TGS TGS Esports Inc

Following its recently announced potential acquisition, TGS Esports Inc. ("TGS", or the, "Company") (TSXV: TGS) continues on its growth trajectory with an asset purchase agreement (the Agreement) of Lazarus Esports. The deal unites TGS- proprietors of Canada’s first gaming stadium- with Lazarus, the first professional esports organization ever launched in Canada. This agreement demonstrates TGS’s ongoing commitment to building a foundation for a healthy gaming and esports industry by investing in, and growing promising brands across the Canadian landscape.

Lazarus is a professional esports and gaming entertainment organization dedicated to industry growth and developing the global gaming market. Lazarus is the highest earning esports team in Canada – with over $5.3M USD in winnings – and is in the top 25 highest earning teams in North America. Lazarus’ talent network features a diverse roster of Twitch and YouTube variety content creators, social media influencers and North American esports competitors. The team also boasts the largest community of hockey content creators, including the 2022 North American NHL Gaming World Champion, and undisputed #1 player in the world, Justin “Regs84” Reguly.

“We’re excited to welcome Lazarus, a true esports pioneer both in Canada and globally, to the TGS team,” said Spiro Khouri, CEO, TGS Esports. “With the wealth of experience, insight and talent that the Lazarus organization has assembled, we’re going to find new and exciting ways to connect, unite and engage the many communities of gaming fans around the world with content, events and programs tailored to the titles and genres we all cherish and love.”

As part of the agreement TGS will retain select Lazarus staff and will be assigned all Lazarus IP and assets. This IP includes Lazarus social media channels, website domains, and branding, while the assets include various gaming and AV equipment such as PCs, peripherals, monitors, and more.

TGS will also take over and execute any existing contracts currently signed with Lazarus, including the gaming industry’s first esports team-wide sponsorship with a hockey equipment manufacturer, Warrior Sports. One of Warrior’s core goals is to grow the game of hockey and expose it to as many people as possible by connecting to new players in new areas and markets. Together, Lazarus, TGS and Warrior are striving to make hockey more inclusive by expanding into the hockey esports and gaming ecosystem, and by bringing the game and its fans further into the digital era to create the next generation of hockey fans.

“It is with extreme excitement that Warrior announces its partnership with a premier name in the gaming industry, Lazarus Esports,” said Cindy Abbott, CEO, Warrior Sports. “This partnership moves us into the new realm of connecting Warrior Hockey to esports athletes and creators. We look forward to gaining a broader understanding of the esports landscape by engaging with the athletes and community in their space and taking this partnership into the next phase of brand and athlete collaboration.”

Summary of Acquisition

TGS will acquire all of the IP and assets of Lazarus in return for execution of existing Lazarus contracts and employing select Lazarus employees.

Charlie Watson, Nick Rhoades, and Tyler Johnston will enter into employment agreements with TGS providing that all three will be employed with titles to be determined. Select Lazarus contractors will also be utilized by TGS.

About TGS Esports Inc.

TGS Esports is a full-service marketing solutions provider that specializes in engaging video game and esports fans. TGS creates gaming strategies and marketing programs for brands that want to connect with diverse communities of gamers in any genre, anywhere they play. TGS works with an extensive network of influencers, creators, and gaming community organizations to create unique content for every digital and social media platform. TGS builds custom brand activations for live, in-person engagement, for long and short form video, and for live streaming events and tournaments. TGS Esports has unmatched expertise in cultivating relationships and driving viewership among highly coveted and elusive young audiences. For more information, please visit TGSEsports.gg.

About Lazarus Esports

Founded in 2010 and headquartered in Kitchener/Waterloo, Ontario, Lazarus has been and continues to be a Canadian pioneer and innovator in the esports and gaming industry. Lazarus produces and broadcasts signature gaming activations, digital and LAN esports tournaments, influencer marketing campaigns and content across its channels, while also competing in a handful of esports titles. Lazarus develops custom gaming strategies and memorable legacy events to bridge brands into the gaming ecosystem while integrating their brand or products authentically. For more information, please visit www.lazarus.gg.

About Warrior Sports

Headquartered in Shelby Township, Michigan, Warrior Sports is recognized as one of the sporting goods industry’s premier manufacturers of innovative, high performance, cutting-edge equipment and apparel for lacrosse and hockey athletes of all ages and abilities.

Founded in 1992 by former champion lacrosse player David Morrow, Warrior was acquired by privately-held New Balance Athletic Shoe, Inc. in February 2004. The 2007 acquisition of Boston-based Brine Sporting Goods further established Warrior Sports as the dominant force in the lacrosse world. For more information, please visit www.warrior.com.

Disclaimer for Forward-Looking Information

Certain statements in this release are forward-looking statements, which reflect the expectations of management regarding the Company. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future, including with respect to: expectations regarding whether the Acquisition will be consummated including whether the conditions to the consummation to the Acquisition will be satisfied; the timing for completing the Acquisition, if at all, and the conditions to such transaction; expectations for other economic, business, and/or competitive factors; 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 the Company. The risks include, but are not limited to, the following: the unknown magnitude and duration of the effects of the COVID-19 pandemic on the Company; the ability to consummate the Acquisition; the ability to obtain requisite regulatory or shareholder approvals and the satisfaction of other conditions to the consummation of the Acquisition on proposed terms and schedule; the potential impact of the announcement or consummation of the Acquisition on relationships; including with regulatory bodies, employees, suppliers, customers and competitors; changes in general economic, business and political conditions, including changes in the financial markets; changes in applicable laws and regulations both locally and in foreign jurisdictions; compliance with extensive government regulation; the risks and uncertainties associated with foreign markets; the diversion of management time on the Acquisition; the risks associated with operating esports organizations such as Lazarus; technological risks associated with operating an esports platform; and other risks that are customary to companies operating businesses such as the business of the Company. 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 the Company will obtain from them.

Neither 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:

Aubrey Lovery | alovery@thegamingstadium.com