ESE ENTERTAINMENT REPORTS FIRST QUARTER 2022 RESULTS

  • Record quarterly revenue of $8.03 million, year-over-year increase of 4069%
  • Financial results do not include recently completed acquisition of GameAddik (subsequent event)

VANCOUVER, BC, March 22, 2022 – ESE Entertainment Inc. (“ESE” or the “Company”) (TSXV: ESE) (OTCQB: ENTEF), a gaming and esports company that provides a range of services to leading video game developers and publishers, is pleased to announce that is has filed its unaudited condensed interim consolidated financial statements (the “Financial Statements”) and related management’s discussion and analysis (the “MD&A”) for the three months ended January 31, 2022 (“Q1 2022”) the highlights of which are presented in this news release. The Financial Statements and MD&A are available on www.sedar.com and on the Company’s website.

First Quarter 2022 Financial and Operating Highlights:

  • Revenue of $8.03 million for Q1 2022, representing a 4069% increase from revenue for the three months ended January 31, 2021 (“Q1 2021”) of $0.19 million.
  • Gross profit of $1.41 million for Q1 2022, representing a 633% increase from gross profit in Q1 2021 of $0.19 million.
  • Adjusted EBITDA[1] loss of $795,338 in Q1 2022, compared to adjusted EBITDA loss of $687,330 in Q1 2021.
  • Total assets as at January 31, 2022 of $19.62 million, compared to total assets as at October 31, 2021 of $15.94 million.

“I am excited to share our Q1 2022 results with our shareholders. This is now our sixth straight quarter in a row of record growth. Our performance is a testament to our entire team, from top to bottom, which continues to execute quarter over quarter at the highest level and deliver on our business plan and growth strategy. It is important to note that the Q1 2022 results do not include our recent acquisition of GameAddik. GameAddik’s revenues will be reflected in our Q2 2022 financials results,” stated Konrad Wasiela, CEO of ESE.

Q1 2022 Operational Highlights:

  • Completed the acquisition of Frenzy sp. z.o.o., a European esports media and technology company.
  • Entered into a share purchase agreement to acquire 9327-7358 Quebec Inc. DBA GameAddik (“GameAddik“), a gaming technology company with $24 million (unaudited) in revenue.
  • Selected by Riot Games to launch an esports league in 20 European Countries for the Game VALORANT.
  • Partnered with NASCAR to deliver the second season of the eNASCAR International iRacing Series.
  • Started a new division of its business to expand to the metaverse.
  • Entered into a framework agreement with Skinwallet to develop technological and marketing solutions connected to Skinwallet’s gaming, esports, blockchain, NFT and related services and events.
  • Announced that it will organize and produce Ultraliga, an international League of Legends esports competition with teams from Switzerland, Poland, Serbia and Lithuania.

Subsequent Events:

  • Completed the acquisition of 100% of the issued and outstanding shares of GameAddik.

The following table presents a reconciliation of Net income (loss) to Adjusted EBITDA for the three months ended January 31, 2022, and the three months ended January 31, 2021:

  Three months ended January 31, 2022 Three months ended January 31, 2021
(In Canadian dollars)  $

(unaudited)

$

(unaudited)

Net loss               (1,706,057)            (1,160,094)
Provision for income taxes                         8,062
Depreciation                       76,274
Commissions                       24,118
Finder’s fees and stamp duty for acquisitions                    257,591
Share-based payments                    526,201                 276,745
Interest                         8,182
Impairment of K1CK assets                 207,500
Listing Cost
Foreign exchange (gain) loss                       10,291 (11,481)
Adjusted EBITDA1                   (795,338)

 

              (687,330)

 

1 Adjusted EBITDA is a non-IFRS measure. Refer to “Non-IFRS Measures” at the end of this press release.

The financial and operating results included in this news release are based on the Financial Statements and the MD&A, which were released on March 22, 2022. It is only in the context of the fulsome information and disclosures contained in the Financial Statements and MD&A that an investor can properly analyze this information. The Financial Statements and MD&A will be published under the Company’s profile on SEDAR at www.sedar.com.

All amounts are in Canadian dollars.

ESE Entertainment Inc.

Konrad Wasiela

Chief Executive Officer and Director

About ESE Entertainment Inc.

ESE is a Europe based entertainment and technology company focused on gaming and esports. The Company provides a range of services to leading video game developers, publishers, and brands by providing technology, infrastructure, and fan engagement services internationally. ESE also operates its own ecommerce channels, esports teams, and gaming leagues. In addition to the Company’s organic growth opportunities, the Company is considering selective acquisitions that align with its objective of becoming a dominant global player in esports technology and infrastructure. | www.esegaming.com

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

This news release contains certain statements that may constitute forward-looking information under applicable securities laws. All statements, other than those of historical fact, which address activities, events, outcomes, results, developments, performance or achievements that ESE anticipates or expects may or will occur in the future (in whole or in part) should be considered forward-looking information. Such information may involve, but is not limited to, statements with respect to the inclusion of GameAddik’s revenues in the Company’s 2022 Q2 results, the framework agreement with Skinwallet and performance thereof, the Company’s plans for business in the metaverse, the Company’s role with Ultraliga, the Company’s delivery of the eNASCAR International iRacing Series, and the Company’s launch of an esports league for VALORANT. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, or “believes” or variations (including negative variations) of such words and phrases, or statements formed in the future tense or indicating that certain actions, events or results “may”, “could”, “would”, “might” or “will” (or other variations of the forgoing) be taken, occur, be achieved, or come to pass. Forward-looking information is based on currently available competitive, financial and economic data and operating plans, strategies or beliefs as of the date of this news release, but involve known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, performance or achievements of ESE to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors may be based on information currently available to ESE, including information obtained from third-party industry analysts and other third-party sources, and are based on management’s current expectations or beliefs regarding future growth, results of operations, future capital (including the amount, nature and sources of funding thereof) and expenditures. Any and all forward-looking information contained in this press release is expressly qualified by this cautionary statement. Trading in the securities of ESE should be considered highly speculative.

This press release contains future-oriented financial information and financial outlook information (collectively, “FOFI“) about ESE’s prospective results of operations, revenues and margins and components thereof, all of which are subject to the same assumptions, risk factors, limitations, and qualifications as set forth in the above paragraph. FOFI contained in this document was approved by management as of the date of this document and was provided for the purpose of providing further information about ESE’s future business operations. ESE disclaims any intention or obligation to update or revise any FOFI contained in this document, whether as a result of new information, future events or otherwise, unless required pursuant to applicable law. Readers are cautioned that the FOFI contained in this document should not be used for purposes other than for which it is disclosed herein.

NON-IFRS MEASURES

This press release includes references to adjusted EBITDA. Adjusted EBITDA is a non-IFRS financial measure and is defined by the Company as net income or loss before income taxes, depreciation, commissions, finder’s fees and stamp duty for acquisitions, share-based payments, interest, impairment of assets, listing costs, and foreign exchange gain or loss. We believe that adjusted EBITDA is a useful measure of financial performance because it provides an indication of the Company’s ability to capitalize on growth opportunities in a cost-effective manner, finance its ongoing operations and service its financial obligations.

This non-IFRS financial measure is not an earnings or cash flow measure recognized by IFRS and does not have a standardized meaning prescribed by IFRS. Our method of calculating such a financial measure may differ from the methods used by other issuers and, accordingly, our definition of this non-IFRS financial measure may not be comparable to similar measures presented by other issuers. Investors are cautioned that non-IFRS financial measures should not be construed as an alternative to net income determined in accordance with IFRS as indicators of our performance or to cash flows from operating activities as measures of liquidity and cash flows.

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

For further information about ESE, please contact:

Daniel Mogil, Investor Relations

investors@esegaming.com

647-492-1535

 

ESE ENTERTAINMENT INC.

Consolidated Statements of Financial Position

As at January 31, 2022 and 2021

(Expressed in Canadian Dollars )

January 31, October 31,
2022 2021
(unaudited) (audited)
ASSETS    
   
Current assets    
        Cash $         2,152,423 $         4,825,072
        Receivables (Note 7)            1,560,426                844,148
        Prepaid expense and deposits                287,759                448,616
        Inventory 596,331                406,549
           4,596,939 6,524,385
Property and equipment (Note 8) 931,689                346,995
Other assets 1,177
Deposit (Note 9) 311,071                311,219
Unallocated purchase price (Notes 5 and 6)          13,777,999 8,761,762
Total assets $       19,618,875 $       15,944,361
   
LIABILITIES    
   
Current liabilities    
        Accounts payable and accrued liabilities (Notes 10 and 16) $         1,397,040 $         1,000,785
        Current portion of lease liabilities (Note 11) 189,248                 71,574
        Frenzy acquisition payment commitment 1,183,123
        Deferred revenue (Note 17)                303,141                234,390
3,072,552 1,306,749
Loans and credit facilities (Note 12) 377,616
Lease liabilities (Note 11) 281,037                 126,551
           3,731,205            1,433,300
 
EQUITY    
        Share capital (Note 13)          29,768,049          28,707,147
        Share subscriptions received 12,616                    1,050
        Commitment to issue shares (Notes 5, 6 and 13)            6,069,890            4,755,754
        Contributed surplus            2,885,709            2,388,107
        Accumulated other comprehensive income (loss)                  91,331              (107,129)
        Deficit         (22,860,890)         (21,202,268)
Equity attributable to shareholders 15,966,705 14,542,661
Non-controlling interest (79,035)            (31,600)
   
Total equity          15,887,670          14,511,061
   
Total liabilities and shareholders’ equity $       19,618,875 $       15,944,361

Nature and continuance of operations – Note 1

Subsequent events – Note 20

 

ESE ENTERTAINMENT INC.

Consolidated Statements of Loss and Comprehensive Loss

For the three months ended January 31, 2022 and 2021

(Expressed in Canadian Dollars)

  Three months ended January 31, 2022 Three months ended January 31, 2021
     
Revenue $           8,025,694 $              192,506
Cost of sales 6,613,970
Gross Profit 1,411,724 192,506
 
Expenses
        Advertising and event planning                  725,951                 146,529
        Depreciation (Note 8) 76,274
        Bank charges                      8,176                     2,123
        Consulting fees (Note 16)                  488,246                 493,668
        Commissions 24,118
        Finder’s fees paid for acquisitions (Note 6) 257,591
        Office and miscellaneous                  433,437                   40,756
        Professional fees (Note 16)                  170,655                   81,084
        Rent                      7,923                     1,941
        Share-based payments (Note 13)                  526,201                 276,745
        Transfer agent and filing fees                    48,716                   29,847
        Travel and conferences                    36,191                     3,743
        Wages and benefits                  161,736                   78,545
        Website hosting and development                  116,235                     1,600
              3,081,450              1,156,581
 
Loss before other items             (1,669,726)                (964,075)
Other items:  
       Other expense                     (9,796)                             –
       Interest (8,182)
       Impairment of K1CK assets (Note 18)                              –                (207,500)
       Foreign exchange gain (loss)                   (10,291)                   11,481
                  (28,269)                (196,019)
   
Net loss for the period before taxes             (1,697,995)            (1,160,094)
Provision for income taxes (8,062)
Net loss for the period (1,706,057) (1,160,094)
Other comprehensive income (loss)  
Gain (loss) on translation of foreign operations                  198,460                  (10,552)
Total comprehensive loss for the period $          (1,507,597)  $        (1,170,646)
   
Net loss attributable to:  
Shareholders of the company $         (1,658,622)  $      (1,160,094)
Non-controlling interest                   (47,435)    –
 Net loss for the period $         (1,706,057) $(1,160,094)
   
Total comprehensive loss attributable to:  
Shareholders of the company $         (1,460,162) $       (1,170,646)
Non-controlling interest                   (47,435)                             –
Total comprehensive loss for the period $         (1,507,597) $       (1,170,646)
 
Basic and diluted loss per common share  $                  (0.03)  $                (0.03)
Weighted average number of common shares outstanding            61,542,410            40,328,135

 

[1] Adjusted EBITDA is a non-IFRS measure. Refer to “Non-IFRS Measures” at the end of this press release.

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