Core Insights - GameSquare Holdings has increased its digital asset treasury management authorization from $100 million to $250 million, reflecting the success of its treasury management program [8][9] - The company has launched an NFT yield program with an initial allocation of $10 million, targeting an expected annualized return of 6%-10% [2][3] - GameSquare recently purchased $30 million worth of Ethereum (ETH), acquiring approximately 8,351.89 ETH at an average price of $3,592 per ETH, bringing its total ETH holdings to approximately 10,170.74 ETH [4][5] Treasury Management Strategy - The updated treasury framework allows the company to actively invest in high-quality Ethereum-based assets and generate sustainable stablecoin yields [2][5] - GameSquare's NFT strategy focuses on culturally iconic digital art and collectibles, emphasizing capital efficiency and the use of DeFi protocols to unlock stablecoin yield [5][6] - A dedicated digital asset investment committee has been established to ensure compliance, security, and valuation integrity in the treasury management process [6] Strategic Partnerships and Future Plans - GameSquare has partnered with leaders in the crypto space, including Dialectic, to manage and optimize its treasury management program [8][9] - The company's crypto strategy is designed to complement its broader growth plan and align with the increasing institutional adoption of Ethereum-based assets [9][10] - GameSquare's yield generation strategy utilizes Dialectic's proprietary platform, targeting on-chain yields of 8-14%, significantly higher than current ETH staking benchmarks of 3-4% [10][11]

Core Viewpoint - GameSquare Holdings, Inc. is advancing its treasury strategy by significantly increasing its Ethereum holdings through a public offering, aiming to generate durable cash flows and transform its treasury function into a high-performance business vertical [1][2]. Group 1: Offering Details - The company announced a public offering of 46,666,667 shares at a price of $1.50 per share, expecting gross proceeds of approximately $70 million before expenses [1]. - If the overallotment option of 15% is fully exercised, total proceeds could reach approximately $80.5 million, combined with a previous raise of $9.2 million, totaling over $90 million [2]. - The offering is expected to close on or about July 18, 2025, subject to customary closing conditions [3]. Group 2: Strategic Goals - The funds raised will primarily be used to enhance the company's Ethereum position, supported by a strategic alliance with Dialectic, which specializes in crypto-native capital management [1][2]. - The company targets significant ETH acquisitions that have historically generated on-chain yields of 8–14%, with the potential for millions in annual incremental revenue [2]. - This strategy reflects the company's commitment to driving long-term value for shareholders through innovative treasury management [2]. Group 3: Company Background - GameSquare Holdings, Inc. focuses on connecting brands and game publishers with Gen Z, Gen Alpha, and Millennial audiences through next-generation media and technology [5]. - The company operates one of the largest gaming media networks in North America, aiming to reshape digital media and immersive entertainment landscapes [5].

Summary of GameSquare's Conference Call Company Overview - GameSquare is a digital media, entertainment, and technology company founded in August 2020, achieving over $100 million in pro forma annual revenue within four years [3][4] - The company serves top video game publishers and collaborates with global brands like McDonald's, Nike, and Porsche [4] Ethereum Treasury Strategy - GameSquare has launched a $100 million Ethereum-focused treasury management strategy aimed at generating sustainable on-chain yields through decentralized finance (DeFi) protocols [6][7] - The strategy is expected to drive over $10 million in incremental annual profitability, which will be reinvested into Ethereum asset purchases and growth initiatives [7] Strategic Partnerships - The treasury strategy is supported by partnerships with Gulf Capital and Dialectic, with Ryan Zuhr from Dialectic managing the Ethereum treasury strategy [5][27] - Dialectic has a strong track record in the DeFi ecosystem, achieving significant yields on various assets, including 14.02% on Ether [10][11] Yield Generation and Risk Management - The strategy targets on-chain yields of 8% to 14%, along with staking opportunities and potential Ethereum appreciation [6] - Dialectic employs an automated risk management system, utilizing machine learning and hyper diversification to manage risks effectively [14][22] - The company has maintained zero down months over the past three years, indicating strong performance and risk management capabilities [16][24] Market Position and Future Outlook - GameSquare aims to differentiate itself from competitors by focusing on productive use cases within the Ethereum ecosystem, such as DeFi, NFTs, and stablecoins [30][31] - The partnership with Dialectic is expected to provide GameSquare with a competitive edge in achieving real returns beyond merely holding Ether [31] Conclusion - GameSquare is optimistic about its Ethereum treasury strategy and its potential to create long-term value for shareholders while continuing to grow as a profitable media company [33]

Core Insights - GameSquare Holdings, Inc. is set to discuss its $100 million Ethereum treasury strategy, which aims to leverage a proprietary yield strategy targeting on-chain yields of 8-14%, significantly higher than current staking benchmarks of 3-4% [1][2][3] Group 1: Company Strategy - The company believes its relationship with Dialectic and the new treasury management program will enhance its valuation profile and create a yield-generating business vertical with real cash flow [2] - GameSquare's strategy is expected to generate over $10 million in incremental annual profitability, which will be used for additional ETH asset purchases, potential share repurchases, and reinvestment in growth initiatives [2][4] - The treasury program is designed to generate sustainable, risk-adjusted yield through decentralized finance protocols and Ethereum ecosystem assets [4] Group 2: Technology and Risk Management - GameSquare is utilizing Medici, Dialectic's proprietary platform, which incorporates machine learning, automated optimization, and multi-layered risk controls to achieve its yield targets [3] - Medici's platform is recognized for its advanced risk management and performance monitoring capabilities, providing a strong foundation for scalable treasury deployment [4] Group 3: Market Positioning - GameSquare aims to differentiate itself from competitors by not only investing in ETH for appreciation but also by focusing on yield generation [2] - The company is positioned at the intersection of media, gaming, technology, and digital assets, enhancing its market presence and potential for growth [2]

Company Overview - Kellanova is a leader in global snacking, international cereal and noodles, and North America frozen foods, with a legacy of over 100 years [6] - The company's vision is to become the world's best-performing snacks-led powerhouse, focusing on unleashing the potential of its differentiated brands [7] - Kellanova reported net sales of $13 billion for 2024 [7] Product Launch - Cheez-It has introduced a custom tunnel walk outfit named Cheez-Fitz, designed by stylist Brittany Hampton and worn by professional basketball player Rickea Jackson [1][2] - The Cheez-Fitz collection features a windbreaker and pants with Cheez-It inspired details, including cracker detailing and a protective pocket for snacks [3] - The collaboration aims to blend sport, style, and the Cheez-It brand, allowing fans to express their love for the snack through fashion [5] Marketing Strategy - The 'Tunnel Fits' phenomenon has seen a significant rise, with searches more than doubling in the last six months, indicating a growing trend in sports fashion [1] - Fans will have two opportunities to purchase Cheez-Fitz pieces on July 17 and July 24, 2025, enhancing engagement with the brand [4] - The collaboration is positioned as a fearless expression of fandom and style, appealing to both basketball fans and Cheez-It enthusiasts [5]

Stock Performance - GAME stock price increased by 60% to $1.59 [1] Investment & Treasury - GameSquare Holdings (GAME) raised $8 million to purchase ETH [1] - The board approved up to $100 million in ETH investments over time [1] - A potential 9-figure (over $100 million) ETH corporate treasury is being established [1]

Investment & Treasury - GameSquare Holdings (GAME) plans potential 9-figure ETH corporate treasury [1] - Board approves up to $100 million in ETH investments over time [1] - GameSquare Holdings (GAME) raises $8 million to buy ETH at $0.95 per share [1]

Group 1 - Omnicom Media Group (OMG) was recognized as the most honored media holding company at the 2025 Cannes Lions International Festival of Creativity, winning a total of 83 Lions, including 15 golds and 2 Grand Prix awards [1][2] - OMD and PHD, two agencies under OMG, secured the 1 and 3 positions for Media Network of the Year, marking the fourth time since 2021 that an OMG agency has received this honor [2][3] - OMD has been named Media Network of the Year for the third time since 2022, outperforming other agencies in terms of Media Lions won and shortlist placements [3][4] Group 2 - OMG announced eight first-mover partnerships during the Cannes festival, aimed at enhancing brand growth through live content and commerce, including collaborations with Disney, Walmart, Amazon, Meta, X, PayPal, and Google [4][5] - The partnerships focus on programmatic bidding during live sports, influencer connections on Walmart's platforms, leveraging Amazon Marketing Cloud, enhancing influencer discovery with Meta, real-time trending topics with X, and activating live strategies on YouTube [4][5] Group 3 - CEO Florian Adamski emphasized that OMG's success is attributed to a high-performance culture focused on delivering the best consumer response, showcasing creativity and innovation as key drivers of business outcomes [5] - The agency's performance at Cannes and other international award shows reflects its commitment to client responsibilities and creating impactful consumer experiences [5][6]

PART I – FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=6&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Unaudited Q1 2025 financials show revenue growth from the FaZe merger, a wider net loss, and going concern doubts due to working capital deficiency and accumulated deficit [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheet Highlights (in USD) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $4,675,226 | $12,094,950 | | Total current assets | $25,806,252 | $36,472,572 | | Goodwill | $12,704,979 | $12,704,979 | | Total assets | $67,779,864 | $78,730,447 | | **Liabilities & Equity** | | | | Total current liabilities | $45,176,773 | $54,762,972 | | Total liabilities | $57,265,590 | $66,726,199 | | Accumulated deficit | $(127,326,660) | $(122,171,056) | | Total shareholders' equity | $10,514,274 | $12,004,248 | - The company had a working capital deficiency of **$19.4 million** as of March 31, 2025, an increase from the **$18.3 million** deficiency at year-end 2024[31](index=31&type=chunk) [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Other%20Comprehensive%20(Loss)%20Income) Consolidated Statement of Operations Highlights (in USD) | Metric | Three months ended Mar 31, 2025 | Three months ended Mar 31, 2024 | | :--- | :--- | :--- | | Revenue | $21,109,659 | $17,728,224 | | Gross Profit | $3,333,054 | $3,393,157 | | Loss from continuing operations | $(7,121,943) | $(6,281,148) | | Net Loss | $(7,173,736) | $(5,260,948) | | Net Loss attributable to GameSquare | $(5,155,604) | $(5,260,948) | | Loss per share (basic and diluted) | $(0.14) | $(0.30) | [Condensed Consolidated Statements of Stockholders' Equity](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) - During Q1 2025, the company issued **5,032,233** common shares for the conversion of convertible debt and **1,094,891** shares to settle outstanding payables[21](index=21&type=chunk) - Total shareholders' equity decreased from **$12.0 million** at the end of 2024 to **$10.5 million** as of March 31, 2025, primarily due to the net loss for the period[21](index=21&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Consolidated Statement of Cash Flows Highlights (in USD) | Cash Flow Activity | Three months ended Mar 31, 2025 | Three months ended Mar 31, 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(8,582,365) | $(8,015,620) | | Net cash (used in) provided by investing activities | $(375,410) | $2,734,338 | | Net cash provided by financing activities | $1,462,218 | $9,478,912 | | Net (decrease) increase in cash | $(7,336,019) | $4,828,643 | - Cash and restricted cash decreased to **$5.8 million** at March 31, 2025, from **$13.1 million** at December 31, 2024[25](index=25&type=chunk)[188](index=188&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail corporate events, accounting policies, and significant going concern doubts, including key mergers, divestitures, and financing - **Going Concern:** The company has an accumulated deficit of **$127.3 million** and a working capital deficiency of **$19.4 million** as of March 31, 2025. These conditions raise substantial doubt about its ability to continue as a going concern[31](index=31&type=chunk)[32](index=32&type=chunk) - **FaZe Merger:** On March 7, 2024, the company completed its acquisition of FaZe Holdings, Inc. for a total purchase price of **$14.6 million**, resulting in **$7.1 million** of goodwill[45](index=45&type=chunk)[48](index=48&type=chunk)[49](index=49&type=chunk) - **Complexity Divestiture:** On March 1, 2024, the company sold its subsidiary Complexity for **$7.9 million**, consisting of cash and a promissory note, recognizing a gain of **$3.0 million**. Complexity is now reported as a discontinued operation[53](index=53&type=chunk)[54](index=54&type=chunk)[55](index=55&type=chunk) - **Subsequent Event - Faze Media Disposal:** On April 1, 2025, the company transferred its remaining shares in Faze Media Inc. to Gigamoon to settle a **$10 million** convertible note, resulting in the disposal of Faze Media. This will be reflected as a discontinued operation in Q2 2025[134](index=134&type=chunk)[135](index=135&type=chunk) - **Operating Segments:** The company is organized into three reportable segments: Teams, Agency, and Software-as-a-service (SaaS) + Advertising[41](index=41&type=chunk)[125](index=125&type=chunk) - **Concentration Risk:** One customer accounted for approximately **34%** of total revenue for the three months ended March 31, 2025, down from **57%** in the same period of 2024[38](index=38&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes Q1 2025 revenue growth to the FaZe acquisition, despite a decline in programmatic advertising, while net loss widened due to higher costs, and liquidity remains a key concern Results of Operations Comparison (in USD) | Metric | Three months ended Mar 31, 2025 | Three months ended Mar 31, 2024 | | :--- | :--- | :--- | | Revenue | $21,109,659 | $17,728,224 | | Gross Profit | $3,333,054 | $3,393,157 | | Loss from continuing operations | $(7,121,943) | $(6,281,148) | | Net Loss | $(7,173,736) | $(5,260,948) | Revenue by Segment (in USD) | Segment | Q1 2025 Revenue | Q1 2024 Revenue | | :--- | :--- | :--- | | Teams | $9,466,934 | $2,562,953 | | Agency | $2,300,035 | $2,942,857 | | SaaS + Advertising | $9,342,690 | $12,222,414 | | **Total** | **$21,109,659** | **$17,728,224** | - The increase in total revenue was primarily driven by the acquisition of FaZe, which contributed to a significant rise in Teams revenue from **$2.6 million** to **$9.5 million** year-over-year[163](index=163&type=chunk)[164](index=164&type=chunk) - SaaS + Advertising revenue decreased by approximately **$3 million**, primarily due to a decline in the programmatic advertising business[166](index=166&type=chunk) - The company incurred **$0.6 million** in restructuring charges in Q1 2025 related to the ongoing operational integration following the FaZe acquisition[172](index=172&type=chunk) Reconciliation of Net Loss to Adjusted EBITDA (Non-GAAP) | Metric | Three months ended Mar 31, 2025 | Three months ended Mar 31, 2024 | | :--- | :--- | :--- | | Net loss | $(7,173,736) | $(5,260,948) | | **Adjusted EBITDA** | **$(3,408,111)** | **$(4,130,321)** | - The company's liquidity is under pressure, with cash and restricted cash falling to **$5.8 million** at the end of Q1 2025 from **$13.1 million** at year-end 2024. Operations are financed primarily by issuing equity and debt[188](index=188&type=chunk)[191](index=191&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=43&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) As a smaller reporting company, GameSquare Holdings, Inc. is not required to provide the information for this item - The Company is a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and is not required to provide the information required under this Item[232](index=232&type=chunk) [Controls and Procedures](index=43&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls were ineffective as of March 31, 2025, due to material weaknesses in control activities and monitoring, with remediation efforts ongoing until December 2026 - Management concluded that the company's disclosure controls and procedures were not effective as of March 31, 2024 (Note: The report text says March 31, 2024, which appears to be a typo and likely means March 31, 2025)[234](index=234&type=chunk) - Material weaknesses were identified in Control Activities and Monitoring Activities due to insufficient resources for risk assessment and control design[234](index=234&type=chunk)[235](index=235&type=chunk) - The company is implementing remediation measures, including engaging outside resources, with a target completion date of December 31, 2026[236](index=236&type=chunk) PART II – OTHER INFORMATION [Legal Proceedings](index=45&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in several legal proceedings, including arbitration, promissory note recovery, and SPAC merger-related complaints, with management expecting no material adverse effect - **Allinsports Arbitration:** The company is in arbitration over a disputed acquisition, with an arbitrator directing the company to issue **241,666** common shares. The company has recognized a liability and is pursuing counterclaims[240](index=240&type=chunk)[241](index=241&type=chunk) - **SPAC Complaint:** A complaint has been filed regarding the July 2022 merger between B. Riley 150 Merger Corp. and Faze Holdings, Inc. The company has indemnification obligations and is part of a proposed settlement agreement to contribute **$1.05 million** in cash and stock[243](index=243&type=chunk) - **Alta Partners v. FaZe Holdings, Inc.:** A complaint was filed on April 23, 2025, alleging FaZe Holdings breached a warrant agreement in 2022. The company is currently investigating the matter[245](index=245&type=chunk) [Risk Factors](index=46&type=section&id=Item%201A.%20Risk%20Factors) As a smaller reporting company, GameSquare Holdings, Inc. is not required to provide the information for this item - The Company is a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and is not required to provide the information required under this Item[248](index=248&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=46&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no repurchases of shares during the period - None[249](index=249&type=chunk) [Other Information](index=46&type=section&id=Item%205.%20Other%20Information) During the three months ended March 31, 2025, no director or officer of the company adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement - No director or officer adopted or terminated a 'Rule 10b5-1 trading arrangement' or 'non-Rule 10b5-1 trading arrangement' during the quarter[252](index=252&type=chunk)

Core Insights - International Game Technology PLC (IGT) reported a decline in revenue and income for Q1 2025, with revenue at $583 million, down 12% year-over-year from $661 million [3][4] - The company anticipates being at the low end of its full-year revenue and Adjusted EBITDA guidance due to lower U.S. multi-state jackpot activity and a worsening macroeconomic environment [2][8] - Despite the challenges, IGT maintains a strong financial profile with significant liquidity to support future contract renewals [2][5] Financial Performance - Revenue decreased to $583 million from $661 million, a 12% decline [3][4] - Operating income fell to $138 million, down 37% from $219 million, with an operating income margin of 23.7% compared to 33.1% in the prior year [3][4] - Income from continuing operations dropped significantly to $8 million, a 93% decrease from $116 million [3][4] - Adjusted EBITDA was $250 million, down 24% from $327 million, with an Adjusted EBITDA margin of 42.8% [3][4] - Diluted loss per share from continuing operations was $(0.11), compared to earnings of $0.35 in the prior year [4][30] Cash Flow and Liquidity - Net cash provided by operating activities from continuing operations was $168 million, a significant increase from $65 million in the prior year [3][32] - Free cash flow reached $92 million, up 204% from $30 million [3][32] - Total liquidity as of March 31, 2025, was $2.2 billion, including $631 million in cash and $1.5 billion in additional borrowing capacity [7] Market Trends and Outlook - Global sales of instant ticket and draw games are expanding, driven by game innovation and portfolio optimization [2] - The company expects full-year revenue of approximately $2.55 billion and Adjusted EBITDA of approximately $1.10 billion, aligning with the low end of previous guidance [8][23] - The decline in U.S. multi-state jackpot activity and macroeconomic challenges are expected to impact future performance [2][23] Other Developments - IGT successfully executed a €1 billion term loan due 2030 [8] - The Board of Directors declared a quarterly cash dividend of $0.20 per common share [8]