GAME on Nasdaq
GameSquare Holdings, Inc.
GameSquare Holdings, Inc. is a Canadian amusement and recreation services company based in Frisco.1
Price unavailable
Last updated Oct 20, 2026.
Overview
Compare with Dover Motorsports Incorporated, Galaxy Gaming, Inc. or Esports Entertainment Group, or pick any stock.
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue57¢$25.5M
- Research and development5¢$2.0M
- Other costs39¢$17.4M
- Income tax0¢$63.7K
Out of $45.0M in revenue.4 The company lost money this year.
Financial statements
| Fiscal year | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|
| Revenue | $10.5M5 | $33.3M5 | $28.1M6 | $41.3M7 | $27.5M4 | $45.0M4 | |
| Cost of revenue | $18.4M6 | $31.2M7 | $18.1M4 | $25.5M4 | |||
| Gross profit | $9.7M6 | $10.1M7 | $9.5M4 | $19.5M4 | |||
| Research and development | $3.1M7 | $1.9M4 | $2.0M4 | ||||
| Operating expenses | $27.9M6 | $35.5M7 | $43.8M4 | $44.8M4 | |||
| Operating income | -$18.2M6 | -$25.4M7 | -$34.4M4 | -$25.2M4 | |||
| Interest | $169.6K6 | $696.0K6 | |||||
| Income before tax | -$18.4M6 | -$26.3M7 | -$34.8M4 | -$30.0M4 | |||
| Income tax | -$304.4K6 | -$55.1K7 | $63.7K4 | ||||
| Net income | -$42.7M5 | -$40.7M5 | -$18.1M6 | -$31.3M7 | -$48.8M4 | -$40.1M4 | |
| Earnings per share | -$14.465 | -$3.425 | -$3.266 | -$2.817 | -$1.754 | -$0.614 | |
| Earnings per share (diluted) | -$14.465 | -$3.425 | -$3.266 | -$2.817 | -$1.754 | -$0.614 | |
| Shares (weighted, basic) | 5.6M shares6 | 11.1M shares7 | 27.9M shares4 | 65.7M shares4 | |||
| Shares (weighted, diluted) | 5.6M shares6 | 11.1M shares7 | 27.9M shares4 | 65.7M shares4 |
| Fiscal year | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|
| Cash | $2.8M5 | $5.2M5 | $15.3M5 | $977.4K6 | $3.0M7 | $13.1M4 | $6.4M4 |
| Receivables | $8.1M6 | $16.5M7 | $21.3M4 | $8.7M4 | |||
| Current assets | $10.1M6 | $22.2M7 | $36.5M4 | $22.2M4 | |||
| Property, plant and equipment | $3.0M6 | $2.5M7 | $303.9K4 | $114.1K4 | |||
| Goodwill | $15.2M5 | $16.3M4 | $12.7M4 | $5.9M4 | |||
| Intangible assets | $4.6M6 | $18.6M7 | $15.3M4 | $5.4M4 | |||
| Total assets | $43.1M5 | $57.2M5 | $20.2M6 | $64.7M7 | $78.7M4 | $79.3M4 | |
| Accounts payable | $4.8M6 | $23.5M7 | $27.3M4 | $21.9M4 | |||
| Short-term debt | $2.3M5 | $7.0M7 | $15.4M4 | ||||
| Current liabilities | $10.5M6 | $36.2M7 | $54.8M4 | $40.9M4 | |||
| Long-term debt | $5.0M5 | ||||||
| Long-term liabilities | $5.0M5 | ||||||
| Total liabilities | $53.2M5 | $41.9M5 | $12.9M6 | $46.3M7 | $66.7M4 | $43.6M4 | |
| Retained earnings | -$42.1M6 | -$73.4M7 | -$122.2M4 | -$162.3M4 | |||
| Shareholders’ equity | -$7.7M5 | -$10.1M5 | $17.7M6 | $7.3M6 | $18.4M4 | $12.0M4 | $35.7M4 |
| Shares outstanding | 15.5M shares11 | 6.4M shares6 | 13.0M shares7 | 32.6M shares4 | 98.1M shares4 |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
| Fiscal year | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|
| Cash from operations | -$13.1M5 | -$30.3M5 | -$11.9M6 | -$16.1M7 | -$30.6M4 | -$18.4M4 | |
| Depreciation and amortization | $2.3M6 | $1.9M7 | $1.4M4 | $1.1M4 | |||
| Stock-based compensation | $1.6M6 | $1.7M7 | $2.1M4 | $2.9M4 | |||
| Capital spending | $110.4K5 | $188.2K5 | $31.3K6 | $2.2K7 | $5.1K4 | $77.1K4 | |
| Free cash flow | -$13.2M | -$30.5M | -$12.0M | -$16.1M | -$30.6M | -$18.5M | |
| Cash from investing | $18.1K6 | $14.1M7 | $2.7M4 | -$60.3M4 | |||
| Share buybacks | $1.8M4 | ||||||
| Cash from financing | $6.8M6 | $4.0M7 | $38.0M4 | $72.7M4 |
Corporate structure
GameSquare Holdings, Inc. sits at the top of its group. 10 entities, 6 countries on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of GameSquare Holdings, Inc.
- Blue & Silver Ventures, Ltd. Filed SCHEDULE 13D/A on GameSquare Holdings, Inc., latest May 27, 2026 (4 filings since Apr 21, 2023)
- John C. Goff Filed SCHEDULE 13D/A on GameSquare Holdings, Inc., latest May 26, 2026 (7 filings since Apr 20, 2023)
- CVI Investments, Inc. Filed SCHEDULE 13G/A on GameSquare Holdings, Inc., latest Nov 7, 2025 (2 filings since Jul 22, 2025)
- Jacob Wagner Fields Filed SCHEDULE 13G/A on GameSquare Holdings, Inc., latest May 8, 2025 (2 filings since Feb 21, 2025)
- Stuart D. Porter Filed SC 13D/A on GameSquare Holdings, Inc., latest Feb 26, 2024 (2 filings since Jan 14, 2022)
- GameSquare Holdings, Inc. Frisco, Texas
- Click Management Pty Ltd Subsidiary · Australia
- Code Red Esports Ltd. Subsidiary · United Kingdom
- Crowd Control Studies Inc. Subsidiary · Canada
- FaZe Holdings, Inc. FaZe Clan Inc. Subsidiary · United States
- Frankly Inc. Subsidiary · Canada
- Stream Hatchet S.L. Subsidiary · Spain
- UMG Events (Ontario) Ltd. Subsidiary · Canada
- UMG Media Corp Subsidiary · Canada
- Vemba Media Technologies Private Limited Subsidiary · India
Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What GameSquare Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $297.4K4 Dec 31, 2025 | $951.6K4 Dec 31, 2024 | −68.7% |
| Accumulated depreciation | $183.3K4 Dec 31, 2025 | $647.6K4 Dec 31, 2024 | −71.7% |
| Property and equipment, net | $114.1K4 Dec 31, 2025 | $303.9K4 Dec 31, 2024 | −62.5% |
| Operating-lease assets (leased space) | $1.4M4 Dec 31, 2025 | $2.6M4 Dec 31, 2024 | −45.6% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $5.9M4 Dec 31, 2025 | $12.7M4 Dec 31, 2024 | −53.5% |
| Intangible assets, net (excluding goodwill) | $5.4M4 Dec 31, 2025 | $15.3M4 Dec 31, 2024 | −64.5% |
| Indefinite-lived intangibles (excluding goodwill) | $1.9M4 Dec 31, 2025 | ||
| Finite-lived intangibles, gross | $19.0M4 Dec 31, 2025 | $24.5M4 Dec 31, 2024 | −22.7% |
| Accumulated amortization | $5.2M4 Dec 31, 2025 | $4.6M4 Dec 31, 2024 | +12.9% |
| Finite-lived intangibles, net | $5.4M4 Dec 31, 2025 | $15.3M4 Dec 31, 2024 | −64.5% |
Properties, in its own words
Our corporate headquarters is located in Frisco, Texas, where we occupy facilities under a lease that expires in 2029. We do not own any real property or related investments. We believe that our current facilities are adequate to meet our current needs and provides flexibility to scale in the future. Other office locations of the Company are under short-term lease arrangements and amounts are immaterial to our operations.
Item 2 of the 10-K filed Apr 8, 2026.12
Leadership
Who has led GameSquare Holdings, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief operating officer
- Chief executive officerJustin Kenna Jan 5, 2024 to now13
- ChairLouis Schwartz Jan 5, 2024 to now14
- PresidentLouis Schwartz Jan 5, 2024 to now14
- Chief operating officerAmaree Elizabeth Vichairattanawong Mar 6, 2026 to now15
Board members and other officers (5)
- Board memberJustin Kenna Jan 5, 2024 to now13
- Board memberStuart D. Porter Jan 5, 2024 to now16
- Board memberJeremi Gorman Jan 9, 2024 to now17
- Board memberTravis Goff Jan 10, 2024 to now18
- Board memberPaul Hamilton Mar 21, 2024 to now19
Named in SEC Form D filings
People the company listed in its private-offering notices.
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- Click Management Pty Ltd Australia3
- Code Red Esports Ltd. UK3
- Crowd Control Studies Inc. Canada3
- FaZe Holdings, Inc. FaZe Clan Inc. USA USA3
- Frankly Inc. Canada3
- Stream Hatchet S.L. Spain3
- UMG Events (Ontario) Ltd. Canada3
- UMG Media Corp Canada3
- UMG Media Ltd. Canada3
- Vemba Media Technologies Private Limited India3
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
Timeline
- Sep 24, 20268-K Executive or director change21
- Sep 9, 20268-K Entered a material agreement; Unregistered sale of shares22
- Sep 9, 20268-K Other events23
- Aug 19, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed; Other events24
- Aug 14, 20268-K Shareholder vote25
- Aug 12, 20268-K Results of operations26
- Jul 15, 20268-K Executive or director change27
- Jun 22, 20268-K Entered a material agreement; Change to shareholders' rights; Bylaws or fiscal year changed28
- Jun 4, 20268-K Regulation FD disclosure29
- May 14, 20268-K Results of operations30
- Apr 14, 20268-K Bylaws or fiscal year changed; Director nominations; Regulation FD disclosure31
- Apr 9, 20268-K Results of operations32
- Jan 5, 2024New chief executive Justin Kenna becomes CEO13
Calendar
Coming up
- Nov 12, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.24) a share, on Nov 13, 2025.33
When it reported results
- Aug 12, 2026Reported quarterly or annual results26
- May 14, 2026Reported quarterly or annual results30
- Apr 9, 2026Reported quarterly or annual results32
- Nov 13, 2025Reported quarterly or annual results34
- Aug 15, 2025Reported quarterly or annual results35
- Oct 18, 2024Reported quarterly or annual results36
- Aug 19, 2024Reported quarterly or annual results37
- Apr 22, 2024Reported quarterly or annual results38
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
305 filings to the SEC since October 2021: 9 annual reports, 8 quarterly reports, 52 major events, 59 insider forms, 17 large holders, 3 private raises, 157 other. The latest 20:
- Oct 2, 2026DEF 14A EDGAR
- Sep 24, 20268-K EDGAR
- Sep 22, 20264 EDGAR
- Sep 22, 20264 EDGAR
- Sep 22, 20264 EDGAR
- Sep 22, 2026PRE 14A EDGAR
- Sep 9, 20268-K EDGAR
- Sep 9, 2026DEFA14A EDGAR
- Sep 9, 20268-K EDGAR
- Aug 19, 20268-K EDGAR
- Aug 14, 20268-K EDGAR
- Aug 13, 202610-Q EDGAR
- Aug 12, 20268-K EDGAR
- Jul 29, 2026DEFA14A EDGAR
- Jul 21, 20264/A EDGAR
- Jul 20, 2026DEFA14A EDGAR
- Jul 15, 20268-K EDGAR
- Jul 15, 2026DEF 14A EDGAR
- Jul 14, 20264 EDGAR
- Jul 14, 20264 EDGAR
The 305 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
9 open-market trades by officers, directors and large owners since October 2021: 9 buys and 0 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| May 27, 2026 | Blue & Silver Ventures, Ltd. | Buy | 144,346 | $0.42 | $60.6K | Form 4 |
| May 26, 2026 | Blue & Silver Ventures, Ltd. | Buy | 620,100 | $0.43 | $266.6K | Form 4 |
| Apr 27, 2026 | Blue & Silver Ventures, Ltd. | Buy | 84,552 | $0.60 | $50.7K | Form 4 |
| Apr 24, 2026 | Blue & Silver Ventures, Ltd. | Buy | 417,813 | $0.60 | $250.7K | Form 4 |
| Apr 23, 2026 | Blue & Silver Ventures, Ltd. | Buy | 922,890 | $0.60 | $553.7K | Form 4 |
| Apr 22, 2026 | Blue & Silver Ventures, Ltd. | Buy | 809,109 | $0.58 | $469.3K | Form 4 |
| Sep 19, 2025 | Gorman JeremiDirector | Buy | 65,897 | $0.76 | $50.1K | Form 4 |
| Jun 21, 2024 | Kenna JustinCEO and Director | Buy | 10,000 | $1.02 | $10.2K | Form 4 |
| Jun 21, 2024 | Schwartz LouisFormer President and Chairman | Buy | 10,000 | $1.02 | $10.2K | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Blue & Silver Ventures, Ltd.SCHEDULE 13D/A, 4 filings Apr 21, 2023 to May 27, 202639
- John C. GoffSCHEDULE 13D/A, 7 filings Apr 20, 2023 to May 26, 202640
- CVI Investments, Inc.SCHEDULE 13G/A, 2 filings Jul 22, 2025 to Nov 7, 202541
- Jacob Wagner FieldsSCHEDULE 13G/A, 2 filings Feb 21, 2025 to May 8, 202542
- Stuart D. PorterSC 13D/A, 2 filings Jan 14, 2022 to Feb 26, 202443
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Justin Kenna | $600.0K | $2.1M44 | |
| 2025 | Louis Schwartz | $500.0K | $1.5M44 | |
| 2025 | Michael Munoz | $310.0K | $579.3K44 | |
| 2024 | PresidentChief Executive Officer and Director (Chair) | $600.0K | $743.7K44 | |
| 2024 | Former President and Director (Chair) | $500.0K | $643.8K44 | |
| 2024 | Chief Financial Officer | $293.3K | $328.0K44 |
Money raised
Private offerings the company reported to the SEC on Form D.
SEC filer profile
How GameSquare Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARGameSquare Holdings, Inc.1
- CIK0001714562
- Employer ID (EIN)99-194643512
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; a shell company12
- Incorporated inDelaware12
- Fiscal year endsDecember 311
- Industry code (SIC)7900 Services-Amusement & Recreation Services1
- SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
- Business address6775 Cowboys Way, Ste. 1335, Frisco, TX 750341
- Phone212-931-12001
- Shares outstanding103,809,536 as of Aug 13, 202610
- Public float$25.4M as of Jun 30, 202512
- AuditorKreston GTA LLP, Markham, Ontario, Canada PCAOB ID 6644; no auditor attestation of internal control over financial reporting12
- On EDGAR sinceAug 14, 20171
- Filings350 in all: 6-K (105), 8-K (51), 4 (41), DEFA14A (16), D (15), 3 (13), CORRESP (11), UPLOAD (9)1
All 50 form types
10-Q (8), 424B5 (5), DEF 14A (5), SC 13D/A (5), SCHEDULE 13D/A (5), 4/A (4), EFFECT (4), PRE 14A (4), 10-K (3), NT 10-K (3), S-8 (3), SC 13D (3), 10-K/A (2), F-4/A (2), F-X (2), NT 10-Q (2), SCHEDULE 13G (2), SCHEDULE 13G/A (2), SUPPL (2), 20-F (1), 20-F/A (1), 3/A (1), 40-F (1), 40-F/A (1), 40FR12B (1), 424B3 (1), 6-K/A (1), 8-A12B (1), 8-K/A (1), CERT (1), D/A (1), F-10 (1), F-10/A (1), F-4 (1), FWP (1), PRER14A (1), RW (1), S-1 (1), S-1/A (1), S-3 (1), S-3/A (1), SC 13G (1)
- Latest filingsAnnual report (10-K) Apr 8, 2026
Quarterly report (10-Q) Aug 13, 2026
Proxy statement (DEF 14A) Oct 2, 2026
Latest 8-K (8-K) Sep 24, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, $0.0001 par value | GAME | The NASDAQ Stock Market LLC |
From the cover page of the 10-K filed Apr 8, 2026 (Section 12(b) of the Exchange Act).12
Risk factors and legal proceedings
The risks GameSquare Holdings, Inc. names in Item 1A of its 10-K filed Apr 8, 2026: 57 risks under these headings, as written.12
- Risks Related to Our Business and Industry
- GameSquare generates a significant portion of revenue from representing esports players, influencers, gaming personalities and other on-screen talent through GameSquare’s agency operating segment. Failure to attract new clients or to successfully represent GameSquare’s existing clients may adversely affect revenue.
- GameSquare’s agency services business model may not remain effective, and it cannot guarantee that its future monetization strategies will be successfully implemented or generate sustainable revenues and profit.
- If GameSquare fails to maintain and enhance its brands, its business, financial condition, and results of operations may be materially and adversely affected.
- GameSquare’s teams business is substantially dependent on the continued popularity and success of its teams and players.
- Our business depends on the continued availability and effectiveness of social media platforms and digital distribution channels, and changes to those platforms could materially adversely affect our business.
- The defection of GameSquare’s players to other teams could hinder GameSquare’s success.
- Adverse publicity concerning GameSquare, one of its businesses or key personnel or talent could negatively affect GameSquare’s business.
- Rapid technological changes in the esports, gaming, and digital media industries could render GameSquare’s technologies, products, or services obsolete or impair its ability to compete effectively.
- The success of GameSquare’s business depends on GameSquare’s marketing efforts.
- GameSquare operates in a highly competitive industry, and its failure to compete effectively could have a material adverse effect on its business, financial condition, and results of operations.
- The development of high-quality products requires substantial up-front expenditures.
The other 46 risks
- Inflation and rising costs could adversely affect our business, results of operations, and financial condition.
- Acquisitions may never materialize, may be subject to unexpected delays or may entail unexpected costs or prove unsuccessful.
- Difficulties integrating acquisitions could disrupt our operations and adversely affect our results of operations, financial condition and ability to realize anticipated benefits of acquisitions.
- GameSquare may be unable to achieve or sustain profitability or continue as a going concern.
- GameSquare’s revenues, earnings, and cash flows may fluctuate from period to period, which could adversely affect its stock price and its ability to fund operations and strategic initiatives.
- GameSquare will require additional financing and cannot be certain that such additional financing will be available on reasonable terms when required, or at all.
- GameSquare currently has negative cash flow from operations.
- International operations and expansion expose GameSquare to risks associated with international markets.
- GameSquare may be subject to insurance coverage limits and exclusions and insurance may not be available for the risks and hazards to which GameSquare is exposed.
- GameSquare is subject to privacy and data protection laws in the jurisdictions in which it operates, and any failure to comply with such laws or to safeguard personal information could materially and adversely affect its business, financial condition, and results of operations.
- Our use of artificial intelligence and other emerging technologies may expose us to legal, regulatory, operational, and reputational risks.
- GameSquare may be exposed to cybersecurity incidents resulting from deliberate attacks or unintentional events.
- GameSquare uses third-party services and partnerships in connection with its business, and any disruption to these services or partnerships could result in a disruption to its business, negative publicity and a slowdown in the growth of its clients, materially and adversely affecting its business, financial condition and results of operations.
- Failure to license necessary third party software for use in GameSquare’s products and services, or failure to successfully integrate third party software, could cause delays or reductions in GameSquare’s sales, or errors or failures of GameSquare’s service
- Proprietary protection and intellectual property disputes.
- System failures, delays and other technical problems could harm GameSquare’s reputation and business, causing GameSquare to lose customers and expose it to customer liability.
- Failure to attract, retain and motivate key employees may adversely affect GameSquare’s ability to compete and the loss of the services of key personnel could have a material adverse effect on its business.
- Litigation costs and the outcome of litigation could have a material adverse effect on its business.
- GameSquare is exposed to foreign currency risk and GameSquare has not hedged against risk associated with foreign exchange rate exposure.
- GameSquare’s business and success is dependent on the continuing popularity and growth of the esports industry.
- Esports is a new and evolving industry, which presents significant uncertainty and business risks.
- GameSquare’s business is highly dependent on advertising revenue, and its inability to secure advertising contracts could have a material adverse effect on its business, financial condition, and results of operations.
- GameSquare’s business is vulnerable to changing economic conditions and to other factors that adversely affect the industries in which it operates.
- Risks related to Indebtedness
- Any indebtedness incurred by GameSquare could restrict our operations and make us more vulnerable to adverse economic conditions.
- If we are unable to generate or borrow sufficient cash to make payments on our indebtedness, our financial condition would be materially harmed, our business could fail, and stockholders may lose all of their investment.
- Risks Related to our Common Stock
- The market price of our common stock may be volatile, and the value of your investment could decline significantly.
- We are an emerging growth company within the meaning of the Securities Act and because we have decided to take advantage of certain exemptions from various reporting and other requirements applicable to emerging growth companies, our common stock could be less attractive to investors.
- We have a limited number of shares of common stock available for future issuance which could adversely affect our ability to raise capital, attract qualified personnel or consummate strategic transactions.
- We may identify material weaknesses in our internal controls over financial reporting.
- We have never paid dividends on our capital stock and we do not anticipate paying any dividends in the foreseeable future.
- Sales of a substantial number of our securities in the public market by our existing securityholders could cause the price of our shares of Common Stock to fall.
- An active trading market for our securities may not develop, which may limit your ability to sell such securities.
- If we cannot continue to satisfy the Nasdaq Capital Market continued listing standards and other Nasdaq rules, our common stock could be delisted, which would harm our business, the trading price of our common stock, our ability to raise additional capital and the liquidity of the market for our common stock.
- GameSquare may issue additional equity securities, or engage in other transactions that could dilute its book value or affect the priority of its shares, which may adversely affect the market price of its shares
- As a smaller reporting company, we are subject to scaled disclosure requirements that may make it more challenging for investors to analyze and compare our results of operations and financial prospects.
- If securities or industry analysts do not publish research or reports about our business, or if they issue an adverse or misleading opinion regarding our stock, the price and trading volume of our securities could decline.
- Anti-takeover provisions in our organizational documents and Delaware law may prevent or delay removal of current management or a change in control.
- Risks Relating to Cryptocurrencies and Digital Assets
- Ethereum and other digital assets are novel assets, and are subject to significant legal, commercial, regulatory and technical uncertainty.
- There is no assurance that a market for Ethereum will continue to exist, and liquidity in the Ethereum market may be severely limited at times.
- We may not achieve the expected benefits from purchasing cryptocurrencies, and such strategy may not align with investor expectations.
- We face risks relating to the custody of our Ethereum, including the loss or destruction of private keys required to access our Ethereum and cyberattacks or other data loss relating to our Ethereum.
- Regulatory change reclassifying Ethereum as a security could lead to our classification as an “investment company” under the Investment Company Act of 1940, as amended, or the 1940 Act, and could adversely affect the market price of Ethereum and the market price of our common stock.
- We may be subject to regulatory developments related to crypto assets and crypto asset markets, which could adversely affect our business, financial condition, and results of operations.
- Our cryptocurrency treasury strategy exposes us to risk of non-performance by counterparties
- Changes in the accounting treatment of cryptocurrency holdings could have significant accounting impacts, including increasing the volatility of our results.
- The U.S. federal income tax treatment of transactions in digital assets is unclear.
Legal proceedings
Allinsports - A September 2021 decision issued by an arbitrator located in Alberta, Canada, directed the Company to issue 241,666 shares to Allinsports in connection with a dispute over whether certain closing conditions in the acquisition agreement for Allinsports had been met. The Company recognized a liability for the arbitration ruling of $1.5 million, which represented the fair value of the common shares directed to be delivered as of April 11, 2023. The liability is recorded as arbitration reserve on the Company’s consolidated balance sheets. This liability will be adjusted to fair value at the end of each reporting period.
Reid v. GameSquare Holdings, Inc., et al. – A Complaint was filed on December15, 2025, in the United States District Court, Northern District of Texas by Kevin Reid against GameSquare Holdings, Inc., its former President, Louis Schwartz and its Chief Executive Officer, Justin Kenna. The plaintiff alleges that he was induced by the defendants’ misrepresentations about the Company to purchase GameSquare stock and seeks damages of approximately $5 million under Texas law. The Company does not believe the claims have merit and intends to vigorously defend the matter. The Company is also indemnifying Mr. Schwartz in this matter, who is represented by separate counsel.
A motion to dismiss Mr. Reid’s complaint was filed on behalf of Mr. Kenna and a partial motion to dismiss Mr. Reid’s complaint was filed on behalf of GameSquare. Both claim that Mr. Reid has failed to state a claim upon which relief can be granted, in particular because the alleged statements are not actionable.
The Company is subject to various other claims, lawsuits and other complaints arising in the ordinary course of business. The Company records provisions for losses when claims become probable, and the amounts are estimable.
The opening of Item 3, Legal Proceedings.12
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1
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- 14SEC EDGARLouis Schwartz, Chair
- 15
- 16SEC EDGARStuart D. Porter, Board member
- 17SEC EDGARJeremi Gorman, Board member
- 18SEC EDGARTravis Goff, Board member
- 19SEC EDGARPaul Hamilton, Board member
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- 21SEC EDGARExecutive or director change
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- 23SEC EDGAROther events
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- 25SEC EDGARShareholder vote
- 26SEC EDGARResults of operations
- 27SEC EDGARExecutive or director change
- 28
- 29SEC EDGARRegulation FD disclosure
- 30SEC EDGARResults of operations
- 31
- 32SEC EDGARResults of operations
- 33NasdaqNasdaq calendar
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