Engine Gaming definition

Engine Gaming means Engine Gaming & Media, Inc. a corporation incorporated under the laws of British Columbia;
Engine Gaming has the definition ascribed thereto in the preamble to this Agreement.
Engine Gaming or “Engine”) (NASDAQ: GAME) (TSXV: GAME), a data-driven, gaming, media and influencer marketing platform company, today announced that they have entered into a definitive arrangement agreement (the “Arrangement”) dated December 7, 2022 to combine their businesses via an all share deal, whereby each common share of GameSquare (a “Gamesquare Share”) will be exchanged for 0.08262 Engine Gaming common shares (the “Engine Gaming Shares”). Following the all-share transaction, former GameSquare Esports shareholders are expected to own approximately 60% of the combined entity, and current Engine Gaming shareholders are expected to own approximately 40% of the combined entity on a fully diluted basis, and it is intended that the Engine Gaming Shares will continue to trade on the Nasdaq Stock Market (the “Nasdaq”) and TSX Venture Exchange (the “TSXV”) under the symbol “GAME.” The combined entity will retain the “GameSquare” brand globally. Xxxxxx Xxxxx is expected to lead the combined company as CEO and Xxx Xxxxxxxx is expected to oversee the combined company’s technology platforms, as President. In addition, Xxxxx Xxxxx, owner of the Dallas Cowboys, and Xxxx Xxxx, Chairman and Founder of Xxxx Capital, Inc. will continue to be the largest investors of the combined entity. Representatives of the Xxxxx Family and of Xxxx Capital will continue to hold significant board representation of the new company. The combined company integrates GameSquare’s award winning content, advertiser, and influencer businesses with Engine’s market leading data, analytics, advertising and marketing technology platforms. The transaction creates a market leading, end-to-end platform with reach across esports, sports, influencer, publisher, and advertising networks for brands to connect with the increasingly difficult to reach youth culture audiences. The combined company will provide global brands and advertisers with solutions that develop innovative strategies to connect to youth audiences.

Examples of Engine Gaming in a sentence

  • I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Engine Gaming and Media, Inc.

  • In connection with the Annual Report of Engine Gaming and Media, Inc.

  • The Engine Gaming Shareholder Approval shall have been obtained at the Engine Gaming Meeting.

  • Subject to the approval of the TSXV and Nasdaq and confirmation such Persons are eligible to act as directors pursuant to applicable Laws, the members of the Engine Gaming Board, the Chairperson of the Board and the management of Engine Gaming shall be as set out in section 4.7 of the Engine Gaming Disclosure Letter (collectively, the “Engine Gaming Nominees”).

  • GameSquare shall have received evidence satisfactory to it, acting reasonably, that the actions required to be taken by Engine Gaming pursuant to Section 4.7 [Governance] with effect as at and from the Effective Time shall have been taken by Engine Gaming.

  • The TSXV shall have conditionally approved the Transaction and listing thereon of the Engine Gaming Shares to be issued to GameSquare Shareholders pursuant to the Arrangement and the Engine Gaming Shares issuable pursuant to the Replacement Options, the Replacement RSUs and Replacement Warrants, subject only to such conditions, including the filing of documentation, as are acceptable to Engine Gaming and GameSquare, acting reasonably.

  • No appraisal rights will be provided to Engine Gaming Shareholders.

  • GameSquare hereby agrees to provide to Engine Gaming, TSXV or Nasdaq any documents or disclosures reasonably required by TSXV (with regard to Engine Gaming’s ongoing listing qualification process for the Engine Gaming Shares) and Nasdaq (with regard to the initial listing application for the Engine Gaming Shares after the consummation of the Transaction).

  • Engine Gaming shall take all necessary actions to ensure that, at the Effective Time, (i) the Engine Gaming Board shall be comprised of seven directors.

  • Engine Gaming shall have complied with its obligations under Section 2.9 [Payment of Consideration] and the Depositary shall have confirmed receipt of the Consideration Shares contemplated thereby.

Related to Engine Gaming

  • Gaming means that term as defined in section 2 of the Michigan gaming control and revenue act, 1996 IL 1, MCL 432.202.

  • Lottery or “state lottery” means the lottery created pursuant to this act and operated exclusively by or under the exclusive control of the bureau of state lottery.

  • Resort Site means those parts of Burswood Island as are-

  • Airport lounge means a business location:

  • Recreational vehicle park means any tract of land used for parking five or more self-contained recreational vehicles and includes any roadway, building, structure, vehicle, or enclosure used or intended for use as part of the park facilities and any tract of land that is subdivided for lease or other contract of the individual lots for the express or implied purpose of placing self-contained recreational vehicles for recreation, vacation, or business purposes.

  • Gambling means that a person stakes or risks something of value upon the outcome of a contest of chance or a future contingent event not under the control or influence of the person, upon an agreement or understanding that the person or someone else will receive something of value in the event of a certain outcome.

  • Gaming Facility means any gaming establishment, facility and other property or assets ancillary or related thereto or used in connection therewith, including, without limitation, any casinos, hotels, resorts, theaters, parking facilities, timeshare operations, retail shops, restaurants, other buildings, land, golf courses and other recreation and entertainment facilities, marinas, vessels and related equipment.

  • Game has the meaning ascribed to that term in the Control Act;

  • School Site means the land set aside for each type of school, such as Elementary, Junior High, Senior High operated by the School Board, including but not limited to municipal school reserve;

  • Waterworks System or “system” means a system of pipes and structures through which water is obtained and distributed, including but not limited to wells and well structures, intakes and cribs, pumping stations, treatment plants, storage tanks, pipelines and appurtenances, or a combination thereof, actually used or intended for use for the purpose of furnishing water for drinking or household purposes.

  • Tourism destination project means a qualified non-gaming business facility that will be among the most visited privately owned or operated tourism or recreation sites in the State, and which is located within the qualified incentive area and has been determined by the authority to be in an area appropriate for development and in need of economic development incentive assistance, including a non-gaming business within an established Tourism District with a significant impact on the economic viability of that District.

  • School bus means every motor vehicle owned by a public or governmental agency or private school and operated for the transportation of pupils, children of pupils, teachers and other persons acting in a supervisory capacity, to or from school or school activities, or, privately owned and operated for compensation for the transportation of pupils, children of pupils, teachers and other persons acting in a supervisory capacity to or from school or school activities (Education Law §11[1] and Vehicle and Traffic Law §142).

  • Stations means the Owned Stations and the Contract Stations.

  • Games means games of chance.

  • Marijuana wholesaler means a person who purchases marijuana items in this state for resale to a person other than a consumer.

  • Campsite means any place where any bedding, sleeping bag, or other material used for bedding purposes, or any stove or fire is placed, established or maintained for the purpose of maintaining a temporary place to live, whether or not such place incorporates the use of any tent, lean-to, shack, or any other structure, or any vehicle or part thereof.

  • Transient lodging means a room or a suite of rooms.

  • Retail marijuana store means an entity licensed to purchase marijuana from marijuana cultivation facilities and marijuana and marijuana products from marijuana product manufacturing facilities and to sell marijuana and marijuana products to consumers.

  • Recreational Vehicle (RV means a vehicle, which is:

  • Transient guest means a natural person staying less than 30 consecutive days.

  • Casino means a casino as defined in section 1 of the KwaZulu-Natal Gaming and Betting Act, 2010 (Act No. 8 of 2010);

  • Class III Gaming means Class III Gaming as defined in the IGRA.

  • Bicycle lane means that portion of a roadway designated by signs and/or pavement markings for

  • Passenger compartment means the space for occupant accommodation, bounded by the roof, floor, side walls, doors, outside glazing and front bulkhead and the plane of the rear compartment bulkhead or the plane of the rear-seat back support.

  • School climate means the quality and character of school life with a particular focus on the quality of the relationships within the school community between and among students and adults.

  • Common Channel Signaling (CCS means an out-of-band, packet-switched, signaling network used to transport supervision signals, control signals, and data messages. It is a special network, fully separate from the transmission path of the public switched network. Unless otherwise agreed by the Parties, the CCS protocol used by the Parties shall be SS7.