout the two companies.

Additional Details regarding the Arrangement
Under the Arrangement, Engine Gaming will issue to GameSquare shareholders 0.08262 Engine Gaming Shares in exchange for each GameSquare Share held (the “Exchange Ratio”). Based on the number of outstanding GameSquare Shares as of the date of this press release, it is expected that Engine Gaming will issue an aggregate of approximately 25,409,372 Engine Gaming Shares to GameSquare shareholders. All warrants, stock options and restricted share units of GameSquare will be exchanged for replacement warrants, stock options and restricted share units of Engine Gaming on identical terms, as adjusted in accordance with the Exchange Ratio and the Consolidation (as defined below), if applicable.

The Arrangement is anticipated to close in the first quarter of 2023. The completion of the Arrangement is subject to customary terms and conditions, including the following: approval of the Arrangement by Engine Gaming and GameSquare shareholders; court approval of the Arrangement; and, receipt of all required regulatory approvals, including acceptance by the TSXV.

Prior to closing of the Arrangement, Engine Gaming shall apply to list the post-closing Engine Gaming Shares on the Nasdaq and TSXV. There can be no assurances that Nasdaq or TSXV will accept such listing.

If required, in order to comply with policies of the Nasdaq, prior to or concurrently with closing of the Arrangement, Engine Gaming may consolidate the Engine Gaming Shares based on a consolidation ratio to be determined by Engine Gaming at such time (the “Consolidation”).

Engine Gaming and GameSquare are arm’s length.

Board Recommendations and Shareholder Approvals
The board of directors of each of Engine Gaming and GameSquare, after receiving financial and legal advice, have unanimously approved the Arrangement and recommend that their respective shareholders vote in favor of the Arrangement. Evans & Evans, Inc. has provided an opinion to the board of directors of GameSquare stating that, based upon and subject to the assumptions, limitations, and qualifications set forth therein, the consideration to be received by the GameSquare Shareholders pursuant to the Arrangement is fair, from a financial point of view to the GameSquare Shareholders. Haywood Securities Inc. has provided an opinion to the board of directors of Engine Gaming stating that, based upon and subject to the assumptions, limitations, and qualifications set forth therein, the Exchange Ratio is fair, from a financial point of view to the Engine Gaming Shareholders.

The Arrangement requires approval by at least 66.67% of the holders of the GameSquare Shares who vote at the meeting. It is expected that all proportionate voting shares of GameSquare shall be converted to GameSquare Shares prior to the meeting of the GameSquare Shareholders to approve the Arrangement.

Pursuant to the policies of the TSXV, the Arrangement requires approval of at least a majority of Engine Gaming Shareholders.

Board and Management
The board of directors of Engine Gaming following the Arrangement are anticipated to be comprised of Justin Kenna, Tom Walker, Travis Goff and Jerami Gorman, who are currently directors of GameSquare, as well as Tom Rogers who will be Executive Chairman of the Board, Lou Schwartz, and Stu Porter who are currently directors of Engine Gaming. These directors shall hold office until the first annual meeting of the shareholders of the Resulting Issuer following closing, or until their successors are duly appointed or elected.

The officers of the Resulting Issuer are anticipated to be Justin Kenna as Chief Executive Officer (currently Chief Executive Officer of GameSquare), Lou Schwartz as President ( currently Director, and Chief Executive Officer of Engine Gaming), Mike Munoz as Chief Financial Officer (currently Chief Financial Officer of Engine Gaming), Sean Horvath as Chief Revenue Officer (currently Chief Revenue Officer of GameSquare), Paolo DiPasquale as Chief Strategy Officer (currently Chief Strategy Officer of GameSquare), John Wilk as General Counsel (currently General Counsel of Engine Gaming), Matt Ehrens as Chief Technology Officer (currently Chief Technology Officer of Engine Gaming), and Jill Peters as Chief Media Officer (currently Chief Operations Officer of GameSquare).

About GameSquare Esports Inc.
GameSquare was incorporated under the Business Corporations Act (Ontario) on December 13, 2018. GameSquare is a vertically integrated, international digital media and entertainment company enabling global brands to connect and interact with gaming and esports fans. GameSquare owns a portfolio of companies including Code Red Esports Ltd., an esports talent agency serving the UK, GCN, a digital media company focusing on the gaming and esports audience based in Los Angeles, USA., Cut+Sew (Zoned), a gaming and lifestyle marketing agency based in Los Angeles, USA, Complexity Gaming, a leading esports organization operating in the United States, Fourth Frame Studios, a multidisciplinary creative production studio, and Mission Supply, a merchandise and consumer products business. The Company is headquartered in Toronto, Canada.

Year ended December 31, 2021*

Assets $30,209,519

Liabilities $7,839,020

Revenues $13,687,889

Gross Profit $4,437,258

Net Profit (losses) ($26,556,311)

*Denotes all values in Canadian dollars as at time of reporting (started reporting to USD in 2022)

About Engine Gaming and Media, Inc.
Engine Gaming and Media, Inc. (NASDAQ:GAME);(TSXV:GAME) provides unparalleled live streaming data and social analytics, influencer relationship management and monetization, and programmatic advertising to support the world’s largest video gaming companies, brand marketers, ecommerce companies, media publishers and agencies to drive new streams of revenue. The company’s subsidiaries include Stream Hatchet, the global leader in gaming video distribution analytics; Sideqik, a social influencer marketing discovery, analytics, and activation platform; and Frankly Media, a digital publishing platform used to create, distribute, and monetize content across all digital channels. Engine Gaming generates revenue through a combination of software-as-a-service subscription fees, managed services, and programmatic advertising. For more information, please visit www.enginegaming.com.

Year ended August 31, 2022

Assets $42,694,808

Liabilities $26,808,217

Revenues $41,882,613

Net Profit (losses) ($14,478,598)

*GAME does not provide gross margins

Advisors
Oak Hills Securities, Inc. served as GameSquare’s exclusive financial advisor. Evans & Evans, Inc. is acting as financial advisor to GameSquare on the Arrangement and Haywood Securities Inc. is acting as financial advisor to Engine Gaming on the Arrangement. Polsinelli PC and Miller Thomson LLP are acting as counsel to GameSquare on the Arrangement and Fogler, Rubinoff LLP and Dorsey Whitney LLP are acting as counsel to Engine Gaming on the Arrangement.

Contact
GameSquare Esports Inc.

For further information, please contact Investor Relations for GameSquare Esports Inc.:
Paolo DiPasquale, Chief Strategy Officer
Phone: (216) 464-6400
Email: IR@gamesquare.com

Andrew Berger
Phone: (216) 464-6400
Email: IR@gamesquare.com

Engine Gaming and Media, Inc.

For further information, please contact Investor Relations for Engine Gaming & Media, Inc.:
Shannon Devine
MZ North America
Main: 203-741-8811
GAME@mzgroup.us

Notice Regarding Forward-Looking Statements
This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements“) within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking statements relate, among other things, to: the combined entity’s future performance and revenue; continued growth and profitability; the combined entity’s ability to execute its business plans; and the proposed use of net proceeds of the Offering. These forward-looking statements are provided only to provide information currently available to Engine Gaming and GameSquare and are not intended to serve as and must not be relied on by any investor as, a guarantee, assurance or definitive statement of fact or probability. Forward-looking statements are necessarily based upon a number of estimates and assumptions which include, but are not limited to: the combined entity being able to grow its business and being able to execute on its business plan, the combined entity being able to complete and successfully integrate acquisitions, the combined entity being able to recognize and capitalize on opportunities and the combined entity continuing to attract qualified personnel to supports its development requirements. These assumptions, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: Engine Gaming and GameSquare’s ability to complete the Arrangement; the combined entity’s ability to achieve its objectives, the combined entity’s successfully executing its growth strategy, the ability of the combined entity to obtain future financings or complete offerings on acceptable terms, failure to leverage the combined entity’s portfolio across entertainment and media platforms, dependence on the combined entity’s key personnel and general business, economic, competitive, political and social uncertainties including impact of the COVID-19 pandemic and any variants. These risk factors are not intended to represent a complete list of the factors that could affect Engine Gaming and GameSquare which are discussed in each of Engine Gaming and GameSquare’s most recent MD&A. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Engine Gaming and GameSquare assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.

Completion of the Arrangement is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable, disinterested shareholder approval. Where applicable, the Arrangement cannot close until the required shareholder approval is obtained. There can be no assurance that the Arrangement will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Engine Gaming and GameSquare should be considered highly speculative.

This press release is not an offer of the securities for sale in the United States. The securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an exemption from registration. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.

[1] Financial statements of GameSquare and Engine Gaming are available for review on each company’s respective profile at www.sedar.com and summary financial results are provided below.

SOURCE: GameSquare Esports Inc.



View source version on accesswire.com:
https://www.accesswire.com/730831/GameSquare-Esports-Inc-and-Engine-Gaming-Media-Inc-Enter-Definitive-Arrangement-Agreement

Engine Gaming and Media (GAME) – Is A Merger In Its Future?


Wednesday, November 30, 2022

Engine Gaming and Media, Inc. (NASDAQ:GAME) (TSX-V:GAME) provides premium social sports and esports gaming experiences, as well as unparalleled data analytics, marketing, advertising, and intellectual property to support its owned and operated direct-to-consumer properties, while also providing these services to enable its clients and partners. The company’s subsidiaries include Stream Hatchet, the global leader in gaming video distribution analytics; Sideqik, a social influencer marketing discovery, analytics, and activation platform; WinView Games, a social predictive play-along gaming platform for viewers to play while watching live events; and Frankly Media, a digital publishing platform used to create, distribute and monetize content across all digital channels. Engine Media generates revenue through a combination of direct-to-consumer fees, streaming technology and data SaaS-based offerings, and programmatic advertising. For more information, please visit www.enginegaming.com.

Michael Kupinski, Director of Research, Noble Capital Markets, Inc.

Patrick McCann, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Q4 results. The company reported quarterly revenue of $11.5 million, ahead of our estimate of $9.5 million. An adj. EBITDA loss of $4.0 million was in line with our expectations, illustrated in Figure #1 Q4 Variance. Q4 punctuated a year in which the company’s Advertising and SaaS businesses grew 29% and 16%, respectively.

Strong advertising revenue. Advertising revenue grew 29% sequentially to $9 million in the quarter, on the back of strong CPMs and RPMs. Management noted that CPM and RPM growth was 30% in 2022. The Advertising revenue growth is particularly noteworthy given the challenging economic environment.  


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Release – Engine Gaming & Media, Inc. Reports Fiscal Fourth Quarter and Full Year 2022 Financial Results

Research, News, and Market Data on GAME

11/29/2022

~ FY 2022 record revenue of $41.9 million, up from $33.3 million YoY, an increase of 26% ~

~ Fiscal fourth quarter revenues of $11.5 million, up 24% on a sequential basis compared to the fiscal third quarter of 2022 ~

~ FY 2022 net loss improved $26.2 million to $14.5 million YoY, compared to a net loss of $40.7 million ~

NEW YORK, NY / ACCESSWIRE / November 29, 2022 / Engine Gaming and Media, Inc. (“Engine” or the “Company”; NASDAQ:GAME; TSX-V:GAME), a data-driven, gaming, media and influencer marketing platform company, today announced results for its fiscal fourth quarter and full year 2022 ended August 31, 2022. All amounts are stated in U.S. dollars unless otherwise indicated.

Financial Highlights:

  • Total revenue for the full year 2022 increased 25.6% to $41.9 million, compared to $33.3 million in the year prior.
  • For the fiscal fourth quarter of 2022, revenues were $11.5 million, up 24.4% on a sequential basis when compared to $9.2 million in the fiscal third quarter of 2022.
  • Growth in the Company’s Advertising business in which revenues increased 28.6% to $32.7 million for the full year 2022, compared to $25.4 million in the year prior.
  • Continued growth in the Company’s SaaS business of 15.9% for the full year 2022 to $9.2 million.
  • Significant improvement in Adjusted EBITDA, inclusive of discontinued operations of 23.3% sequentially.
  • For the full year net loss improved significantly to $14.5 million, an increase of $26.2 million, compared to a net loss of $40.7 million.

Management Commentary

“Both the fiscal fourth quarter and full year were highlighted by the top-line growth in our advertising business delivering revenue of $32.7 million for the full year, up 29% while generating $9.0 million during the fiscal fourth quarter, an increase of 29% sequentially. In addition, significant growth in our SaaS business contributed $9.2 million to full year 2022 revenues, an increase of 16%.” said Lou Schwartz, Chief Executive Officer of Engine. “Our cost cutting initiatives are most evident in our Adjusted EBITDA inclusive of our discontinued operations of $(4.3) million, an improvement of 23% on a sequential basis. These cost cutting initiatives will become more evident in our fiscal first quarter 2023 as we work towards becoming cash flow breakeven on a run-rate basis in fiscal 2023.”

Tom Rogers, Executive Chairman of the Company added, “As previously announced, we commenced a process to explore and evaluate strategic options to enhance shareholder value. With a large number of small cap companies in similar situations to our own we feel there is a lot of opportunity to create greater scale and believe we have made a lot of progress on this initiative. We continue to narrow our focus and we are confident that our efforts will result in a significant opportunity for the company to deliver on our stated goals in initiating this process.”

Fiscal Fourth Quarter and Full Year 2022 Financial Results

Total revenue in the fiscal fourth quarter of 2022 was $11.5 million, an increase of 24.4% when compared to $9.2 million in the fiscal third quarter of 2022. Sequential growth from the third quarter was particularly apparent. The increase was primarily driven by a 29.2% sequential increase in Advertising revenue to $9.0 million from $7.0 million from the fiscal third quarter of 2022, as well as a 9.4% increase in Software-as-a-Service (SaaS) revenue to $2.4 million sequentially from $2.2 million in the fiscal third quarter of 2022.

For the full year ended August 31, 2022, net loss improved significantly to $14.5 million, or $(0.93) per basic and diluted share, compared to a net loss of $40.7 million, or $(3.43) per basic and diluted share, in the same year-ago period.

Including discontinued operations, Adjusted EBITDA improved 23.3% in the fiscal fourth quarter of 2022 to $(4.3) million when compared to $(5.7) million in the fiscal third quarter of 2022. For the full year ended August 31, 2022, Adjusted EBITDA was $(20.2) million, compared to $(18.5) million in the same year-ago period.

Exclusive of discontinued operations, Adjusted EBITDA was $(4.0) million for the fiscal fourth quarter, an improvement of 2.2% when compared to $(4.1) million in the fiscal third quarter. The fiscal fourth quarter of 2022 included approximately $400,000 of additional expense related to accounting charge estimates to certain financial assets and liabilities, with comparable charges not taken in prior periods noted above. Removing these charges from the fiscal fourth quarter of 2022, results in a 12% sequential improvement, better highlighting the initial progress the Company has made in our quarter over quarter improvement in Adjusted EBITDA. For the full year ended August 31, 2022, Adjusted EBITDA was $(16.1) million compared to $(11.6) million in the full year ended August 31, 2021.

At August 31, 2022, the Company had cash of $8.6 million.

Recent Operational Highlights:

  • Stream Hatchet signed contract extensions with Microsoft, Activision, and Ubisoft, while expanding its list of clients with the addition of Monumental Sports, PUBG, FIFA, Logitech, NVIDIA, and Octagon.
  • Sideqik added FoodPanda, Blizzard, Fanatics, and BenQ to its growing list of blue-chip companies levering their end-to-end suite of influencer marketing and social commerce technology. Renewals and extensions include Nike, Universal Music Group, Virgin Voyages, and Riot Games.
  • Frankly signed new contracts with Barret-Jackson, FilmFeed, Scioto Valley Guardian, and Aggregated Media.

FY Q4 and Full Year 2022 Earnings Conference Call

Management will host an investor conference call at 4:30 p.m. EDT (1:30 p.m. PDT) today, Tuesday, November 29, 2022, to discuss Engine Gaming and Media, Inc.’s fiscal fourth quarter 2022 financial results, provide a corporate update, and conclude with a Q&A from participants. To participate, please use the following information:

Date:Tuesday, November 29, 2022
Time:4:30 p.m. EDT (1:30 p.m. PDT)
Dial-in:1-877-407-0784
International Dial-in:1-201-689-8560
Conference Code:13733976
Webcast:GAME Conference Call

Please dial in at least 10 minutes before the start of the call to ensure timely participation.

Non-IFRS Measures

The Company reports earnings before interest, taxes, depreciation and amortization (“EBITDA”) and Adjusted EBITDA, which are not financial measures calculated and presented in accordance with International Financial Reporting Standards (“IFRS”) and therefore may not be comparable to similar measures presented by other issuers. EBITDA and Adjusted EBITDA should not be considered in isolation or as a substitute to net income (loss) or any other financial measures of performance or liquidity calculated and presented in accordance with IFRS. The Company defines Adjusted EBITDA as EBITDA, adjusted to exclude certain non-cash charges and other items that we do not believe are reflective of our ongoing operating results. The Company utilizes Adjusted EBITDA internally for purposes of forecasting, determining compensation, and assessing the performance of our business, therefore, we believe this measure provides useful supplemental information that may assist investors in assessing an investment in the Company.

The following unaudited table presents the reconciliation of net loss to Adjusted EBITDA for the three months and year ended August 31, 2022, and 2021, respectively.

Note (a) – Non-cash expense

The following unaudited table presents the reconciliation of net loss to Adjusted EBITDA, inclusive of discontinued operations, for the three months and year ended August 31, 2022, and 2021, respectively.

Note (a) – Non-cash expense

This earnings release should be read in conjunction with the Company’s Interim Condensed Consolidated Financial Statements and accompanying notes that will be made available on Engine’s investor relations site on November 29, 2022 which can be found at https://ir.enginemediainc.com/.

About Engine Gaming and Media, Inc.

Engine Gaming and Media, Inc. (NASDAQ:GAME)(TSXV:GAME) provides unparalleled live streaming data and social analytics, influencer relationship management and monetization, and programmatic advertising to support the world’s largest video gaming companies, brand marketers, ecommerce companies, media publishers and agencies to drive new streams of revenue. The company’s subsidiaries include Stream Hatchet, the global leader in gaming video distribution analytics; Sideqik, a social influencer marketing discovery, analytics, and activation platform; and Frankly Media, a digital publishing platform used to create, distribute, and monetize content across all digital channels. Engine generates revenue through a combination of software-as-a-service subscription fees, managed services, and programmatic advertising. For more information, please visit www.enginegaming.com.

Cautionary Statement on Forward-Looking Information

This news release contains forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Engine to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. In respect of the forward-looking information contained herein, Engine has provided such statements and information in reliance on certain assumptions that management believed to be reasonable at the time. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements stated herein to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Accordingly, readers should not place undue reliance on forward-looking information contained in this news release.

The forward-looking statements contained in this news release are made as of the date of this release and, accordingly, are subject to change after such date. Engine does not assume any obligation to update or revise any forward-looking statements, whether written or oral, that may be made from time to time by us or on our behalf, except as required by applicable law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Company Contact:
Lou Schwartz
647-725-7765

Investor Relations Contact:

Shannon Devine
MZ North America
Main: 203-741-8811
GAME@mzgroup.us

SOURCE: Engine Gaming & Media Holdings, Inc.

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