Skip to main content

6-K

Enthusiast Gaming Holdings Inc. / Canada (EGLXF)

6-K 2021-05-13 For: 2021-05-13
View Original
Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER


Pursuant to Rule 13a-16 or 15d-16

Under the Securities Exchange Act of 1934

For the month of May 2021

Commission File Number: 001-40331

Enthusiast Gaming Holdings Inc.

(Exact name of registrant as specified in its charter)

90 Eglinton Avenue East, Suite 805, Toronto, ON,M4P 2Y3

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F          Form 40-F   X

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1). _____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): _____


EXHIBIT INDEX

Exhibit No: Description
99.1 Press Release, dated May 12, 2021.
99.2 Press Release, dated May 12, 2021.
99.3 Press Release, dated May 12, 2021.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Enthusiast Gaming Holdings Inc.
By: /s/ Alex Macdonald
Alex Macdonald
Date:  May 13, 2021 Chief Financial Officer

Exhibit 99.1



Enthusiast Gaming AcceleratesLaunch of Gaming Social Network and Premium Subscription Offering with Acquisition of Tabwire


Acquisition provides Enthusiast Gaming with advanced proprietary technology and database of over 13 million gamer profiles


TORONTO, May 12, 2021 (GLOBE NEWSWIRE) -- Enthusiast GamingHoldings Inc. (“Enthusiast Gaming” or the “Company”) (NASDAQ:EGLX) (TSX:EGLX), a media and content platform for video game and esports fans to connect and engage, today announced its plans to develop a subscription-based social network for gamers, codenamed Project GG. To facilitate the development of Project GG, Enthusiast Gaming has entered into a definitive agreement to acquire Tabwire LLC (“Tabwire”), which owns TabStats (https://tabstats.com), for US$11 million in cash and stock (the “Acquisition”). The Acquisition will provide Enthusiast with a technology and data platform which provides gamers the ability to directly view their game data in real-time.

“The announcement of a unifyingpan-Enthusiast social network with a premium subscription opportunity for gamers is a defining moment for us as our core GenZ and Millennialaudiences have been moving away from traditional social networks and turning to gaming as an alternative,” commented AdrianMontgomery, CEO of Enthusiast Gaming. “Project GG addresses these trends and will allow gamers to register their unique gamingprofiles, compare stats, develop meaningful connections, and share content and ideas.” He continued, “Tabwiremarks an important milestone for Enthusiast Gaming to be able to bring Project GG to market later this year. It will provide us with essentialdata capabilities to deliver our customers a complete social offering with a more targeted, integrated and personalized experience fortoday’s gamer. This is a meaningful next step towards becoming a technology-powered, media, esports and entertainment company.”

Tabwire is a technology and data platform that enables gamers, by way of a registered user profile, to track their player and game stats. Tabwire has already built game play companion tools for Riot’s Valorant and Ubisoft’s Rainbow Six Siege with more than 13 million gamers interacting with the platform, collectively generating more than half a billion views in the last year. It has an aggressive roadmap to launch real-time stats for additional game titles in the coming months.

“We are in a unique positionto successfully execute our mission to build a true platform for a game agnostic social network. Our unique vantage point and distributionplatform that reaches over 300 million gamers monthly gives us unparalleled exposure to the full breadth of the gaming industry, frompublishers to gaming media to influencers and esports teams,” commented Menashe Kestenbaum, Founder and President of EnthusiastGaming.


The Acquisition is subject to customary closing conditions, including regulatory approvals. Closing is expected to occur by the end of the second quarter of 2021.

About Enthusiast Gaming


Enthusiast Gaming is building the largest media and content platform for video game and esports fans to connect and engage worldwide. Combining the elements of its four core pillars; Media, Talent, Esports and Experiences, Enthusiast Gaming provides a unique opportunity and integrated approach to reach and connect with its coveted GenZ and Millennial audience. Through its proprietary mix of digital media and entertainment assets, Enthusiast Gaming has built a vast network of like- minded communities to deliver the ultimate fan experience.

Contacts


Enthusiast Gaming Investor Relations:

Eric Bernofsky, Chief Corporate Officer

[email protected]

Media Relations:

Carmela Antolino, Provident Communications

[email protected]

647-287-2286

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

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 Enthusiast Gaming anticipates or expects may or will occur in the future (in whole or in part) should be considered forward-looking information. 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 statements in this news release include, but are

not limited to, statements regarding: new product initiatives of the Company, the timing and completion of the acquisition of Tabwire under the terms contained herein, and synergies between the acquisition of Tabwire and the Company’s development and strategic plans.

Forward-looking statements are based on assumptions and analyses made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, including, but not limited to, expectations and assumptions concerning: interest and foreign exchange rates; capital efficiencies, cost saving and synergies; growth and growth rates; the success in the esports and media industry; and the Company’s growth plan. While Enthusiast Gaming considers these assumptions to be reasonable, based on information currently available, they may prove to be incorrect. Readers are cautioned not to place undue reliance on forward-looking statements. In addition, forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; the timing and filing of the final base shelf prospectus and corresponding Registration Statement; the potential offering of any Securities by the Company; uncertainty with respect to the completion of any future offering; the ability to obtain applicable regulatory approvals for any contemplated offerings; the ability of the Company to negotiate and complete future funding transactions; adverse industry events; and future legislative, tax and regulatory developments. Readers are cautioned that the foregoing list is not exhaustive. For more information on the risk, uncertainties and assumptions that could cause anticipated opportunities and actual results to differ materially, please refer to the public filings of Enthusiast Gaming which are available on SEDAR at www.sedar.com. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement and reflect our expectations as of the date hereof, and thus are subject to change thereafter. Enthusiast Gaming disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

Exhibit 99.2


Enthusiast Gaming Reports First Quarter 2021Financial Results


Revenue growth of 321% vs the same period last year

Gross Profit up 80% vs same period last year

Direct sales of $2.2 million vs $60 thousandin the same period last year Subscription revenue growth of 50% vs same period last year


TORONTO, May 12, 2021 (GLOBE NEWSWIRE) -- EnthusiastGaming Holdings Inc. (NASDAQ:EGLX) (TSX:EGLX), (“Enthusiast Gaming” or the “Company”), today announced financial results for the first quarter ended March 31, 2021. All amounts are stated in Canadian dollars unless otherwise indicated.

“Our first quarter results were fueledby our focused acquisition strategy as well as organic growth gains coming from direct sales and premium subscriptions,” commented Adrian Montgomery, CEO of Enthusiast Gaming.We have leveraged this momentum in our growth strategy,announcing earlier today our accelerated plans to launch a gaming social network and premium subscription offering with the acquisitionof Tabwire, enabling us to evolve further into a technology-driven media, esports and entertainment company.”

First Quarter 2021 Highlights:


Revenue was $30.0 million, a 321% increase vs Q1 2020 revenue of $7.1 million.
Gross profit was $5.9 million, an increase of 80% vs Q1 2020 gross profit of $3.3 million.
--- ---
Net loss and comprehensive loss was $13.6 million, resulting in a net loss and comprehensive loss<br>per share, basic and diluted, of $0.12.
--- ---
Direct advertising sales of $2.2 million, compared to $60 thousand in the same period last year.
--- ---
Paid subscribers grew 49% over the past 12 months to 137,000 paid subscribers as of March 31, 2021.
--- ---
9.9 billion total views across written and video content.
--- ---
Strengthened balance sheet by approximately $50 million with the combination of a bought deal financing<br>for gross proceeds of $42.5 million and the reduction of indebtedness through the conversion of outstanding debentures of approximately<br>$9 million.
--- ---
Announced key partnership deals with Samsung and TikTok.
--- ---
Was ranked as a Top 100 Internet Properties in the United States by Comscore, one of only two gaming<br>properties to make the list alongside Amazon’s TWITCH.TV, and ranked #1 Gaming Information property for unique visitor traffic<br>from mobile devices.
--- ---
Announced and closed subsequent to Q1, the acquisition of Vedatis SAS, owners of Icy Veins,<br>one of the largest Activision Blizzard fan communities.
--- ---

We continue to see the benefits ofour investments in key areas that drive long-term revenue and margin growth. For any media company, Q1 is seasonally the lowestquarter, but our results are off to a strong start and point to a promising year ahead. As a result, we will continue to executeour strategy of combining accretive acquisitions with organic growth through our proprietary flywheel.”

Significant events subsequent to First Quarter 2021:


Signed an integrated and strategic partnership deal with ESPAT TV, a strong producer of gaming<br>and entertainment content across multiple distribution channels, and including ESPAT TV’s Creative Collective, which consists<br>of Ridley Scott Creative Group, Petrol, PRG, and Movers & Shakers, has produced work across the globe partnering with publishers,<br>brands, live events, and advertising agencies alike.
Luminosity Gaming, the Company’s esports organization, was ranked by Streams Charts as the<br>most popular esports community on Twitch in March 2021, with 40 million hours watched, outpacing the runner up by more than 15<br>million hours.
--- ---
Filed a Registration Statement on Form 40-F with the United States Securities and Exchange<br>Commission (“SEC”) becoming a reporting issuer in the United States.
--- ---
Announced that the Company’s common shares were approved for listing on the Nasdaq Global<br>Select Market (“Nasdaq”) under the trading ticker symbol “EGLX” and commenced trading on April 21, 2021.
--- ---
Appointed NFL superstar, Silicon Valley advisor and community leader, Richard Sherman to its Board<br>of Directors.
--- ---
Announced a partnership deal with ExitLag, a Latin American software developer with proprietary<br>technology to improve routing connections for gamers.
--- ---
Filed a short form base shelf prospectus in Canada and the US up to an aggregate total of $250<br>million.
--- ---
Announced plans to create a subscription-based gaming social network, Project GG, facilitated<br>by entering into a definitive agreement to acquire Tabwire LLC, a technology and data platform that gives gamers the ability to<br>login directly to view their game data in real time with 13 billion gamer profiles, for US$11 million in cash and stock.
--- ---

Certain information provided in this news release is extracted from the unaudited condensed consolidated interim financial statements (the “Financial Statements”) and Management’s Discussion & Analysis (“MD&A”) of the Company for the three months ended March 31, 2021 and should be read in conjunction with them. 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 can be found under the Company’s profile on SEDAR and EDGAR.


Earnings Announcement and Supplemental Information


Management will host a conference call and webcast on May 12, 2021, at 5:00 p.m. EDT to review and discuss the first quarter 2021 results.

Conference call dial-in details:

North America (toll-free): +1 877-407-9039

International: +1 201-689-8470

Conference ID: 13718919

A live webcast can be accessed at https://www.enthusiastgaming.com/investors/.

If you are unable to join live, an archived recording of the webcast will be available on the investor relations section of the Enthusiast Gaming website.

About Enthusiast Gaming


Enthusiast Gaming is building the largest media platform for video game and esports fans to connect and engage worldwide. Combining the elements of its four core pillars; Media, Talent, Esports and Experiences, Enthusiast Gaming provides a unique opportunity and integrated approach to reach and connect with its coveted GenZ and Millennial audience. Through its proprietary mix of digital media and entertainment assets, Enthusiast Gaming has built a vast network of like-minded communities to deliver the ultimate fan experience.

Contacts


Enthusiast Gaming Investor Relations:

Eric Bernofsky, Chief Corporate Officer

[email protected]

Media Relations:

Carmela Antolino, Provident Communications

[email protected]

647-287-2286

Forward Looking Statements


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 Enthusiast 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, comments with respect to strategies, expectations, planned operations and future actions of the Company. 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 Enthusiast 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 Enthusiast, 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 the Company should be considered highly speculative.

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

Enthusiast Gaming Holdings Inc.Consolidated Statements of Financial PositionAs at March 31, 2021 and December 31, 2020

(Unaudited - Expressed in Canadian Dollars)

March 31,<br> 2021 December 31,<br> 2020
ASSETS
Current
Cash $ 24,400,296 $ 4,323,823
Investments 124,997 124,998
Trade and other receivables 18,123,771 22,424,596
Loans receivable 179,391 194,389
Income tax receivable 290,077 290,077
Prepaid expenses 539,770 576,802
Total current assets 43,658,302 27,934,685
Non-current
Property and equipment 325,885 354,850
Right-of-use asset - lease contracts 2,648,341 2,848,400
Long-term investment 2,577,922 2,606,100
Investment in associates 948,492 1,026,910
Long-term portion of prepaid expenses 259,794 263,196
Intangible assets 79,672,394 81,106,007
Goodwill 106,181,086 106,181,086
Total Assets $ 236,272,216 $ 222,321,234
LIABILITIES AND SHAREHOLDERS' EQUITY
Current
Accounts payable and accrued liabilities $ 17,610,564 $ 23,602,547
Contract liabilities 1,865,475 1,625,594
Current portion of long-term debt 2,000,000 1,250,000
Current portion of deferred payment liability - 636,600
Current portion of convertible debentures - 7,546,453
Current portion of lease contract liabilities 540,020 578,330
Total current liabilities 22,016,059 35,239,524
Non-current
Long-term debt 8,026,237 21,651,956
Long-term lease contract liabilities 2,113,162 2,308,336
Vendor-take-back loan 5,711,756 5,559,250
Long-term portion of deferred payment liability 539,730 529,124
Deferred tax liability 15,082,200 15,161,987
Total liabilities $ 53,489,144 $ 80,450,177
Shareholders' Equity
Share capital 281,716,168 232,616,997
Contributed surplus 12,872,136 7,494,164
Accumulated other comprehensive income (loss) (2,274 ) 45,428
Deficit (111,802,958 ) (98,285,532 )
Total shareholders' equity 182,783,072 141,871,057
Total liabilities and shareholders' equity $ 236,272,216 $ 222,321,234

Enthusiast Gaming Holdings Inc.Consolidated Statements of Loss and Comprehensive LossFor the three months ended March 31, 2021 and 2020

(Unaudited - Expressed in Canadian Dollars)

Three months ended March 31,<br> <br>2021 Three months <br>ended <br><br>March 31, <br>2020
Revenue
Revenue $ 30,022,335 6,929,572
Gain on player buyout - 204,764
Total revenue 30,022,335 7,134,336
Cost of sales 24,091,327 3,841,107
Gross margin 5,931,008 3,293,229
Operating expenses
Professional fees 737,496 286,242
Consulting fees 1,310,627 1,207,650
Advertising and promotion 1,042,354 273,886
Office and general 706,945 986,468
Salaries and wages 4,628,275 1,240,484
Technology support, web development and content 1,394,883 934,894
Esports player, team and game expenses 1,528,605 865,109
Foreign exchange gain (10,133 ) (156,517 )
Share-based compensation 5,760,036 390,373
Amortization and depreciation 1,635,854 1,297,140
Total operating expenses 18,734,942 7,325,729
Other expenses (income)
Share of loss from investment in associates 78,418 95,829
Interest and accretion 791,314 1,325,261
Change in fair value of investment (3,984 ) 174,616
Gain on repayment of long-term debt (39,502 ) -
Interest income (18,320 ) (61,523 )
Net loss before income taxes (13,611,860 ) (5,566,683 )
Income taxes
Current tax recovery (14,655 ) -
Deferred tax recovery (79,779 ) -
Net loss for the period (13,517,426 ) (5,566,683 )
Other comprehensive income (loss)
Items that may be reclassified to profit or loss <br><br>Foreign currency translation adjustment (47,702 ) 202,371
Net loss and comprehensive loss for the period $ (13,565,128 ) $ (5,364,312 )
Net loss and comprehensive loss per share, basic and diluted $ (0.12 ) $ (0.07 )
Weighted average number of common shares outstanding, basic and diluted 111,462,147 72,524,137

Enthusiast Gaming Holdings Inc.

Consolidated Statements of Cash Flows

For the three months ended March 31, 2021 and 2020

(Unaudited - Expressed in Canadian Dollars)

Three months ended March 31,<br> <br>2021 Three months <br>ended <br><br>March 31, <br>2020
Cash flows from operating activities ****
Net loss for the period $ (13,517,426 ) $ (5,566,683 )
Items not affecting cash: **** **** ****
Amortization and depreciation **** 1,635,854 **** 1,297,140
Share-based compensation **** 5,760,036 **** 390,373
Interest and accretion **** 274,083 **** 438,989
Deferred tax recovery **** (79,779 ) -
Gain on player buyout **** - **** (204,764 )
Foreign exchange gain **** (696 ) (69,000 )
Gain on repayment of long-term debt **** (39,502 ) -
Capitalized interest and success fee **** - **** 683,595
Shares for services **** 93,553 **** 46,058
Change in fair value of investment **** (3,984 ) 174,616
Share of loss from investment in associates **** 78,418 **** 95,829
Changes in working capital **** **** ****
Changes in trade and other receivables **** 4,300,825 **** (717,375 )
Changes in prepaid expenses **** (5,623 ) (2,012 )
Changes in loans receivable **** 12,500 **** -
Changes in accounts payable and accrued liabilities **** (6,035,820 ) (1,021,719 )
Changes in contract liabilities **** 239,881 **** (480,454 )
Changes in income tax receivable **** - **** 4,762
Net cash used in operating activities **** (7,287,680 ) (4,930,645 )
Cash flows from investing activities **** **** ****
Proceeds from disposal of investment **** - **** 680,000
Proceeds from disposal of intangible assets **** - **** 204,764
Acquisition of property and equipment **** (3,398 ) (4,871 )
Net cash (used in) provided by investing activities **** (3,398 ) 879,893
Cash flows from financing activities **** **** ****
Proceeds from the issuance of shares for the Offering, net of transaction costs **** 39,862,514 **** -
Proceeds from long-term debt **** 944,787 **** -
Repayment of long-term debt **** (13,773,470 ) -
Proceeds from exercise of warrants **** - **** 2,160,342
Proceeds from exercise of options **** 594,836 **** 49,367
Lease payments **** (236,614 ) (60,252 )
Net cash provided by financing activities **** 27,392,053 **** 2,149,457
Foreign exchange effect on cash **** (24,502 ) 177,776
Net change in cash **** 20,076,473 **** (1,723,519 )
Cash, beginning of period **** 4,323,823 **** 13,211,722
Cash, end of period $ 24,400,296 **** $ 11,488,203

Exhibit 99.3

CORRECTION From Source -Enthusiast Gaming Provides Correction to Press Release Regarding Number of Gamer Profiles of Tabwire LLC


TORONTO, May 12, 2021 (GLOBE NEWSWIRE) -- Enthusiast Gaming Holdings Inc. (NASDAQ:EGLX) (TSX:EGLX), (“Enthusiast Gaming” or the “Company”), announces a correction to its press release entitled “Enthusiast Gaming Reports First Quarter 2021 Financial Results” issued today (the “Initial Press Release”).

In the Initial Press Release, the Company incorrectly stated Tabwire LLC has 13 billion gamer profiles when the correct number is 13 million gamer profiles. The Company announced today in the press release entitled “Enthusiast Gaming Accelerates Launch of Gaming Social Network and Premium Subscription Offering with Acquisition of Tabwire” that it has entered into a definitive agreement to acquire Tabwire LLC.

The correction does not change any other information nor have a material effect on any other information in the Initial Press Release.

About Enthusiast Gaming


Enthusiast Gaming is building the largest media platform for video game and esports fans to connect and engage worldwide. Combining the elements of its four core pillars; Media, Talent, Esports and Experiences, Enthusiast Gaming provides a unique opportunity and integrated approach to reach and connect with its coveted GenZ and Millennial audience. Through its proprietary mix of digital media and entertainment assets, Enthusiast Gaming has built a vast network of like-minded communities to deliver the ultimate fan experience.

Contacts


Enthusiast Gaming Investor Relations:

Eric Bernofsky, Chief Corporate Officer

[email protected]

Media Relations:

Carmela Antolino, Provident Communications

[email protected]

647-287-2286

Forward Looking Statements


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

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 Enthusiast 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, comments with respect to strategies, expectations, planned operations and future actions of the Company. 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 Enthusiast 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 Enthusiast, 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 the Company should be considered highly speculative.