GameSquare Holdings, Inc. (GAME) Form 8-K — Oct 26, 2026
GameSquare closed its acquisition of sports, music and entertainment IP assets from FanEngine Holdings on October 26, 2026, following stockholder approval at the October 22 special meeting. The deal was paid in stock: 5,439,416 shares issued at closing, equal to 30% of post-closing shares outstanding, plus up to 1,410,218 additional earnout shares (another 10%). Sellers can also earn up to $50 million in contingent cash based on FanEngine net income exceeding $8 million in 2027 and $25 million in 2028, and equity tranches unlock on revenue milestones of $3M/month / $30M annualized and $6M/month / $60M annualized.
Key figures
- Issued shares
- 5439416
- Earnout shares
- 1410218
- Cash earnout max
- $50 million
- Plan shares 2026 plan
- 2503871
- Fy2027 revenue guidance
- $150+ million
- Fy2026 proforma revenue outlook
- $85+ million
- Fy2027 adjusted ebitda guidance
- $30+ million
- Shares outstanding pre special meeting
- 12785891
- Fy2026 proforma adjusted ebitda outlook
- $5+ million
AI analysis
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