GameSquare Holdings, Inc 6-K, filed Jul 13, 2021
GameSquare Holdings, Inc. (GAME)
About this 6-K
GameSquare Holdings, Inc filed this 6-K on July 13, 2021.
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 July, 2021.
Commission File Number: 333-254709
Engine Media Holdings, Inc.
(Exact Name of Registrant as Specified in Charter)
77 King Street West, Suite 300, PO Box 95, Toronto, Ontario, Canada M5K 1G8
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover 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): ____
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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):____
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
SIGNATURE
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.
| ENGINE MEDIA HOLDINGS, INC. | |||
| (Registrant) | |||
| Date: | July 13, 2021 | By: | /s/ Louis Schwartz |
| Name: | Louis Schwartz | ||
| Title: | Chief Executive Officer and Director | ||
EXHIBIT INDEX
| 99.1 | News Release dated July 7, 2021 | |
| 99.2 | News Release dated July 9, 2021 |
Exhibit 99.1
Engine Media Announces Filing of Patent Infringement Lawsuit Against DraftKings
TORONTO, ON, Canada – July 7, 2021 – Engine Media Holdings, Inc. (“Engine” or the “Company”; TSX-V: GAME; NASDAQ: GAME), a company providing sports and esports gaming experiences, along with media solutions focused on influencer marketing, gaming data and analytics, and programmatic advertising, today announced that its Winview Inc. subsidiary has commenced an action in the United States District Court for the District of New Jersey against DraftKings Inc. (NASDAQ: DKNG), alleging infringement of patents owned by Winview. The Company is being represented in this matter by Morgan Chu of Irell & Manella, LLP and Thomas R. Curtin of McElroy, Deutsch, Mulvaney & Carpenter, LLP.
The lawsuit alleges that various gaming services provided by DraftKings infringe Winview’s United States Patent No. 9,878,243 (the “‘243 Patent”) entitled “Methodology for Equalizing Systemic Latencies in Television Reception in Connection with Games of Skill Played in Connection with Live Television Programming” and United States Patent No. 10,721,543 (the “‘543 Patent”) entitled “Method Of and System For Managing Client Resources and Assets for Activities On Computing Devices.” The action seeks the recovery of damages and other appropriate relief.
Tom Rogers, Executive Chairman of Engine Media, stated, “Winview is an important operating unit of Engine Media, providing cash games of skill as part of the viewing experience of both traditional sports and esports. In addition, Winview has a growing portfolio of 80 issued United States patents, many of which relate to mobile sports betting and online gaming technologies. We will continue assessing how we can protect our intellectual property.”
About Engine Media Holdings, Inc.
Engine Media Holdings Inc. is traded publicly under the ticker symbol (TSX-V: GAME) (NASDAQ: GAME). The organization is focused on developing premium consumer experiences and unparalleled technology and content solutions for partners in the esports, news and gaming industry. The company’s subsidiaries include Stream Hatchet; the global leader in gaming video distribution analytics; Eden Games , a premium video game developer and publisher with numerous console and mobile gaming franchises; WinView Games, an industry innovator in audience second screen play-along gaming during live events; UMG, an end-to-end competitive esports platform enabling the professional and amateur esport community with tournaments, matches and award nominating content; and Frankly Media, a digital publishing platform empowering broadcasters to create, distribute and monetize content across all channels. Engine Media generates revenue through a combination of direct-to-consumer and subscription fees; streaming technology and data SaaS-based offerings; programmatic advertising and sponsorships. To date, the combined companies’ clients have included more than 1,200 television, print and radio brands, dozens of gaming and technology companies, and have connectivity into hundreds of millions of homes around the world through their content, distribution and technology services.
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, including the legal actions described herein and the potential outcomes and benefits to be derived therefrom, Engine has provided such statements and information in reliance on certain assumptions that management believed to be reasonable at the time, including assumptions as to the performance of Engine’s stock price and business operations and its ability to raise financing. 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.
For Further Information:
Investors
Ryan Lawrence, ICR
Ryan.Lawrence@icrinc.com
332-242-4321
Media
James Goldfarb, Sloane & Company
jgoldfarb@sloanepr.com
212-446-1869
Exhibit 99.2
Frankly Media, a Subsidiary of Engine Media, Announces Esports Media Partnership to Monetize Digital Properties
Esports.gg is initial focus for direct and programmatic advertising to maximize revenue
TORONTO, ON, Canada – July 9, 2021 – Engine Media Holdings, Inc. (“Engine” or the “Company”; TSX-V: GAME; NASDAQ: GAME), a company focused on developing premium consumer experiences, as well as technology and content solutions for partners in the esports, news and gaming sectors, today announced that its wholly-owned subsidiary, Frankly Media (“Frankly”) has announced a partnership with Esports Media Inc. (“Esports Media”), a multimedia company that powers the news outlet Esports.gg. The partnership with Esports Media is an important addition to Engine’s existing esports and sporting publishing partnerships, which also includes the Vegas Sports & Information Network.
Frankly Media powers digital content monetization for esports, news, and lifestyle publishers through its advertising solutions, services, and technologies. The partnership will allow Frankly to provide expert guidance and day-to-day management to monetize Esports Media’s digital properties including the news outlet Esports.gg through direct and programmatic advertising.
Frankly will also analyze and optimize the total Esports.gg supply, identify revenue growth opportunities, integrate Engine’s advertising stack, and focus on maximizing overall revenue and improved operational efficiencies. Through the partnership, Frankly Media will provide audience insights and close data gaps to unlock new revenue channels, and deliver more value to Esports Media’s advertisers while remaining relevant.
Benj Smith, Head of Frankly Media, stated, “This exciting partnership will allow us to leverage our expertise and technology to help Esports Media unlock new revenue channels and grow their share of ad spend. Esports.gg is an exciting new platform and we are proud to partner with them as they continue to grow as a company.”
“Partnering with esports media partners such as Esports Media is critically important to Engine Media’s long-term plans,” added Engine Media’s Chief Executive Officer Lou Schwartz. “Another important piece for us was the quality of Esports.gg as an engagement channel and we are thrilled to begin this partnership with Christian and his world-class team of esports veterans.”
Christian Bishop, Esports Media’s Founder, commented, “We are thrilled to announce this partnership with Frankly and be able to work with its experienced management team. There are a lot of great publications in esports working hard to build a sustainable business. This partnership, along with previously announced partnerships with Midnite and Razer, will play a critical role in our ability to scale up our content creation across the board and create new innovative content for our community.”
Esports.gg is backed by a multitude of esports veterans, with its leadership team comprising of Vindex’s Sundance Digiovanni and Adam Apicella, AJ Vaynerchuk of Vayner Media, ESL’s Kevin Rosenblatt, Snapchat’s John Imah, plus Rishi Chadha and Justin Dellario, from Twitter and Twitch, respectively.
About Engine Media Holdings, Inc.
Engine Media Holdings Inc. is traded publicly under the ticker symbol (TSX-V: GAME) (NASDAQ: GAME). The organization is focused on developing premium consumer experiences and unparalleled technology and content solutions for partners in the esports, news and gaming industry. The company’s subsidiaries include Stream Hatchet; the global leader in gaming video distribution analytics; Eden Games , a premium video game developer and publisher with numerous console and mobile gaming franchises; WinView Games, an industry innovator in audience second screen play-along gaming during live events; UMG, an end-to-end competitive esports platform enabling the professional and amateur esport community with tournaments, matches and award nominating content; and Frankly Media, a digital publishing platform empowering broadcasters to create, distribute and monetize content across all channels. Engine Media generates revenue through a combination of direct-to-consumer and subscription fees; streaming technology and data SaaS-based offerings; programmatic advertising and sponsorships. To date, the combined companies’ clients have included more than 1,200 television, print and radio brands, dozens of gaming and technology companies, and have connectivity into hundreds of millions of homes around the world through their content, distribution and technology services.
About Frankly Media
Frankly Media provides a complete suite of solutions that give publishers a unified workflow for the creation, management, publishing and monetization of digital content to any device, while maximizing audience value and revenue. Frankly delivers publishers and their audiences the solutions to meet the dynamic challenges of a multi-screen content distribution world.
Frankly’s comprehensive advertising services maximize ROI for our customers, including direct sales and programmatic ad support. With the release of our server-side ad insertion (SSAI) platform, Frankly is well-positioned to help video producers take full advantage of the growing market in addressable advertising.
Frankly’s technology products include a groundbreaking online video platform for Live, VOD and Live-to-VOD workflows, a full-featured CMS with rich storytelling capabilities, as well as native apps for iOS, Android, Apple TV, Fire TV and Roku.
About Esports Media Inc.
Esports Media Inc. is a multimedia company that powers the news outlet Esports.gg. The company launched in March 2021. Esports.gg is a competitive gaming news and analysis outlet that provides daily content produced by players and experts within their respective titles.
Christian Bishop is the Founder of Esports Media Inc. The remaining leadership team members include Vindex’s Sundance Digiovanni and Adam Apicella, AJ Vaynerchuk of Vayner Media, ESL’s Kevin Rosenblatt, Snapchat’s John Imah, Rishi Chadha from Twitter, and Justin Dellario from Twitch.
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, including the closing of the Sideqik acquisition and the consideration to be paid, Engine has provided such statements and information in reliance on certain assumptions that management believed to be reasonable at the time, including assumptions as to the performance of Engine’s stock price and business operations and its ability to raise financing. 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.
For Further Information:
Investors
Ryan Lawrence, ICR
Ryan.Lawrence@icrinc.com
332-242-4321
Media
James Goldfarb, Sloane & Company
jgoldfarb@sloanepr.com
212-446-1869