Mr. Lou Schwartz reports

GAMESQUARE ENTERS INTO A DEFINITIVE AGREEMENT TO SELL ITS NON-CORE RADIO BUSINESS ASSETS

On Nov. 9, 2023, Gamesquare Holdings Inc. and its Frankly Media LLC subsidiary entered into a definitive agreement with SoCast Inc., whereby SoCast will acquire Frankly's radio business assets. Frankly provides an on-line content management platform and related content services for approximately 700-plus radio stations. In exchange for the Frankly technology platform and customer accounts, SoCast has agreed to pay Frankly $4-million (U.S.), which includes $3-million (U.S.) upon closing of the transaction and up to an additional $1-million (U.S.) based on future revenue derived from the radio assets. The transaction is expected to close by the end of November, 2023.

"We are focused on enhancing our cost structure, and streamlining our business to support our core marketing, gaming, creative, and technology solutions and capabilities as we continue to successfully integrate the April, 2023, Engine Gaming acquisition and optimize our modern marketing technology platform," noted Lou Schwartz, Gamesquare's president. "This transaction demonstrates our success accessing capital through non-dilutive sources, while also providing additional revenue opportunities to support SoCast's business with the other products and services we offer," Mr. Schwartz added.

"We're excited to welcome these radio broadcasters and their teams to the SoCast family. We're confident they'll love the experience of a digital-first, radio-specific partner to grow revenue and engagement as they transform into digital businesses," stated Elliott Hurst, chief executive officer of SoCast.

INFOR Financial Inc. acted as the exclusive financial adviser to SoCast in connection with the transaction.

About Gamesquare Holdings Inc.

Gamesquare is a vertically integrated, digital media, entertainment and technology company that connects global brands with gaming and youth culture audiences. The company's end-to-end platform includes GCN, a digital media company focused on gaming and e-sports audiences; Cut+Sew (Zoned), a gaming and lifestyle marketing agency, United States; Code Red Esports Ltd., a United Kingdom-based e-sports talent agency; Complexity Gaming, a leading e-sports organization; Fourth Frame Studios, a creative production studio; Mission Supply, a merchandise and consumer products business; Frankly Media, programmatic advertising; Stream Hatchet, live streaming analytics; and Sideqik, a social influencer marketing platform.

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