EGLX Enthusiast Gaming Holdings Inc

Enthusiast Gaming Holdings Inc. (TSXV: EGLX), (“Enthusiast Gaming” or the “Company”), is pleased to announce that through its wholly owned subsidiary, Enthusiast Gaming Properties Inc., it has entered into a Share Purchase Agreement (“Agreement”) to acquire all of the shares of Steel Media Limited (“Steel Media”), a leading mobile gaming and live events company. 

Steel Media owns 20 mobile gaming media websites including: pocketgamer.com, pocketgamer.biz, appspy.com, and 148apps.com; and is the owner and operator of over 25 video game networking events across 11 countries, including key markets such as the US and UK.  Pocket Gamer (www.pocketgamer.com) is the world's leading destination for the mobile gaming community, including: iPhone, iPad, Android, Nintendo Switch, 3DS and more. As one of the most recognized brands in the mobile gaming industry, Pocket Gamer has over 2 million monthly impressions on mobile and web, and covers multiple sites, events and even printed magazines. 

Steel Media is also an industry leader in B2B and consumer mobile gaming events.  It owns and operates numerous successful networking events around the world with 15,000 registered industry attendees and key sponsors and partners. Steel Media hosts Pocket Gamer Party, Top 50 Developer Guide, Mobile Mixers, the Mobile Games Awards, and its feature event, Pocket Gamer Connects, the largest B2B mobile games conference series, with events in locations such as London, San Francisco, Helsinki and Seattle with additional locations coming soon. The Steel Media team will continue operating the business and led by its Chief Executive Officer, Chris James. 

The acquisition of Steel Media unlocks a new audience segment for Enthusiast Gaming, the highly coveted and rapidly growing mobile gaming segment. Further, the acquisition aligns with Enthusiast Gaming’s strategy of growing its total audience reach across the entire gaming market through accretive acquisitions both within its online media segment and expanding events business. Combined with Steel Media, Enthusiast Gaming’s digital network will reach more than 100 properties and significantly increases its mix of owned and operated sites in its network. 

Menashe Kestenbaum, President of Enthusiast Gaming commented, “We have seen a significant increase in mobile gaming and it continues to be a huge segment within the overall gaming industry. The acquisition of Steel Media aligns with our growth strategy through M&A and also the continued expansion of our events division.” He continued, “Steel Media has built a well-recognized brand and successful businesses across mobile, B2B and events that will allow us to continue capitalizing on the growth of mobile gaming and drive further revenue synergies across two of our three pillars, Media and Events.”

The Agreement

Pursuant to the terms of the Agreement, Enthusiast Gaming has agreed to (i) a cash payment of approximately US$2,969,000 with US$1,968,536 to be paid on closing (US$1,000,000 net of cash on hand) and the balance to be paid on the first anniversary of the date of closing and (ii) issue US$500,000 worth of common shares in the capital of the Company (“Common Shares”) at a deemed price per share equal to the 5 day volume weighted average trading price. In addition, Enthusiast Gaming has agreed to an earn out payment of up to US$500,000 based on the performance of Steel Media. 

The Agreement remains subject to TSX Venture Exchange approval. Any Common Shares issued in connection with the Agreement will be subject to a 12 month hold period from the date of issuance.

About Enthusiast Gaming 

Enthusiast Gaming (TSX.V:EGLX) is one of the largest vertically integrated video game and esports companies in the world. The Company’s digital platform includes +85 gaming related websites and 900 YouTube channels which collectively reach 150 million visitors monthly. Enthusiast’s esports division, Luminosity Gaming, a leading global esports organization consists of 8 professional esports teams under ownership and management, including the #1 ranked Overwatch team, the Vancouver Titans and over 50 gaming influencers with a total audience of 60 million followers. Collectively, the community reaches over 200 million gaming enthusiasts on a monthly basis. Enthusiast also owns and operates Canada’s largest gaming expo, Enthusiast Gaming Live Expo, EGLX, (eglx.ca) with approximately 55,000 people attending in 2018. For more information on the Company, visit www.enthusiastgaming.com. For more information on Luminosity Gaming, please visit luminosity.gg.

CONTACT INFORMATION

Investor Relations:Julia BeckerHead of Investor Relations & MarketingTelephone: 604-785-0850Email: jbecker@enthusiastgaming.com

Forward-Looking Information

Certain statements in this release are forward-looking statements.  Forward looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future.  Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements, including risks related to factors beyond the control of Enthusiast Gaming.  The risks include risks that are customary to transactions of this nature and customary to companies which have their stock traded on the TSXV. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits Enthusiast Gaming will obtain from them. For instance, there can be no assurance that the acquisition will close as anticipated, that the acquisition will position the Company as a leader in the mobile gaming sector and that the acquisition will result in growth of the Company’s online and offline gaming community.

This press release does not constitute an offer to sell or solicitation of an offer to buy any of the securities in the United States.  The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to a U.S. Person unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

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