Financial Releases Archives - Motorsport Games https://motorsportgames.com/press/financial-releases/ Tue, 28 Oct 2025 10:14:34 +0000 en-US hourly 1 https://wordpress.org/?v=6.6.4 https://motorsportgames.com/wp-content/uploads/2020/12/cropped-G_512x512Artboard-1-copy-32x32.png Financial Releases Archives - Motorsport Games https://motorsportgames.com/press/financial-releases/ 32 32 Motorsport Games to Report Third Quarter 2025 Financial Results https://motorsportgames.com/motorsport-games-to-report-third-quarter-2025-financial-results/ Tue, 28 Oct 2025 13:00:44 +0000 https://motorsportgames.com/?p=22919 MIRAMAR, Florida – October 28, 2025 – Motorsport Games Inc....

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MIRAMAR, Florida – October 28, 2025 Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”), a racing game developer, publisher and esports ecosystem provider of official motorsport racing series, will report its financial results for the third quarter of 2025 on Thursday, November 6, 2025 after market close.  Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.” This webcast will be available live and remain accessible as a recording for 12 months following the date of the call. The call may also be accessed live by dialing 1-833-316-1983 or 1-785-838-9310 and using Conference ID “MOTOR”.

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate Version 1.0 featuring new cars, updated 2025 content and additional improvements. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also powers F1® Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Website and Social Media Disclosure:

Investors and others should note that the Company announces material financial information to its investors using its investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. The Company uses these channels, as well as social media and blogs, to communicate with its investors and the public about the Company and its products. It is possible that the information the Company posts on its websites, social media and blogs could be deemed to be material information. Therefore, the Company encourages investors, the media and others interested in the Company to review the information it posts on the websites, social media channels and blogs, including the following (which list the Company will update from time to time on its investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
    Instagram: msportgames
    Facebook: Motorsport Games
    LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release. 

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

 

 

 

 

 

 

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Motorsport Games to Report Second Quarter 2025 Financial Results https://motorsportgames.com/motorsport-games-to-report-second-quarter-2025-financial-results/ Thu, 07 Aug 2025 20:10:16 +0000 https://motorsportgames.com/?p=22882 MIAMI, Florida – August 7, 2025 – Motorsport Games Inc....

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MIAMI, Florida – August 7, 2025 Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”), a racing game developer, publisher and esports ecosystem provider of official motorsport racing series, will report its financial results for the second quarter of 2025 on Wednesday, August 13, 2025 after market close.  Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.” This webcast will be available live and remain accessible as a recording for 12 months following the date of the call. The call may also be accessed live by dialing 1-800-579-2543 or 1-785-424-1789 and using Conference ID “MOTOR”.

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate Version 1.0 featuring new cars, updated 2025 content and additional improvements. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also powers F1® Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Website and Social Media Disclosure:

Investors and others should note that the Company announces material financial information to its investors using its investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. The Company uses these channels, as well as social media and blogs, to communicate with its investors and the public about the Company and its products. It is possible that the information the Company posts on its websites, social media and blogs could be deemed to be material information. Therefore, the Company encourages investors, the media and others interested in the Company to review the information it posts on the websites, social media channels and blogs, including the following (which list the Company will update from time to time on its investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
  Instagram: msportgames
  Facebook: Motorsport Games
  LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release. 

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

 

 

 

 

 

 

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Motorsport Games Celebrates Significant Month for Le Mans Ultimate and Studio 397 https://motorsportgames.com/motorsport-games-celebrates-significant-month-for-le-mans-ultimate-and-studio-397/ Wed, 09 Jul 2025 20:10:52 +0000 https://motorsportgames.com/?p=22863 MIAMI, Florida – July 9, 2025 — Motorsport Games Inc....

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MIAMI, Florida – July 9, 2025 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”) is today reporting on reaching key operational milestones for Le Mans Ultimate, the official game of the FIA World Endurance Championship and the 24 Hours of Le Mans, and RaceControl, the Company’s matchmaking and online racing system, which provides enhanced access to online features, including championships, extended registration periods, and priority driver reports.

June was a pivotal month for the FIA World Endurance Championship as the biggest motorsport endurance event of the year in real-life took place – the 24 Hours of Le Mans, from which Le Mans Ultimate draws its name and inspiration. Motorsport Games and Studio 397 B.V., a wholly owned subsidiary of the Company (“Studio 397”), planned and executed significant activities, updates and promotion around this extraordinary event.

On June 10, Motorsport Games delivered a large update, bringing support for Teams and Driver Swaps along with Custom Liveries for RaceControl Pro subscribers – the Company’s online ecosystem platform that supports optional subscriptions for power-users, granting additional features. Following this, on June 13, the Company announced an official release date for the game to transition to “version 1.0” full release away from Early Access, adding two new cars free for all players (Aston Martin Valkyrie AMR LMH and Mercedes AMG LMGT3 Evo). Finally, Studio 397 confirmed the addition of the European Le Mans Series to the game as an expansion to the existing agreement with the Automobile Club de l’Ouest, the organizer of the 24 Hours of Le Mans endurance race.

The net result of June activity has resulted in new heights for the growing Le Mans Ultimate racing simulator title. Firstly, reaching an all-time peak concurrent player count– higher than the initial launch levels in February 2024 and over double that in the previous month. This latest title in the Company’s portfolio has also set a record for a Studio 397 product by generating revenues over the past eighteen months approximately eleven times faster than the prior racing title, rFactor 2. Similarly, subscriptions to the RaceControl service, which provides additional support to all our titles including Le Mans Ultimate, grew by 148% in June 2025 compared to the prior month, breaking all monthly revenue records since the new service was deployed in December 2024.

“We continue to be encouraged by the positive reception of the game, as evidenced by the achievements during this significant month for the title” commented Stephen Hood, President and Chief Executive Officer of Motorsport Games.

Hood continued, “With the version 1.0 release set to follow shortly with new exciting content on July 22, alongside quality of life fixes, followed by new licensed content in the form of the European Le Mans Series, not to mention the much requested Career Mode confirmed to be in development and expected to be delivered in early 2026, we are delighted with the upward trajectory of both product and service performance.”

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as an official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward-Looking Statements

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements or information in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, the statements concerning releasing version 1.0 of Le Mans Ultimate, adding the European Le Mans Series to the game, delivering Career Mode in early 2026, and making racing games that are authentically close to reality and building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, the ability to release version 1.0 of Le Mans Ultimate as planned, the ability to continue development of the game in key areas, the ability to add the European Le Mans Series to the game and deliver Career Mode as planned and the ability to make racing games that are authentically close to reality and build a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, its Quarterly Reports on Form 10-Q filed with the SEC during 2025, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites Social Media
motorsportgames.com Twitter: @msportgames
Instagram: msportgames
Facebook: Motorsport Games
LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

 

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Motorsport Games Reports First Quarter 2025 Financial Results https://motorsportgames.com/motorsport-games-reports-first-quarter-2025-financial-results/ Fri, 09 May 2025 20:10:27 +0000 https://motorsportgames.com/?p=22822 MIAMI, Florida – May 9, 2025 — Motorsport Games Inc....

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MIAMI, Florida – May 9, 2025 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”) today reported financial results for its first quarter ended March 31, 2025. The Company has also posted the first quarter 2025 earnings slides highlighting key milestones that occurred during and subsequent to the period, which are accessible on the Company’s investor relations website.

“Following our recently announced closing of a $2.5 million private placement, led by virtual reality company Pimax, along with increased revenue from our Le Mans Ultimate racing title, we are confident that the business is showcasing an improved outlook,” commented Stephen Hood, President and Chief Executive Officer of Motorsport Games.

Hood continued, “With the immediate future secure, the business is undertaking efforts to create opportunities for growth within our existing portfolio of games but to also look for exciting new product opportunities that can benefit from the investment made into our technology, as showcased with the successful Le Mans Ultimate simulation game”

“Looking ahead, Q2 2025 is likely to be a busy period for our Le Mans Ultimate game with a significant update planned for June 10th featuring new game features and the release of the final 2024 season content pack with more exciting news for the game set to be released in the near future.”

First Quarter 2025 and Subsequent Business Update

Net income attributable to Motorsport Games Inc. of $1.0 million in Q1 2025 compared to a net loss of $1.7 million in Q1 2024, an improvement of $2.7 million.
Net income attributable to Class A common stock was $0.33 per share in Q1 2025, compared to a net loss per share of $0.61 in Q1 2024.
Released update for Le Mans Ultimate in February 2025 that included the addition of three more LMGT3 category cars along with significant quality of life improvements.
Raised $2.5 million in gross proceeds from a private placement of the Company’s Class A common stock and issuance of a pre-funded warrant, which closed on April 11, 2025.

Select Financial Highlights for the Three Months Ended March 31, 2025

Revenue for the first quarter of 2025 was approximately $1.8 million compared to approximately $3.0 million for the same period in the prior year, a decrease of approximately $1.3 million, or 41.9%. Gross profit was $1.3 million compared to $2.4 million for the same period in the prior year, a decrease of $1.1 million, while gross profit margin decreased to 73.5% from 78.0%.

Net income for the first quarter of 2025 was $1.0 million, compared to a net loss of $1.7 million for the same period in the prior year, an improvement of $2.7 million. The increase in net income is driven by an increase in other operating income of $0.5 million, which represents the amount to be reimbursed to the Company for legal fees pursuant to the Innovate Settlement Agreement entered on March 27, 2025, a $1.7 million reduction in total operating expenses primarily related to headcount reductions in Q4 2024 and a $0.2 million gain from the Settlement Agreement entered into with Luminis on February 20, 2025. Net income attributable to Class A common stock was $0.33 per share for the first quarter of 2025, compared to a net loss of $0.61 for the same period in the prior year.

Adjusted EBITDA(1) for the first quarter of 2025 was $0.6 million, compared to an Adjusted EBITDA loss(1) of $1.0 million for the same period in the prior year. The improvement in Adjusted EBITDA of $1.6 million was primarily due to the same factors driving the previously discussed change in net income for the first quarter of 2025 when compared to the same period in the prior year, as well as a decrease in stock-based compensation compared to the prior year period.

The following table provides a reconciliation from net income (loss) to Adjusted EBITDA(1) for the first quarter of 2025 and 2024, respectively:

Three Months

Ended

March 31, 2025

Three Months

Ended

March 31, 2024

Net income (loss) $ 1,022,613 $ (1,683,398)
Interest expense, net 13,010 30,882
Depreciation and amortization (1) 252,057 601,946
EBITDA 1,287,680 (1,050,570)
Gain from settlement of purchase commitment liabilities (175,460)
Gain from Settlement Agreement (500,000)
Stock-based compensation 68,191
Adjusted EBITDA $ 612,220 $ (982,379)
(1) Includes $233,931 and $528,222 of amortization expenses included in cost of revenues for the three months ended March 31, 2025 and 2024, respectively.

Cash Flow and Liquidity

As of March 31, 2025, the Company had cash and cash equivalents of approximately $1.1 million, which increased to $3.1 million as of April 30, 2025. The increase in cash and cash equivalents was primarily due to $2.35 million in net proceeds from a private placement of the Company’s Class A common stock and issuance of a pre-funded warrant, which closed on April 11, 2025. During the three months ended March 31, 2025, the Company generated an average positive cash flow from operations of approximately $0.1 million per month, and while it has taken, and continues to take measures to reduce its costs, the Company expects to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles.

The Company’s future liquidity and capital requirements include funds to support the planned costs to operate its business, including amounts required to fund working capital, support the development and introduction of new products, maintain existing titles, and certain capital expenditures.

In order to address its liquidity shortfall, the Company continues to explore several options, including, but not limited to: i) additional funding in the form of potential equity and/or debt financing arrangements or similar transactions (collectively, “Capital Financing”); ii) other strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets; and iii) cost reduction and restructuring initiatives, each of which is described more fully below.

On October 3, 2024, the Company implemented additional measures intended to continue to bring down its year-over-year operating expense through a reduction of the Company’s workforce primarily in the United States and the United Kingdom by approximately 23 employees and contractors. The workforce reduction impacted approximately 23 individuals or 38% of the Company’s employees worldwide. The Company recorded a restructuring charge related to the workforce reduction, primarily consisting of severance and redundancy costs of approximately $0.2 million. The Company recognized and paid out the majority of the restructuring charge in the fourth quarter of fiscal year 2024.

On July 29, 2024, the Company completed a registered direct offering of shares of common stock and pre-funded warrants to purchase shares of common stock and concurrent private placement of warrants to purchase shares of common stock with H.C. Wainwright & Co., LLC acting as the exclusive placement agent, which offerings raised approximately $1.0 million in gross proceeds before deducting the placement agent’s fees and other offering expenses. The Company intends to use the net proceeds from this offering for working capital and general corporate purposes.

On April 11, 2025, the Company entered into a securities purchase agreement with several institutional and accredited investors for the issuance and sale in a private placement (the “Private Placement”) of the following securities for aggregate gross proceeds of approximately $2.5 million: (i) 1,894,892 shares of the Company’s Class A common stock, par value $0.0001 (the “Class A Common Stock”) and (ii) a pre-funded warrant (the “Pre-Funded Warrant”) to purchase up to 377,836 shares of Class A Common Stock at an exercise price of $0.0001 per share. The purchase price for one share of Class A Common Stock was $1.10 and the purchase price for one pre-funded warrant was $1.0999 per share, representing a premium of approximately 33% to the closing price of the Company’s Class A common stock as of April 10, 2025. The Company received net proceeds of approximately $2.35 million from the Private Placement, after deducting estimated offering expenses payable by the Company. The Company intends to use the net proceeds received from the Private Placement primarily for working capital and general corporate expenses and other strategic initiatives approved by the Company’s board of directors.

Due to the continuing uncertainty surrounding the Company’s ability to raise funding in the form of potential Capital Financing, and in light of its liquidity position and anticipated future funding requirements, the Company continues to explore other strategic alternatives and potential options for its business, including, but not limited to, the sale or licensing of certain of the Company’s assets in addition to the past sales of its NASCAR License and Traxion.

If any such additional strategic alternative is executed, it is expected it would help to improve the Company’s working capital position and reduce overhead expenditures, thereby lowering the Company’s expected future cash-burn, and provide some short-term liquidity relief. Nonetheless, even if the Company is successful in implementing one or more additional strategic alternatives, the Company will continue to require additional funding and/or further cost reduction measures in order to continue operations, which includes further restructuring of its business and operations. There are no assurances that the Company will be successful in implementing any additional strategic plans for the sale or licensing of its assets, or any other strategic alternative, which may be subject to the satisfaction of conditions beyond the Company’s control.

As the Company continues to address its liquidity constraints, the Company may need to make further adjustments to its product roadmap in order to reduce operating cash burn. Additionally, the Company continues to seek to improve its liquidity through maintaining and enhancing cost control initiatives. The Company plans to continue evaluating the structure of its business for additional changes in order to improve both its near-term and long-term liquidity position, as well as create a healthy and sustainable Company from which to operate.

There can be no assurance that the Company would be able to take any of the actions referred to above because of a variety of commercial or market factors, including, without limitation, market conditions being unfavorable for an equity or debt issuance or similar transactions, loans not being available from third parties, or that the transactions may not be permitted under the terms of the Company’s various debt instruments then in effect, such as due to restrictions on the incurrence of debt, incurrence of liens, asset dispositions and related party transactions. In addition, such actions, if taken, may not enable the Company to satisfy its capital requirements if the actions that the Company is able to consummate do not generate a sufficient amount of additional capital.

(1)Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). Reconciliations of the Non-GAAP Measure to net income (loss), its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net income (loss) plus interest expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) gain from settlement of license liabilities and other agreements; (ii) impairment of intangible assets; (iii) loss contingency expense; and (iv) stock-based compensation expenses.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using the Non-GAAP Measure by using it to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Non-GAAP Measure may not be comparable to other similarly titled measures of other companies.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today, May 9, 2025, to discuss its financial results. The live conference call can be accessed by dialing 1-800-267-6316 or 1-203-518-9783 and using Conference ID “MOTOR”. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves an official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward-Looking Statements

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements or information in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning (i) our confidence that the Company is showcasing an improved outlook; (ii) our efforts to create opportunities for growth within our current portfolio of games and new product opportunities that can benefit from the investment made in our technology; (iii) the significant update planned for our Le Mans Ultimate game featuring new game features, the release of the final 2024 content pack and more exciting news for the game set to be released in the near future; (iv) not having sufficient cash on hand to fund operations over the next year and additional funding being required in order to continue operations; (v) obtaining additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; (vi) entering into strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets in addition to past sales of its NASCAR license and Traxion; and (vii) the Company’s ability to improve its liquidity through further cost reduction and restructuring initiatives.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside of the Company’s control and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, including delays in the release of new game features and the release of the final 2024 season content pack, failure to improve the Company’s long-term funding needs in order to produce the great game experiences it has proved it can offer under its new business structure, decreased sales of the Company’s products due to the disposition of key assets, further changes in the Company’s product roadmap, the Company’s inability to deliver new products and/or new content or features for existing products, and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of its new game titles and/or less than anticipated benefits from its future technologies, the Company experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs, the Company’s inability to establish partnerships with additional service providers to come onboard to the Company’s ecosystem and, in addition to the factors set forth in (ii) through (vi) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events or other offerings; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment, a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under any cost reduction and restructuring initiatives; (v) difficulties and/or delays in resolving the Company’s liquidity and capital requirements due to reasons including, without limitation, difficulties in securing funding that is on commercially acceptable terms to the Company or at all, such as the Company’s inability to complete in whole or in part any potential debt and/or equity financing transactions or similar transactions, any inability to achieve cost reductions, including, without limitation, those which the Company expects to achieve through any cost reduction and restructuring initiatives, as well as any inability to consummate one or more strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets, and/or less than expected benefits resulting from any such strategic alternative; and/or (vi) difficulties, delays or the Company’s inability to successfully complete any cost reduction and restructuring initiatives, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing any cost reduction and restructuring initiatives, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from any cost reduction and restructuring initiatives and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions.

Factors other than those referred to above could also cause the Company’s results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) the Company’s ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (ii) the Company’s ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iii) unanticipated operating costs, transaction costs and actual or contingent liabilities; (iv) the ability to attract and retain qualified employees and key personnel; (v) adverse effects of increased competition; (vi) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (vii) the Company’s inability to protect its intellectual property; and/or (vii) local, industry and general business and economic conditions.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, its Quarterly Reports on Form 10-Q filed with the SEC during 2025, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites Social Media
motorsportgames.com Twitter: @msportgames
Instagram: msportgames
Facebook: Motorsport Games
LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

Appendix:

The following table provides a comparative summary of the Company’s financial results for the periods presented:

MOTORSPORT GAMES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

  Three Months Ended March 31,  
  2025     2024  
Revenues $ 1,758,453 $ 3,029,036
Cost of revenues 465,386 666,627
Gross profit 1,293,067 2,362,409
Operating expenses:
Sales and marketing 97,701 250,386
Development 601,953 1,063,357
General and administrative [1] 1,168,482 2,190,266
Depreciation and amortization 18,126 73,724
Total operating expenses 1,886,262 3,577,733
Other operating income 500,000
Loss from operations (93,195) (1,215,324)
Interest expense (13,010) (30,882)
Other income (expense), net 1,128,818 (437,192)
Net income (loss) 1,022,613 (1,683,398)
Less: Net loss attributable to non-controlling interest (18,445) (18,442)
Net income (loss) attributable to Motorsport Games Inc. $ 1,041,058 $ (1,664,956)
Net income (loss) per Class A common share attributable to Motorsport Games Inc.:
Basic and diluted $ 0.33 $ (0.61)
Weighted-average shares of Class A common stock outstanding:
Basic and diluted 3,183,558 2,722,728
[1] Includes related party expenses of $37,500 and $81,217 for the three months ended March 31, 2025 and 2024, respectively.

 

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Motorsport Games to Report First Quarter 2025 Financial Results https://motorsportgames.com/motorsport-games-to-report-first-quarter-2025-financial-results/ Tue, 06 May 2025 20:05:46 +0000 https://motorsportgames.com/?p=22818 MIAMI, Florida – May 6, 2025 – Motorsport Games Inc....

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MIAMI, Florida – May 6, 2025 Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”), a racing game developer, publisher and esports ecosystem provider of official motorsport racing series, will report its financial results for the first quarter of 2025 on Friday, May 9, 2025 after market close.  Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.” This webcast will be available live and remain accessible as a recording for 12 months following the date of the call. The call may also be accessed live by dialing 1-800-267-6316 or 1-203-518-9783 and using Conference ID “MOTOR”.

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also powers F1® Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Website and Social Media Disclosure:

Investors and others should note that the Company announces material financial information to its investors using its investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. The Company uses these channels, as well as social media and blogs, to communicate with its investors and the public about the Company and its products. It is possible that the information the Company posts on its websites, social media and blogs could be deemed to be material information. Therefore, the Company encourages investors, the media and others interested in the Company to review the information it posts on the websites, social media channels and blogs, including the following (which list the Company will update from time to time on its investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
    Instagram: msportgames
    Facebook: Motorsport Games
    LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

 Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

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Motorsport Games Regains Compliance With Nasdaq Listing Rules https://motorsportgames.com/motorsport-games-regains-compliance-with-nasdaq-listing-rules-2/ Thu, 17 Apr 2025 21:00:12 +0000 https://motorsportgames.com/?p=22814 MIAMI, Florida – April 17, 2025 – Motorsport Games Inc....

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MIAMI, Florida – April 17, 2025 – Motorsport Games Inc. (“Motorsport Games” or “the Company”), the racing game developer and publisher of prominent simulation racing (or “sim racing”) titles including Le Mans Ultimate, is pleased to announce that it has regained compliance with the stockholders’ equity requirement of the Nasdaq Stock Market (“Nasdaq”) as set forth in Nasdaq Listing Rule 5550(b)(1).

Chief Executive Officer of Motorsport Games Inc., Stephen Hood commented, “We see regaining compliance with the Nasdaq Capital Market’s equity requirement as a strong validation of the progress we’ve made. We believe that this update, along with the recent strategic investment led by Pimax, reinforces our momentum and positions us to continue to deliver upon our promise.”

“With recent product momentum on show with Le Mans Ultimate along with our new subscription service through RaceControl and reduced overheads through tighter cost-control measures and a more-efficient sized team, there is a belief throughout management that we can deliver upon the opportunities and unique proposition we have with in our market to increase shareholder value.”

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as an official simulation racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com

Forward Looking Statements

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “can,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “see,” “opportunity” and similar expressions are intended to identify such forward-looking statements.

These forward-looking statements include, but are not limited to, statements concerning the Company’s regaining compliance with the Nasdaq Capital Market’s equity requirement, along with the recent strategic investment led by Pimax, reinforcing the Company’s momentum and positioning the Company to continue to deliver upon its promise; management delivering upon the opportunities and unique proposition the Company has within its market to increase shareholder value; the Company’s ability to maintain compliance with the continued listing requirements of The Nasdaq Capital Market, including the minimum stockholders’ equity requirement set forth in Listing Rule 5550(b)(1); and whether the Company will be able to evidence compliance with such minimum stockholders’ equity requirement upon the filing of its quarterly report for period ended March 31, 2025.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of the Company and are difficult to predict. Examples of such risks and uncertainties include, without limitation: (i) the Company’s ability to obtain equity financing arrangements or similar transactions; (ii) the Company’s ability to demonstrate compliance with Nasdaq’s minimum stockholders’ equity requirement; (iii) the Company’s ability to otherwise maintain compliance with any other continued listing requirement of The Nasdaq Capital Market; and (iv) the risk that the Company’s Class A common stock may be subject to delisting if the Company fails to evidence compliance with the continued listing requirement of The Nasdaq Capital Market upon the filing of the Company’s next period report.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date. Additionally, the business and financial materials and any other statement or disclosure on, or made available through, the Company’s website or other websites referenced or linked to this press release shall not be incorporated by reference into this press release.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites Social Media
motorsportgames.com Twitter: @msportgames
  Instagram: msportgames
  Facebook: Motorsport Games
  LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

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Motorsport Games Inc. Announces $2.5 Million Strategic Investment led by Virtual Reality Company Pimax https://motorsportgames.com/motorsport-games-inc-announces-2-5-million-strategic-investment-led-by-virtual-reality-company-pimax/ Tue, 15 Apr 2025 12:50:49 +0000 https://motorsportgames.com/?p=22795 MIAMI, Florida – April 15, 2025 – Motorsport Games Inc....

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MIAMI, Florida – April 15, 2025 – Motorsport Games Inc. (“Motorsport Games” or “the Company”), the racing game developer and publisher of prominent simulation racing (or “sim racing”) titles including Le Mans Ultimate, is today announcing a private placement offering for gross proceeds of approximately $2.5 million, before deducting offering expenses, pursuant to a definitive agreement entered into on April 11, 2025 (the “Purchase Agreement”) with certain institutional and accredited investors, including an affiliate of Pimax Innovation Inc. (“Pimax”), a Delaware technology company and a global leader in high-end virtual reality (“VR”) headsets, to issue 1,894,892 shares of the Company’s Class A common stock and a pre-funded warrant to purchase up to 377,836 shares of Class A common stock at an exercise price of $0.0001 per share.

The private placement closed as to gross proceeds of $2.4 million from the majority of the investors on April 11, 2025, and is expected to close as to the remaining $100,000 with one investor on April 15, 2025. The pre-funded warrant will be exercisable upon the effective date of stockholder approval of the issuance of the shares issuable upon the exercise thereof. The purchase price for one share of Class A common stock was $1.10 and the purchase price for one pre-funded warrant was $1.0999 per share, representing a premium of approximately 33% to the closing price of the Company’s Class A common stock as of April 10, 2025.

The investment is expected to improve the Company’s cash position, fund working capital and general corporate expenses, and also provide funding to accelerate future product development whilst helping the Company regain compliance with The Nasdaq Capital Market’s minimum stockholders’ equity requirement set forth in Listing Rule 5550(b)(1). Pursuant to the terms of the Purchase Agreement, the Company agreed to appoint an individual designated by the purchasers that purchased at least 50.1% in interest of the shares and the pre-funded warrants based on the initial subscription amounts under the Purchase Agreement to serve as a Class II director on the Company’s board of directors for a term expiring at the Company’s 2026 annual meeting of stockholders. The Purchase Agreement further provides that the purchasers holding a 50.1% interest in the securities issued upon closing of the private placement shall have the right to appoint an individual to the Company’s management team, subject to board approval.

Stephen Hood, Chief Executive Officer and President of Motorsport Games, stated, “We have been very happy with the response to our very public desire to seek further investment in the Company and after comprehensive talks with Pimax, we are delighted to conclude their investment in Motorsport Games. This investment comes at a premium of approximately 33% over the closing price of the Company’s Class A common stock as of April 10, 2025, which we believe will inspire confidence in our company. Both parties are excited about the potential synergies between our companies. With Motorsport Games’ leading Le Mans Ultimate racing simulation title featuring some of the best virtual reality gaming today and Pimax leading the market with innovative VR hardware, the opportunity to combine efforts and deliver a new era in a growing market is infinitely more feasible when working as one.”

Mr. Hood continued, “We are excited to have Pimax as partners and believe that it represents excellent value to our shareholders as we solidify the Company’s financial position to give greater confidence in our ability to excel. Similarly, we expect favorable reception from our passionate fans who are likely to be as excited as we are to have additional funding available for the business.”

Robin Weng, Founder and Chairman of Pimax commented “Sim racing players make up a vital part of the Pimax community. Through our partnership with Motorsport Games, we aim to better understand and address the specific needs of this user group, enhancing their experience with tailored VR solutions. We believe the future of sim racing lies in the shift from flat screens to fully immersive VR. Motorsport Games, known for its industry-leading realism, shares our belief that realism is the most important metric in user experience. Together, we’re accelerating this transition and pushing the boundaries of immersion. Pimax will continue to explore similar vertical partnerships to strengthen our user-focused strategy, build deeper engagement, and grow long-term loyalty within our passionate communities.”

The securities sold and to be sold in the offering, including the shares of Class A common stock underlying the pre-funded warrant, were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder and have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the unregistered common warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as an official simulation racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com

About Pimax:

Founded in 2015, Pimax is a pioneer in high-end virtual reality technology, driven by the vision of pushing the boundaries of innovation and helping humanity transcend its limitations through immersive technology. The company gained global recognition with the world’s first 4K VR headset and has continued to lead the industry with a series of breakthrough products, including the groundbreaking Pimax 8K, whose Kickstarter campaign set a reigning Guinness World Record for the most successful crowdfunded VR project. Other milestones include the Pimax 8KX, which won Best VR Product at CES 2020, and the CES 2024 Innovation Award-winning Pimax Crystal. Known for its cutting-edge hardware, Pimax headsets feature ultra-high resolution, high refresh rates, an ultra-wide field of view, and advanced technologies such as QLED with mini-LED backlighting, glass aspheric lenses, proprietary SLAM tracking, and high-bandwidth bridge chips that enable visually lossless data transmission from PC to headset. These innovations have made Pimax a favorite among demanding VR enthusiasts seeking unmatched clarity and immersion. Continuing to push the limits of what VR can deliver, Pimax has introduced the Crystal Light, Crystal Super—the world’s first retina-level VR headset—and the upcoming Dream Air, further demonstrating its commitment to shaping the future of virtual reality.

For more information about Pimax visit: www.pimax.com

Forward Looking Statements

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “likely,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “opportunity,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, the statements concerning the expected closing of the remaining investor on April 15, 2025, investment improving the Company’s cash position, funding working capital and general corporate expenses, and also providing funding to accelerate future product development whilst helping the Company regain compliance with The Nasdaq Capital Market’s minimum stockholders’ equity requirement set forth in Listing Rule 5550(b)(1),. the premium of the transaction price compared to the closing price of our Class A common stock inspiring confidence in the Company, the potential synergies between Pimax and the Company, the Company and Pimax combining efforts and delivering a new era in a growing market working as one, having Pimax as partners representing excellent value to the Company’s shareholders, giving greater confidence in the Company’s ability to excel, the partnership with Pimax receiving a favorable reception from the Company’s fans, the Company’s fans being as excited as the Company to have additional funding available for the Company’s business, the place of fully immersive VR in the future of sim racing, the Company’s potential with Pimax to accelerate a transition from flat screens to fully immersive VR, and the opportunities for greater integration to deliver new experiences, whilst continuing to drive innovation, marketing and revenue opportunities. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, the Company’s ability to close on the remaining $100,000, when anticipated, if at all, the Company’s ability to regain compliance with the Nasdaq Capital Market’s minimum stockholders’ equity requirement set forth in Listing Rule 5550(b)(1), the Company’s ability to  accelerate future product development, the Company’s ability to deliver a new era in a growing market working as one with Pimax, and the Company’s ability to execute on the opportunities to deliver new experiences, whilst continuing to drive innovation, marketing and revenue opportunities. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date. Additionally, the business and financial materials and any other statement or disclosure on, or made available through, Motorsport Games’ website or other websites referenced or linked to this press release shall not be incorporated by reference into this press release.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites Social Media
motorsportgames.com Twitter: @msportgames
Instagram: msportgames
Facebook: Motorsport Games
LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Motorsport Games Investors:

Investors@motorsportgames.com

Motorsport Games Media:

PR@motorsportgames.com

Pimax Media:

jaap@pimax.com

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Motorsport Games Reports Fourth Quarter & Full Year 2024 Financial Results https://motorsportgames.com/motorsport-games-reports-fourth-quarter-full-year-2024-financial-results/ Thu, 20 Mar 2025 20:10:45 +0000 https://motorsportgames.com/?p=22785 MIAMI, Florida – March 20, 2025 — Motorsport Games Inc....

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MIAMI, Florida – March 20, 2025 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”) today reported financial results for its fourth quarter and fiscal year ended December 31, 2024. The Company has also posted the fourth quarter and fiscal year-end 2024 earnings slides highlighting key milestones that occurred during and subsequent to the period, which are accessible on the Company’s investor relations website.

“2024 was a revitalizing year for the company with improved revenues, reduced cash burn and the release of our new title Le Mans Ultimate in Early Access” commented Stephen Hood, President and Chief Executive Officer of Motorsport Games.

“The most recent updates to the game in December 2024 and February 2025 delivered significant uplift to player numbers and consumer sentiment for the title. These releases included the popular LMGT3 category of cars from famous manufacturers such as Ferrari, McLaren and Porsche and were accompanied by noteworthy feature improvements including hosted servers and the release of a brand-new optional subscription service that out-of-the-gate performed above internal expectations, creating a new and valuable revenue stream for the company.”

Hood continued, “These successes translate into the improved health of the company with revenue from greater sales across the product, downloadable content and the new subscription offering. The perception of the company, the game, and its potential has opened new conversations with potential partners, publishers or partners for projects such as console ports of Le Mans Ultimate or business investment.”

Fourth Quarter 2024 and Subsequent Business Update

Revenues of $2.0 million in Q4 2024 compared to revenues of $1.7 million in Q4 2023, an improvement of $0.3 million or 13%;
Net loss attributable to Class A common stock was $0.94 per share for the year ended December 31, 2024, compared to a net loss per share of $5.56 for the year ended December 31, 2023;
Reached a milestone of 100,000 net unit sales of Le Mans Ultimate in Q4 2024, the official game of the FIA World Endurance Championship and the 24 Hours of Le Mans;
Launched RaceControl’s new subscription offering in December 2024 reflecting strong user engagement and demand for integrated services of this type; and
In February 2025, released further updates to Le Mans Ultimate to further bolster content and the content available to players by adding three more LMGT3 category cars along with significant game play improvements.

 Financial Results for the Three Months Ended December 31, 2024

Revenue for the fourth quarter of 2024 was $2.0 million compared to $1.7 million for the same period in the prior year, an increase of $0.3 million, or 13.0%. Gross profit was $0.9 million compared to $1.1 million for the same period in the prior year, a decrease of $0.2 million, while gross profit margin decreased to 45.8% from 61.4%.

Net loss for the fourth quarter of 2024 was $2.9 million, compared to net income of $2.7 million for the same period in the prior year, a decrease of $5.6 million. The increase in net loss is driven by an increase in other expenses of $2.2 million, which is primarily comprised of foreign currency losses incurred remeasuring transactions denominated in a currency other than U.S. dollars. Furthermore, in Q4 2023, other operating income included a $3.0 million gain related to the sale of our NASCAR License to iRacing in October 2023. Consequently, net loss attributable to Class A common stock was $0.89 per share for the fourth quarter of 2024, compared to net income of $0.97 for the same period in the prior year.

Adjusted EBITDA loss(1) for the fourth quarter of 2024 was $2.5 million, compared to Adjusted EBITDA(1) of $0.4 million for the same period in the prior year. The reasons for the decrease in Adjusted EBITDA are the same as those discussed in respect of the change in net income (loss) for the period and comparative quarter, as well as a decrease in stock-based compensation compared to the prior year period.

The following table provides a reconciliation from net loss to Adjusted EBITDA(1) for the fourth quarter of 2024 and 2023, respectively:

  Three Months Ended
December 31, 2024
    Three Months Ended
December 31, 2023
 
Net (Loss) Income $ (2,879,131) $ 2,671,021
Interest expense, net 30,277 98,929
Depreciation and amortization (1) 833,920 602,800
EBITDA (2,014,934) 3,372,750
Gain on sale of NASCAR License (500,000) (3,037,341)
Stock-based compensation 47,221 81,242
Adjusted EBITDA $ (2,467,713) $ 416,651
(1) Includes $514,166 and $489,582 of amortization expenses included in cost of revenues for the three months ended December 31, 2024 and 2023, respectively.

Financial Results for the Year Ended December 31, 2024

Revenue for the full year 2024 was $8.7 million compared to $6.9 million for the prior year period, an increase of $1.8 million, or 25.7%. Gaming segment revenues represented 100% and 95.8% of the Company’s total 2024 and 2023 revenues, respectively, increasing by $2.1 million, or 31.2%, when compared to the prior year. The increase in Gaming segment revenues was primarily due to $3.0 million in digital game and downloadable content sales relating to sales of Le Mans Ultimate released on PC in February 2024, offset by $0.5 million and $0.4 million in lower revenues for NASCAR and rFactor 2 titles, respectively. Esports segment revenues represented 0% and 4.2% of our total 2024 and 2023 revenues, respectively, decreasing by $0.3 million, or 100%, when compared to the prior year. The decrease in Esports segment revenue was due to us not organizing a Le Mans Virtual Series (“LMVS”) event in 2024, resulting in no earned sponsorship or events revenue in 2024. Consolidated gross profit was $5.5 million for the full year 2024 compared to $3.3 million for the prior year period, an increase of $2.2 million, while gross profit margin increased to 62.9% from 47.6%.

Net loss for the full year 2024 was $3.0 million, or $0.94 per share, compared to a net loss of $14.3 million, or $5.56 per share, for the same period in the prior year, an improvement of $11.3 million, or $4.62 per share. Lower cost of goods sold and operating expenses were key contributors to the decrease in net loss for the full year 2024 when compared to the prior year period, partially offset by an increase in other operating income.

Adjusted EBITDA loss(1) was $3.9 million for the full year 2024, compared to Adjusted EBITDA loss(1) of $9.3 million for the same period in prior year, an improvement of $5.4 million. The decrease in Adjusted EBITDA loss(1) was primarily due to the same factors driving the previously discussed change in net loss for the full year 2024 when compared to the prior year period.

The following table provides a reconciliation from net loss to Adjusted EBITDA loss(1) for the fiscal years ended December 31, 2024 and 2023, respectively:

Twelve Months Ended

December 31, 2024

Twelve Months Ended

December 31, 2023

Net Loss $ (3,048,071) $ (14,323,185
Interest expense, net 120,757 772,989
Depreciation and amortization (1) 2,589,437 2,115,430
EBITDA (337,877) (11,434,766
Gain from settlement of license liabilities (3,248,000)
Loss contingency expenses 232,359
Impairment of intangible assets 4,004,627
Gain on sale of NASCAR License (500,000) (3,037,341
Stock-based compensation 152,959 957,302
Adjusted EBITDA $ (3,932,918) (9,277,819)
(1) Includes $2,380,785 and $1,716,729 of amortization expenses included in cost of revenues for the years ended December 31, 2024 and 2023, respectively.

For additional information regarding the Company’s liquidity, see the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 to be filed with the Securities and Exchange Commission (the “SEC”).

 Cash Flow and Liquidity

As of December 31, 2024, the Company had cash and cash equivalents of approximately $0.9 million, which increased to $1.2 million as of February 28, 2025. During the year ended December 31, 2024, the Company had negative cash flows from operations of approximately $2.8 million, representing an average monthly net cash burn from operations of approximately $0.2 million. While it has taken measures to reduce its costs, the Company expects to continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles.

Based on its cash and cash equivalents position and the average monthly cash burn, the Company does not believe it has sufficient cash on hand to fund its operations over the next year and that additional funding will be required in order to continue operations. In order to address its liquidity short fall, the Company is actively exploring several options, including, but not limited to: i) additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; ii) other strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its sales of its NASCAR license and Traxion; and iii) further cost reduction and restructuring initiatives.

There can be no assurances that the Company will be able to secure additional liquidity through the means referenced above, nor can there be any assurances that the Company can sufficiently reduce costs and restructure its business to sufficiently lower its cash burn to sustainable levels and therefore meet its ongoing cash requirements. Further, other factors can impact the Company’s liquidity position, including, but not limited to, the Company’s level of sales and expenditures, as well as accounts receivable, and accrued expenses.

(1)Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). Reconciliations of the Non-GAAP Measure to net income (loss), its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net income (loss) plus interest expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) gain from settlement of license liabilities (ii) gain on sale of NASCAR License (iii) impairment of intangible assets; (iv) loss contingency expense and (v) stock-based compensation expenses.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using the Non-GAAP Measure by using it to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Non-GAAP Measure may not be comparable to other similarly titled measures of other companies.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today, March 20, 2025, to discuss its financial results. The live conference call can be accessed by dialing 1-800-267-6316 or 1-203-518-9783 and using Conference ID “MOTOR”. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also powers F1® Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward-Looking Statements

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements or information in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning the Company’s expectation to continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles; the Company the Company not having sufficient cash on hand to fund operations over the next year and additional funding being required in order to continue operations; obtaining additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; entering into strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its sales of its NASCAR license and Traxion; and the Company’s ability to improve its liquidity through further cost reduction and restructuring initiatives.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside of the Company’s control and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to: (i) the Company’s inability to deliver new products and/or new content or features for existing products, and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of its new game titles and/or less than anticipated benefits from its future technologies, the Company experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs, the Company’s inability to establish partnerships with additional service providers to come onboard to the Company’s ecosystem and, in addition to the factors set forth in (ii) through (vi) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events or other offerings; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment, a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under any cost reduction and restructuring initiatives; (v) difficulties and/or delays in resolving the Company’s liquidity and capital requirements due to reasons including, without limitation, difficulties in securing funding that is on commercially acceptable terms to the Company or at all, such as the Company’s inability to complete in whole or in part any potential debt and/or equity financing transactions or similar transactions, any inability to achieve cost reductions, including, without limitation, those which the Company expects to achieve through any cost reduction and restructuring initiatives, as well as any inability to consummate one or more strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets, and/or less than expected benefits resulting from any such strategic alternative; and/or (vi) difficulties, delays or the Company’s inability to successfully complete any cost reduction and restructuring initiatives, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing any cost reduction and restructuring initiatives, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from any cost reduction and restructuring initiatives and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites Social Media
motorsportgames.com Twitter: @msportgames
Instagram: msportgames
Facebook: Motorsport Games
LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

 

Appendix:

The following tables provide a comparative summary of the Company’s financial results for the periods presented:

MOTORSPORT GAMES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended

December 31,

For the Year Ended

December 31,

  2024     2023     2024     2023  
Revenues $ 1,973,827 $ 1,747,318 $ 8,687,462 $ 6,909,674
Cost of revenues 1,070,753 674,113 3,225,750 3,620,495
Gross profit 903,074 1,073,205 5,461,712 3,289,179
Operating expenses:
Sales and marketing [1] 107,631 279,454 739,098 1,690,772
Development [2] 597,716 1,485,413 3,378,346 7,237,154
Impairment of intangible assets 4,004,627
General and administrative [3] 1,334,479 1,907,073 6,883,468 9,367,030
Depreciation and amortization 24,639 120,879 208,652 398,701
Total operating expenses 2,064,465 3,792,819 11,209,564 22,698,284
Gain from settlement of license liabilities 3,248,000
Other operating income 500,000 3,037,341 750,000 3,037,341
(Loss) income from operations (661,391 ) 317,727 (1,749,852 ) (16,371,764 )
Interest expense (30,277 ) (98,929 ) (120,757 ) (772,989 )
Other (expense) income, net (2,187,463 ) 2,452,223 (1,177,462 ) 2,821,568
Net (loss) income (2,879,131 ) 2,671,021 (3,048,071 ) (14,323,185 )
Less: Net loss attributable to non-controlling interest (18,442 ) (295,115 )
Net (loss) income attributable to Motorsport Games Inc. $ (2,860,689 ) $ 2,671,021 $ (2,752,956 ) $ (14,323,185 )
Net (loss) income per Class A common share attributable to Motorsport Games Inc.:
Basic and Diluted $ (0.89 ) $ 0.97 $ (0.94 ) $ (5.56 )
Weighted-average shares of Class A common stock outstanding:
Basic and Diluted 3,218,542 2,752,462 2,922,091 2,577,451

 

[1] Includes related party expenses of $0 and $0 for the three months ended December 31, 2024 and 2023, respectively, and $0 and $17,076 for the years ended December 31, 2024 and 2023, respectively.

[2] Includes related party expenses of $0 and $5,155 for the three months ended December 31, 2024 and 2023, respectively, and $0 and $51,516 for the years ended December 31, 2024 and 2023, respectively.

[3] Includes related party expenses of $37,500 and $81,159 for the three months ended December 31, 2024 and 2023, respectively, and $226,272 and $379,944 for the years ended December 31, 2024 and 2023, respectively.

 

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Motorsport Games Inc. Announces Business Updates and Preliminary 2024 Results https://motorsportgames.com/motorsport-games-inc-announces-business-updates-and-preliminary-2024-results/ Tue, 04 Feb 2025 14:06:01 +0000 https://motorsportgames.com/?p=22751 MIAMI, Florida – February 4, 2025 – Motorsport Games Inc....

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MIAMI, Florida – February 4, 2025 – Motorsport Games Inc. (NASDAQ: MSGM), a racing game developer and publisher, today announced operational, financial and other business updates.

Recent Highlights and Accomplishments

Expected to generate fourth quarter 2024 revenues ranging from $1.8 million to $2.1 million and full year 2024 total revenues ranging from $8.5 million to $8.8 million;
Recorded strong revenues during December, boosted by the release of new content for Le Mans Ultimate, a title still in early access that has surpassed 100,000 net unit sales;
Launched a new subscription option within our growing RaceControl platform, our online service providing multiplayer and community related features in support of our game titles;
Recorded cash from RaceControl’s new subscription offering exceeding internal forecasts, reflecting strong user engagement and demand for integrated services of this type; and
The Company expects to continue expanding Le Mans Ultimate throughout at least 2025 given the positive market reception and strong attachment rate of additional content offerings.

Stephen Hood, CEO of Motorsport Games, stated, “We ended the year with strong momentum and with player enthusiasm for Le Mans Ultimate high as a result of the new content and features delivered in December. These preliminary quarterly and full year 2024 results reflect our continued focused strategy to create great gaming experiences whilst streamlining our business costs. We aim to further this positive course and our concerted efforts in the racing game market with rFactor 2, Le Mans Ultimate and our partnership with Kindred Concepts (F1® Arcade) into 2025.”

Mr. Hood further stated, “Management and the Board continue to engage with potential investors about financing and strategic partnerships as we consider strategic alternatives to maximize shareholder value. This includes a potential sale or merger of the Company and to seek funding that would allow us to deliver on viable opportunities to grow revenue, including expanding on the early success of Le Mans Ultimate and potentially bring it to Sony PlayStation and Microsoft Xbox gaming consoles and reach a larger potential gaming market.”

2024 Financial Results

The Company currently expects to report revenues ranging from $1.8 million to $2.1 million for the fourth quarter of 2024, and from $8.5 million to $8.8 million for the year ended December 31, 2024. During the fourth quarter and year ended December 31, 2023, the Company reported revenues of $1.7 million and $6.9 million, respectively.

Total operating expenses are expected to range from $2.0 million to $2.4 million for the fourth quarter of 2024, and from $11.1 million to $11.5 million for the year ended December 31, 2024. During the fourth quarter and year ended December 31, 2023, the Company reported total operating expenses of $3.8 million and $22.7 million, respectively.

Net loss is expected to range from $2.5 million to $2.9 million for the fourth quarter of 2024, and from $2.6 million to $3.0 million for the year ended December 31, 2024. During the fourth quarter and year ended December 31, 2023, the Company reported net income of $2.7 million and net loss of $14.3 million, respectively.

The Company expects to report its full fourth quarter and fiscal year 2024 financial results later this quarter. The preliminary financial results described in this update have not been audited and are subject to adjustment based on the Company’s completion of year-end financial close processes.

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward Looking Statements

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements.

These forward-looking statements include, but are not limited to, the statements concerning the preliminary financial results on an unaudited basis for the quarter and year ending December 31, 2024, including anticipated revenues ranging from $1.8 million to $2.1 million for the fourth quarter of 2024, and from $8.5 million to $8.8 million for the year ended December 31, 2024; total operating expenses ranging from $2.0 million to $2.4 million for the fourth quarter of 2024, and from $11.1 million to $11.5 million for the year ended December 31, 2024; and net loss ranging from $2.5 million to $2.9 million for the fourth quarter of 2024, and from $2.6 million to $3.0 million for the year ended December 31, 2024.

These preliminary results are based on the most current information available to management and are subject to completion of the financial closing procedures. Further, these preliminary estimates are not a comprehensive statement or estimate of the Company’s financial results or financial condition as of and for the year ended December 31, 2024. The unaudited preliminary financial information included herein has been prepared by, and is the responsibility of, management. The Company’s independent registered public accounting firm has not audited, reviewed, compiled or completed its procedures with respect to such unaudited financial information and, accordingly, such firm does not express an opinion or any other form of assurance with respect thereto. Actual results may differ from these preliminary results. Accordingly, you should not place undue reliance on these preliminary estimates.

The company assumes no obligation to update these preliminary estimates except as required by law.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, the Company’s ability to achieve the preliminary results provided.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date. Additionally, the business and financial materials and any other statement or disclosure on, or made available through, Motorsport Games’ website or other websites referenced or linked to this press release shall not be incorporated by reference into this press release.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites Social Media
motorsportgames.com Twitter: @msportgames
Instagram: msportgames
Facebook: Motorsport Games
LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

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Motorsport Games Reports Third Quarter 2024 Financial Results https://motorsportgames.com/motorsport-games-reports-third-quarter-2024-financial-results/ Thu, 14 Nov 2024 21:10:02 +0000 https://motorsportgames.com/?p=22696 MIAMI, Florida – November 14, 2024 — Motorsport Games Inc....

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MIAMI, Florida – November 14, 2024 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”) today reported financial results for its third quarter ended September 30, 2024. The Company has also posted the third quarter 2024 earnings slides highlighting key milestones that occurred during and subsequent to the period, which are accessible on the Company’s investor relations website.

“The business has continued to take useful strides in Q3 2024 with further product updates, business streamlining and in the assessment of undertaking of the previously announced “strategic alternatives” remarked Stephen Hood, President and Chief Executive Officer of Motorsport Games.

“Our second downloadable content (DLC) offering for Le Mans Ultimate completed the 2024 Hypercar grid whilst a free update to all players has enabled new gameplay opportunities that capture the spirit of Le Mans. An innovative co-op mode allows players to compete alongside their friends at a time convenient to them and save states have been added to the Race Weekend mode, adding a new dimension to the single player experience designed to enable more players to enjoy our offering in an increasingly busy market. Players can expect another major uplift in the game next month with the release of the first GT3 cars, a hotly requested content update available as a mix of DLC which includes a free car alongside new game functionality that is sure to further boost the vitality of what has been a strong opening 2024 for Le Mans Ultimate.”

Hood continued “From a business perspective, the work to turn the business around has not stopped. We are pleased to see an improvement in several key financial performance indicators, highlighting that the business is now in a stable position for the next phase of growth. We recently announced that Motorsport Games is considering “strategic alternatives” and the Motorsport Games board of directors and I are in the process of reviewing the options available to us with a view to improve our long-term funding needs in order to produce the great game experiences we have proved that we can offer under our new business structure. The number of expressions of interest received serves to reinforce our belief in the opportunities ahead.”

Third Quarter 2024 Business Update

Net income attributable to Motorsport Games Inc. of $0.01 million in Q3 2024 compared to a net loss of $3.6 million in Q3 2023, an improvement of $3.6 million.
Net income attributable to Class A common stock was $0.00 per share in Q3 2024, compared to a net loss per share of $1.31 in Q3 2023.
Released Le Mans Ultimate Innovative Co-op Game Mode, Save & Load System and 2024 Pack 2 DLC in September 2024.
Raised $1.0 million in gross proceeds from an RDO transaction in July 2024.

Select Financial Highlights for the Three Months Ended September 30, 2024

Revenue for the third quarter of 2024 was $1.8 million compared to $1.7 million for the same period in the prior year, an increase of $0.1 million, or 6.4%. Gross profit was $1.1 million compared to $0.9 million for the same period in the prior year, an increase of $0.2 million, while gross profit margin increased to 60.2% from 50.9%.

Net loss for the third quarter of 2024 was $0.6 million, compared to a net loss of $3.5 million for the same period in the prior year, an improvement of $2.9 million. The decrease in net loss is driven by an increase in other income of $2.0 million, which is primarily comprised of foreign currency gains incurred remeasuring transactions denominated in a currency other than U.S. dollars. Net loss also decreased due to a $0.5 million reduction in operating expenses related to headcount reductions and lower general and administrative expenses during the three months ended September 30, 2024 compared to the same prior year period, as well as a $0.2 million improvement in gross profit. Net income attributable to Class A common stock was $0.00 per share for the third quarter of 2024, compared to a net loss of $1.31 for the same period in the prior year.

Adjusted EBITDA(1) for the third quarter of 2024 was $0.1 million, compared to an Adjusted EBITDA loss(1) of $2.5 million for the same period in the prior year. The decrease in Adjusted EBITDA loss(1) of $2.6 million was primarily due to the same factors driving the previously discussed change in net income for the third quarter of 2024 when compared to the same period in the prior year, as well as a decrease in stock-based compensation compared to the prior year period.

The following table provides a reconciliation from net loss to Adjusted EBITDA (loss)(1) for the third quarter of 2024 and 2023, respectively:

  Three Months Ended

September 30, 2024

    Three Months Ended

September 30, 2023

 
Net loss $ (573,025 ) $ (3,534,132)
Interest expense, net 29,852 230,190
Depreciation and amortization (1) 566,411 501,399
EBITDA 23,238 (2,802,543)
Loss contingency expenses 232,359
Stock-based compensation 26,889 105,524
Adjusted EBITDA $ 50,127 $ (2,464,660)

 

(1) Includes $519,260 and $417,794 of amortization expenses included in cost of revenues for the three months ended September 30, 2024 and 2023, respectively.

Cash Flow and Liquidity

As of September 30, 2024, the Company had cash and cash equivalents of approximately $0.8 million, which decreased to $0.5 million as of October 31, 2024. During the nine months ended September 30, 2024, the Company had negative cash flows from operations of approximately $0.7 million, representing an average monthly net cash burn from operations of approximately $0.1 million. While it has taken measures to reduce its costs, the Company expects to continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles.

Based on its cash and cash equivalents position and the average monthly cash burn, the Company does not believe it has sufficient cash on hand to fund its operations over the next year and that additional funding will be required in order to continue operations. In order to address its liquidity short fall, the Company is actively exploring several options, including, but not limited to: i) additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; ii) other strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its recent sales of its NASCAR license and Traxion; and iii) further cost reduction and restructuring initiatives.

There can be no assurances that the Company will be able to secure additional liquidity through the means referenced above, nor can there be any assurances that the Company can sufficiently reduce costs and restructure its business to sufficiently lower its cash burn to sustainable levels and therefore meet its ongoing cash requirements. Further, other factors can impact the Company’s liquidity position, including, but not limited to, the Company’s level of sales and expenditures, as well as accounts receivable, and accrued expenses. For additional information regarding the Company’s liquidity, see the Company’s Quarterly Report on Form 10-Q for the three months ended September 30, 2024 to be filed with the Securities and Exchange Commission (the “SEC”).

(1)Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). Reconciliations of the Non-GAAP Measure to net loss, its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net loss plus interest expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) loss contingency expenses; and (ii) stock-based compensation expenses.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using the Non-GAAP Measure by using it to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Non-GAAP Measure may not be comparable to other similarly titled measures of other companies.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today, November 14, 2024, to discuss its financial results. The live conference call can be accessed by dialing 1-800-579-2543 or 1-785-424-1789 and using Conference ID “MOTOR”. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward-Looking Statements

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements or information in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning (i) the implementation of a major uplift in the Le Mans Ultimate game next month with the release of the first GT3 cars; (ii) the Company’s current position allowing for the next phase of growth; (iii) improving the Company’s long-term funding needs in order to produce the great game experiences it has proved it can offer under its new business structure; (iv) not having sufficient cash on hand to fund operations over the next year and additional funding being required in order to continue operations; (v) obtaining additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; (vi) entering into strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its recent sales of its NASCAR license and Traxion; and (vii) the Company’s ability to improve its liquidity through further cost reduction and restructuring initiatives.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside of the Company’s control and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, including delays in the implementation of a major uplift in the Le Mans Ultimate game next month with the release of the first GT3 cars, failure to improve the Company’s long-term funding needs in order to produce the great game experiences it has proved it can offer under its new business structure, decreased sales of the Company’s products due to the disposition of key assets, further changes in the Company’s product roadmap, the Company’s inability to deliver new products and/or new content or features for existing products, and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of its new game titles and/or less than anticipated benefits from its future technologies, the Company experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs, the Company’s inability to establish partnerships with additional service providers to come onboard to the Company’s ecosystem and, in addition to the factors set forth in (ii) through (vi) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events or other offerings; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment, a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under any cost reduction and restructuring initiatives; (v) difficulties and/or delays in resolving the Company’s liquidity and capital requirements due to reasons including, without limitation, difficulties in securing funding that is on commercially acceptable terms to the Company or at all, such as the Company’s inability to complete in whole or in part any potential debt and/or equity financing transactions or similar transactions, any inability to achieve cost reductions, including, without limitation, those which the Company expects to achieve through any cost reduction and restructuring initiatives, as well as any inability to consummate one or more strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets, and/or less than expected benefits resulting from any such strategic alternative; and/or (vi) difficulties, delays or the Company’s inability to successfully complete any cost reduction and restructuring initiatives, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing any cost reduction and restructuring initiatives, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from any cost reduction and restructuring initiatives and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions.

Factors other than those referred to above could also cause the Company’s results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) the Company’s ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (ii) the Company’s ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iii) unanticipated operating costs, transaction costs and actual or contingent liabilities; (iv) the ability to attract and retain qualified employees and key personnel; (v) adverse effects of increased competition; (vi) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (vii) the Company’s inability to protect its intellectual property; and/or (vii) local, industry and general business and economic conditions.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2023, its Quarterly Reports on Form 10-Q filed with the SEC during 2024, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites Social Media
motorsportgames.com Twitter: @msportgames
Instagram: msportgames
Facebook: Motorsport Games
LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

Appendix:

The following tables provide a comparative summary of the Company’s financial results for the periods presented:

 

MOTORSPORT GAMES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

  Three Months Ended

September 30,

    Nine Months Ended

September 30,

 
  2024     2023     2024     2023  
Revenues $ 1,802,946 $ 1,693,871 $ 6,713,635 $ 5,162,356
Cost of revenues 716,723 831,479 2,154,997 2,946,382
Gross profit 1,086,223 862,392 4,558,638 2,215,974
Operating expenses:
Sales and marketing [1] 175,532 358,120 631,467 1,411,318
Development [2] 848,528 1,566,839 2,780,630 5,751,741
Impairment of intangible assets 4,004,627
General and administrative [3] 1,946,897 1,526,614 5,548,989 7,459,957
Depreciation and amortization 47,151 75,614 184,013 277,822
Total operating expenses 3,018,108 3,527,187 9,145,099 18,905,465
Gain from settlement of license liabilities 3,248,000
Other operating income 250,000
Loss from operations (1,931,885) (2,664,795) (1,088,461) (16,689,491)
Interest expense (29,852) (230,190) (90,480) (674,060)
Other income (expense), net 1,388,712) (639,147) 1,010,001 369,345
Net loss (573,025) (3,534,132) (168,940) (16,994,206)
Less: Net (loss) income attributable to non-controlling interest (582,852) 29,375 (1,270,382) 98,356
Net income (loss) attributable to Motorsport Games Inc. $ 9,827 $ (3,563,507) $ 1,101,442 $ (17,092,562)
Net income (loss) per Class A common share attributable to Motorsport Games Inc.:
Basic and Diluted $ 0.00 $ (1.31) $ 0.39 $ (6.73)
Weighted-average shares of Class A common stock outstanding:
Basic and Diluted 3,024,366 2,720,328 2,823,274 2,538,863

[1] Includes related party expenses of $0 and $0 for the three months ended September 30, 2024 and 2023, respectively, and $0 and $17,076 for the nine months ended September 30, 2024 and 2023, respectively.

[2] Includes related party expenses of $0 and $15,439 for the three months ended September 30, 2024 and 2023, respectively, and $0 and $46,361 for the nine months ended September 30, 2024 and 2023, respectively.

[3] Includes related party expenses of 37,500 and $116,530 for the three months ended September 30, 2024 and 2023, respectively, and $188,772 and $298,190 for the nine months ended September 30, 2024 and 2023, respectively.

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Motorsport Games to Report Third Quarter 2024 Financial Results https://motorsportgames.com/motorsport-games-to-report-third-quarter-2024-financial-results/ Mon, 11 Nov 2024 21:01:12 +0000 https://motorsportgames.com/?p=22693 MIAMI, Florida – November 11, 2024 – Motorsport Games Inc....

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MIAMI, Florida – November 11, 2024 Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”), a racing game developer, publisher and esports ecosystem provider of official motorsport racing series, will report its financial results for the third quarter of 2024 on Thursday, November 14, 2024 after market close.  Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.” This webcast will be available live and remain accessible as a recording for 12 months following the date of the call. The call may also be accessed live by dialling 1-800-579-2543 or 1-785-424-1789 and using Conference ID “MOTOR”.

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also powers F1® Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Website and Social Media Disclosure:

Investors and others should note that the Company announces material financial information to its investors using its investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. The Company uses these channels, as well as social media and blogs, to communicate with its investors and the public about the Company and its products. It is possible that the information the Company posts on its websites, social media and blogs could be deemed to be material information. Therefore, the Company encourages investors, the media and others interested in the Company to review the information it posts on the websites, social media channels and blogs, including the following (which list the Company will update from time to time on its investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
    Instagram: msportgames
    Facebook: Motorsport Games
    LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release. 

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

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Motorsport Games Considering Strategic Alternatives https://motorsportgames.com/motorsport-games-considering-strategic-alternatives/ Fri, 04 Oct 2024 21:00:52 +0000 https://motorsportgames.com/?p=22682 MIAMI, Florida – October 4, 2024 — Motorsport Games Inc....

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MIAMI, Florida – October 4, 2024 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”) is announcing that the Board of Directors has authorized management to consider strategic alternatives to maximize shareholder value, including a potential sale or merger of the Company. Management is also seeking funding that would allow it to deliver on viable opportunities including bringing Le Mans Ultimate to Sony PlayStation and Microsoft Xbox gaming consoles. Le Mans Ultimate is the official game of the FIA World Endurance Championship and the 24 Hours of Le Mans, and was released on PC platforms in early access in February 2024.

Furthermore, the Company has undergone a restructuring including headcount reductions that have been undertaken in its business as part of an ongoing initiative to reduce cash expenditure and further improve efficiency. As part of the restructuring, the Company determined to implement additional measures to continue to bring down its year-over-year operating expense through a reduction of the Company’s workforce primarily in the United States and the United Kingdom.

“We have implemented a strategic restructuring to further streamline operations, reduce costs, and strengthen our financial foundations. These changes position us to become a more agile, focused, and efficient company – one that is conscious of our forthcoming operating requirements  as well as within-reach growth opportunities.” commented Stephen Hood, CEO and President of Motorsport Games. “With our core talent and cutting-edge technology intact, we are excited about the future. The successful launch of Le Mans Ultimate, our pivotal role in F1 Arcade, and our plans for an innovative new title are clear signals of our commitment to driving the company forward.”

On the subject of strategic alternatives, Hood continued “Our board remains fully dedicated to delivering shareholder value and maximizing the business potential demonstrated by the recent and ongoing success of Le Mans Ultimate. Alongside this, our steadfast cost-cutting measures have optimized cash flow, allowing us to reverse prior over-expansion and operate more efficiently while investing in future growth. We continue to receive a growing number of inquiries from interested parties regarding strategic transactions, reflecting the positive response to our ongoing turnaround, not to mention growing confidence in our brand, vision and ability to deliver innovative games.”

There can be no assurances regarding the results or outcome of the consideration of strategic alternatives. The Company does not intend to comment further on this consideration of strategic alternatives process and will make further announcements in accordance with its ongoing disclosure obligations and pursuant to applicable laws and regulations.

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also powers F1®️ Arcade through a partnership with Kindred Concepts. Additionally, Motorsport Games is an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. All statements other than those that are purely historical are forward-looking statements. Words such as “expect,” “anticipate,” “believe,” “estimate,” “intend,” “plan,” “project,” and similar expressions also identify forward looking statements. Forward-looking statements include statements regarding estimated costs and savings related to the reduction of the Company’s workforce in the United States and the United Kingdom, the changes positioning the Company to become a more agile, focused, and efficient company – one that is conscious of our forthcoming operating requirements as well as within-reach growth opportunities; continuing to bring down the Company’s year-over-year operating expense through a reduction of the Company’s workforce primarily in the United States and the United Kingdom; the successful launch of Le Mans Ultimate, the Company’s pivotal role in F1 Arcade, and the Company’s plans for an innovative new title being clear signals of our commitment to driving the Company forward and the Company’s steadfast cost-cutting measures optimizing cash flow, allowing the Company to reverse prior over-expansion and operate more efficiently while investing in future growth;  the receipt of a growing number of inquiries from interested parties regarding strategic transactions, reflecting the positive response to the Company’s ongoing turnaround, not to mention growing confidence in its brand, vision and ability to deliver innovative games.. These forward-looking statements involve risks and uncertainties, and there are important factors that could cause the estimated future impact of such costs and savings and the expected timing of such actions to differ materially from the forward-looking statements, including without limitation, the risk that such costs may be greater than expected and such savings may be lower than expected; that the reduction of the Company’s workforce in the United States and the United Kingdom may adversely affect the Company’s ability to attract and retain qualified personnel and that such reduction may be distracting to employees and management; that such reduction may negatively impact the Company’s business operations and reputation; and that such reduction may not generate the intended benefits to the extent or on the timeline as expected; that  the Company may be unable to effect a strategic alternative and deliver shareholder value;. Additional information regarding risks and uncertainties associated with the Company’s business and a discussion of some of the factors that may cause actual results to differ materially from the results expressed or implied by such forward-looking statements can be found in the Company’s SEC filings, including the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and the Quarterly Report on Form 10-Q for the quarter ended June 30, 2024. These forward-looking statements are based on information as of the date hereof, and the Company assumes no obligation to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
  Instagram: msportgames
  Facebook: Motorsport Games
  LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors

Investors@motorsportgames.com

Media

PR@motorsportgames.com

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Motorsport Games Reports Second Quarter 2024 Financial Results https://motorsportgames.com/motorsport-games-reports-second-quarter-2024-financial-results/ Fri, 09 Aug 2024 20:10:57 +0000 https://motorsportgames.com/?p=22666 MIAMI, Florida – August 9, 2024 — Motorsport Games Inc....

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MIAMI, Florida – August 9, 2024 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”) today reported financial results for its second quarter ended June 30, 2024. The Company has also posted the second quarter 2024 earnings slides highlighting key milestones that occurred during and subsequent to the period, which are accessible on the Company’s investor relations website.

“We are pleased to have built upon the foundation that our successful launch of Le Mans Ultimate achieved in February 2024 in this quarter,” stated Stephen Hood, President and Chief Executive Officer of Motorsport Games. “For players, we’ve made significant improvements to the game through multiple updates and subsequently added a new revenue stream through our first paid-for downloadable content for the title, adding a second revenue stream.”

“There has also been traction this quarter and the following month of July in our constant efforts to improve the Company’s balance sheet and short-term cash needs. A settlement with INDYCAR LLC resulted in a $2.9 million liability reduction and our recent Registered Direct Offering (“RDO”) raised approximately $1 million in gross proceeds to fund business operations,” continued Hood. “Our business now boasts a promising product and development team with a significantly reduced operating expense base and detachment from historical challenges that we now believe presents an attractive opportunity to investors and potential acquirers. Given the strong customer reception to our ongoing development of the Le Mans Ultimate game, we have decided to accelerate efforts to bring this to title to games consoles and reach a larger audience.”

Second Quarter 2024 and Subsequent Business Update

Net income attributable to Motorsport Games Inc. of $2.4 million in Q2 2024 compared to a net loss of $8.2 million in Q2 2023, an improvement of $10.6 million.
Net income attributable to Class A common stock was $0.87 per share in Q2 2024, compared to a net loss per share of $3.04 in Q2 2023.
Executed INDYCAR Settlement Agreement and entered into new License Agreement with INDYCAR LLC in Q2 2024, resulting in a $2.5 million gain from settlement of the INDYCAR License liability.
Released inaugural paid downloadable content (“DLC”) pack for Le Mans Ultimate in July 2024, featuring Imola Circuit, Lamborghini SC63 LMDH and the 2024 Peugeot 9X8 LMH.
Raised $1.0 million in gross proceeds from an RDO transaction in July 2024.

Select Financial Highlights for the Three Months Ended June 30, 2024

Revenue for the second quarter of 2024 was $1.9 million compared to $1.7 million for the same period in the prior year, an increase of $0.2 million, or 8.2%. Gross profit was $1.1 million compared to $0.9 million for the same period in the prior year, an increase of $0.2 million, while gross profit margin increased to 59.0% from 50.2%.

Net income for the second quarter of 2024 was $2.1 million, compared to a net loss of $8.2 million for the same period in the prior year, an improvement of $10.3 million. The increase in net income is driven by a $6.9 million reduction in operating expenses related to headcount reductions, lower general and administrative expenses and no impairment of intangible assets recorded during the three months ended June 30, 2024 compared to the same prior year period. The increase in net income is also due to the recognition of a $2.5 million gain stemming from a Settlement and License Agreement with INDYCAR LLC, executed on May 17, 2024, and a gain of $0.6 million related to the Settlement Agreement with BARC (TOCA) LIMITED, the exclusive promoter of the British Touring Car Championship, signed on April 12, 2024. Furthermore, the Company recorded a $0.3 million gain from the sale on April 26, 2024 to Traxion.GG Limited of non-core assets. Net income attributable to Class A common stock was $0.87 per share for the second quarter of 2024, compared to a net loss of $3.04 for the same period in the prior year.

Adjusted EBITDA loss(1) for the second quarter of 2024 was $0.2 million, compared to an Adjusted EBITDA loss(1) of $2.7 million for the same period in the prior year. The decrease in Adjusted EBITDA loss(1) of $2.5 million was primarily due to the same factors driving the previously discussed change in net income for the second quarter of 2024 when compared to the same period in the prior year, as well as a decrease in stock-based compensation compared to the prior year period.

The following table provides a reconciliation from net income (loss) to Adjusted EBITDA (loss)(1) for the second quarter of 2024 and 2023, respectively:

Three Months Ended June 30, 2024 Three Months Ended June 30, 2023
Net income (loss) $ 2,087,483 $ (8,200,882)
Interest expense, net 29,746 244,750
Depreciation and amortization (1) 587,160 508,874
EBITDA 2,704,389 (7,447,258)
Acquisition-related expenses 336,172 231,607
Gain from settlement of license liabilities (3,248,000)
Impairment of intangible assets 4,004,627
Stock-based compensation 10,658 521,303
Adjusted EBITDA $ (196,781) $ (2,689,721)
(1) Includes $522,830 and $403,969 of amortization expenses included in cost of revenues for the three months ended June 30, 2024 and 2023, respectively.

Cash Flow and Liquidity

As of June 30, 2024, the Company had cash and cash equivalents of approximately $0.5 million, which increased to $1.3 million as of July 31, 2024. The increase in cash and cash equivalents was primarily due to $0.9 million in net proceeds received from a registered direct offering transaction that closed on July 29, 2024. During the six months ended June 30, 2024, the Company had negative cash flows from operations of approximately $1.4 million, representing an average monthly net cash burn from operations of approximately $0.2 million. While it has taken measures to reduce its costs, the Company expects to continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles.

Based on its cash and cash equivalents position and the average monthly cash burn, the Company does not believe it has sufficient cash on hand to fund its operations over the next year and that additional funding will be required in order to continue operations. In order to address its liquidity short fall, the Company is actively exploring several options, including, but not limited to: i) additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; ii) other strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its recent sales of its NASCAR license and Traxion; and iii) further cost reduction and restructuring initiatives.

There can be no assurances that the Company will be able to secure additional liquidity through the means referenced above, nor can there be any assurances that the Company can sufficiently reduce costs and restructure its business to sufficiently lower its cash burn to sustainable levels and therefore meet its ongoing cash requirements. Further, other factors can impact the Company’s liquidity position, including, but not limited to, the Company’s level of sales and expenditures, as well as accounts receivable, sales allowances, and accrued expenses. For additional information regarding the Company’s liquidity, see the Company’s Quarterly Report on Form 10-Q for the three months ended June 30, 2024 to be filed with the Securities and Exchange Commission (the “SEC”).

(1)Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). Reconciliations of the Non-GAAP Measure to net income (loss), its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net income (loss) plus interest expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) acquisition-related expenses; (ii) gain from settlement of license liabilities; (iii) impairment of intangible assets; and (iv) stock-based compensation expenses.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using the Non-GAAP Measure by using it to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Non-GAAP Measure may not be comparable to other similarly titled measures of other companies.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today, August 9, 2024, to discuss its financial results. The live conference call can be accessed by dialling 1-800-717-1738 or 1-646-307-1865. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward-Looking Statements 

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements or information in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning (i) improving the Company’s balance sheet and short-term cash needs; (ii) boasting a promising product and development team; (iii) the Company’s business presenting an attractive opportunity to investors and potential acquirers; (iv) having a net cash outflow from operations for the foreseeable future as the Company continues to develop its product portfolio and invest in developing new video game titles; (v) not having sufficient cash on hand to fund operations over the next year and additional funding being required in order to continue operations; (vi) additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; (vii) strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its recent sales of its NASCAR license and Traxion; and (viii) further cost reduction and restructuring initiatives.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside of the Company’s control and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, such as due to decreased sales of the Company’s products due to the disposition of key assets, further changes in the Company’s product roadmap, the Company’s inability to deliver new products and/or new content or features for existing products, a slower than anticipated economic recovery and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of its new game titles and/or less than anticipated benefits from its future technologies, the Company experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs, the Company’s inability to establish partnerships with additional service providers to come onboard to the Company’s ecosystem and, in addition to the factors set forth in (ii) through (vi) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events or other offerings; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment, a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending, or adverse developments relating to the ongoing war between Russia and Ukraine; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under any cost reduction and restructuring initiatives; (v) difficulties and/or delays in resolving the Company’s liquidity and capital requirements due to reasons including, without limitation, difficulties in securing funding that is on commercially acceptable terms to the Company or at all, such as the Company’s inability to complete in whole or in part any potential debt and/or equity financing transactions or similar transactions, any inability to achieve cost reductions, including, without limitation, those which the Company expects to achieve through any cost reduction and restructuring initiatives, as well as any inability to consummate one or more strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets, and/or less than expected benefits resulting from any such strategic alternative; and/or (vi) difficulties, delays or the Company’s inability to successfully complete any cost reduction and restructuring initiatives, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing any cost reduction and restructuring initiatives, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from any cost reduction and restructuring initiatives and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions.

Factors other than those referred to above could also cause the Company’s results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) the Company’s ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (ii) the Company’s ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iii) unanticipated operating costs, transaction costs and actual or contingent liabilities; (iv) the ability to attract and retain qualified employees and key personnel; (v) adverse effects of increased competition; (vi) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (vii) the Company’s inability to protect its intellectual property; and/or (vii) local, industry and general business and economic conditions.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2023, its Quarterly Reports on Form 10-Q filed with the SEC during 2024, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites Social Media 
motorsportgames.com Twitter: @msportgames
Instagram: msportgames
Facebook: Motorsport Games
LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

 

Appendix:

The following tables provide a comparative summary of the Company’s financial results for the periods presented:

MOTORSPORT GAMES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

Three Months Ended
June 30,
Six Months Ended
June 30,
2024 2023 2024 2023
Revenues $ 1,881,653 $ 1,739,130 $ 4,910,689 $ 3,468,485
Cost of revenues 771,647 866,167 1,438,274 2,114,903
Gross profit 1,110,006 872,963 3,472,415 1,353,582
Operating expenses:
Sales and marketing [1] 205,549 434,788 455,935 1,053,198
Development [2] 868,745 1,787,768 1,932,102 4,184,902
Impairment of intangible assets 4,004,627 4,004,627
General and administrative [3] 1,411,826 3,154,233 3,602,092 5,933,343
Depreciation and amortization 63,138 104,854 136,862 202,208
Total operating expenses 2,549,258 9,486,270 6,126,991 15,378,278
Gain from settlement of license liabilities 3,248,000 3,248,000
Other operating income 250,000 11,563 250,000 127,660
Income (loss) from operations 2,058,748 (8,601,744) 843,424 (13,897,036)
Interest expense (29,746 ) (244,750) (60,628) (443,870)
Other income (loss), net 58,481 645,612 (378,711) 880,832
Net income (loss) 2,087,483 (8,200,882) 404,085 (13,460,074)
Less: Net (loss) income attributable to non-controlling interest (288,823) 11,207 (687,530) 68,981
Net income (loss) attributable to Motorsport Games Inc. $ 2,376,306 $ (8,212,089) $ 1,091,615 $ (13,529,055)
Net income (loss) per Class A common share attributable to Motorsport Games Inc.:
Basic and Diluted $ 0.87 $ (3.04) $ 0.40 $ (5.53)
Weighted-average shares of Class A common stock outstanding:
Basic and Diluted 2,722,728 2,704,106 2,722,728 2,448,131

[1] Includes related party expenses of $0 and $0 for the three months ended June 30, 2024 and 2023, respectively, and $0 and $17,076 for the six months ended June 30, 2024 and 2023, respectively.

[2] Includes related party expenses of $0 and $15,435 for the three months ended June 30, 2024 and 2023, respectively, and $0 and $30,923 for the six months ended June 30, 2024 and 2023, respectively.

[3] Includes related party expenses of $70,055 and $89,831 for the three months ended June 30, 2024 and 2023, respectively, and $151,272 and $181,876 for the six months ended June 30, 2024 and 2023, respectively.

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Motorsport Games to Report Second Quarter 2024 Financial Results https://motorsportgames.com/motorsport-games-to-report-second-quarter-2024-financial-results/ Tue, 06 Aug 2024 13:00:28 +0000 https://motorsportgames.com/?p=22660 MIAMI, Florida – August 6, 2024 – Motorsport Games Inc....

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MIAMI, Florida – August 6, 2024 Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”), a racing game developer, publisher and esports ecosystem provider of official motorsport racing series, will report its financial results for the second quarter of 2024 on Friday, August 9, 2024 after market close.  Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.” This webcast will be available live and remain accessible as a recording for 12 months following the date of the call. The call may also be accessed live by dialling 1-800-717-1738 or 1-646-307-1865.

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also powers F1® Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
    Instagram: msportgames
    Facebook: Motorsport Games
    LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release. 

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

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Motorsport Games Announces $1 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules https://motorsportgames.com/motorsport-games-announces-1-million-registered-direct-offering-priced-at-the-market-under-nasdaq-rules/ Fri, 26 Jul 2024 12:45:08 +0000 https://motorsportgames.com/?p=22600 MIAMI, July 26, 2024 — Motorsport Games Inc. (NASDAQ: MSGM)...

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MIAMI, July 26, 2024 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”), today announced that it has entered into definitive agreements for the sale and issuance of 460,830 shares of Class A common stock (or pre-funded warrants in lieu thereof) of the Company at an offering price of $2.17 per share (or per pre-funded warrant in lieu thereof), in a registered direct offering priced at-the-market under the Nasdaq rules. In a concurrent private placement, Motorsport Games will issue unregistered Series A warrants to purchase up to 460,830 shares of Class A common stock and unregistered Series B warrants to purchase up to 460,830 shares of Class A common stock, each will be exercisable on the effective date of stockholder approval of the issuance of the shares upon exercise of the unregistered common warrants (the “Stockholder Approval”), at an exercise price of $2.17 per share. The Series A warrants will expire five and one-half years following the Stockholder Approval and the Series B will expire 18 months following the Stockholder Approval.  The closing of the offering is expected to occur on or about July 29, 2024, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The gross proceeds to the Company from this offering are expected to be approximately $1 million, before deducting the placement agent’s fees and other offering expenses. Motorsport Games intends to use the net proceeds from this offering for working capital and general corporate purposes.

A “shelf” registration statement (File Number 333-262462) relating to the offered shares of Class A common stock (or pre-funded warrants in lieu thereof) being offered in the registered direct offering (but excluding the unregistered common warrants and the shares of common stock underlying the unregistered common warrants issued in the concurrent private placement) was filed with the Securities and Exchange Commission (“SEC”) on February 1, 2022 and became effective on February 10, 2022. The offering of the shares of Class A common stock (or pre-funded warrants in lieu thereof) in the registered direct offering is being made only by means of a prospectus, including a prospectus supplement, forming a part of an effective registration statement. A prospectus supplement and accompanying prospectus relating to the registered direct offering will be filed with the SEC. Electronic copies of the prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at www.sec.gov or by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com.

The unregistered common warrants and the shares of common stock underlying the unregistered common warrants described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the unregistered common warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward Looking Statements

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements.

These forward-looking statements include, but are not limited to, the statements concerning the completion of the offering, the satisfaction of customary closing conditions related to the offering, the anticipated use of proceeds therefrom and the receipt of stockholder approval.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, market and other conditions.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date. Additionally, the business and financial materials and any other statement or disclosure on, or made available through, Motorsport Games’ website or other websites referenced or linked to this press release shall not be incorporated by reference into this press release.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites                                                                                             Social Media

motorsportgames.com                                                                         Twitter: @msportgames

Instagram: msportgames

Facebook: Motorsport Games

LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

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Motorsport Games Inc. Announces Preliminary Financial Results for Q2 2024 https://motorsportgames.com/motorsport-games-inc-announces-preliminary-financial-results-for-q2-2024/ Wed, 10 Jul 2024 13:00:49 +0000 https://motorsportgames.com/?p=22589 MIAMI, Florida – July 10, 2024 – Motorsport Games Inc....

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MIAMI, Florida – July 10, 2024 – Motorsport Games Inc. (NASDAQ: MSGM), a racing game developer and publisher, today disclosed its preliminary financial results on an unaudited basis for the quarter ending June 30, 2024.

The company anticipates reporting net income ranging between $1.6 million and $1.8 million for the quarter ending June 30, 2024, compared to a net loss of $8.2 million reported during the same period in the previous year.

This expected increase in net income is primarily due to:

  • Recognition of a $2.5 million gain stemming from a Settlement and Licensing Agreement with INDYCAR LLC, executed on May 17, 2024.
  • A gain of $0.6 million related to the Settlement Agreement with BARC (TOCA) LIMITED, the exclusive promoter of the British Touring Car Championship, signed on April 12, 2024.
  • Recording of a $250,000 gain from the sale on April 26, 2024 to Traxion.GG Limited of non-core assets, generating $200,000 in cash and $50,000 worth of marketing services to be provided by Traxion.GG Limited.

Net loss from operations for the quarter ending June 30, 2024 are expected to be between $1.2 million and $1.4 million, compared to a net loss from operations of $8.6 million reported during the same period in the prior year. Additionally, Motorsport Games expects to report revenues for the six months ended June 30, 2024 to be between $4.7 million and $4.9 million, an increase from $3.5 million in the comparable prior-year period.

Stephen Hood, CEO of Motorsport Games, stated, “These preliminary results reflect our focused strategy aimed at strengthening our financial position by reducing costs, streamlining operations and focusing on enhancing shareholder value. Our team is dedicated to sustaining this positive trajectory and furthering our concerted efforts in the racing game market with Le Mans Ultimate and our partnership with Kindred Concepts (F1® Arcade).”

These preliminary results are based on the most current information available to management and are subject to completion of the financial closing procedures. Further, these preliminary estimates are not a comprehensive statement or estimate of the Company’s financial results or financial condition as of and for the quarter ended June 30, 2024. The unaudited preliminary financial information included herein has been prepared by, and is the responsibility of, management. The Company’s independent registered public accounting firm has not audited, reviewed, compiled or completed its procedures with respect to such unaudited financial information and, accordingly, such firm does not express an opinion or any other form of assurance with respect thereto.  Actual results may differ from these preliminary results. Accordingly, you should not place undue reliance on these preliminary estimates.

The company assumes no obligation to update these preliminary estimates except as required by law.

About Motorsport Games:

Motorsport Games is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward Looking Statements

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements.

These forward-looking statements include, but are not limited to, the statements concerning the preliminary financial results on an unaudited basis for the quarter ending June 30, 2024 including the anticipated net income ranging between $1.6 million and $1.8 million, expected net loss from operations for the quarter ending June 30, 2024 to be between $1.2 million and $1.4 million, and expected revenues for the six months ended June 30, 2024 to be between $4.7 million and $4.9 million.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, the Company’s ability to achieve the preliminary results provided.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date. Additionally, the business and financial materials and any other statement or disclosure on, or made available through, Motorsport Games’ website or other websites referenced or linked to this press release shall not be incorporated by reference into this press release.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
  Instagram: msportgames
  Facebook: Motorsport Games
  LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

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Motorsport Games Regains Compliance With NASDAQ Listing Rules https://motorsportgames.com/motorsport-games-regains-compliance-with-nasdaq-listing-rules/ Wed, 05 Jun 2024 20:01:34 +0000 https://motorsportgames.com/?p=22580 MIAMI, Florida – June 5, 2024 – Motorsport Games Inc....

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MIAMI, Florida – June 5, 2024 – Motorsport Games Inc. (NASDAQ: MSGM), the racing game developer and publisher, is pleased to announce that it has regained compliance with the continued listing requirements of the NASDAQ Stock Market.

“We are pleased to have regained compliance with NASDAQ continuing listing requirements,” said Stephen Hood, CEO of Motorsport Games Inc. “This milestone reflects our dedication to maintaining strong corporate governance and financial integrity. We are excited about the opportunities ahead as we continue to drive innovation and growth in the racing game and entertainment space.”

“The company is pushing ahead with its plans to focus on creating shareholder value, with our 2022 Restructuring Plan having saved the business $6.7m in annualised costs. Having reduced excess headcount and closed several unsustainable or unprofitable ventures, the business is focusing on its near-term opportunities to drive revenue, including the recently released Le Mans Ultimate and our ventures with other partners including Kindred Concepts (F1®️ Arcade) for which we provide the heartbeat of the experience through use of our rFactor 2 software.”

More information on the NASDAQ’s determination is disclosed in Motorsport Games’ Current Report on Form 8-K filed by the Company today, June 5, 2024, which report is incorporated into this press release by this reference.

About Motorsport Games:

Motorsport Games, a Driven Lifestyle Group company, is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward Looking Statements

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements.

These forward-looking statements include, but are not limited to,  concerning the Company’s future financial performance, whether the Company will maintain compliance with the NCM Equity Rule and/or whether the Company will be able to evidence compliance upon filing of its quarterly periodic report for period ending June 30, 2024.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation: (i) Motorsport Games’ ability to obtain equity financing arrangements or similar transactions; (ii) Nasdaq’s acceptance of evidence of compliance; or (iii) Motorsport Games’ ability to otherwise maintain compliance with any other continued listing requirement of The Nasdaq Capital Market.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date. Additionally, the business and financial materials and any other statement or disclosure on, or made available through, Motorsport Games’ website or other websites referenced or linked to this press release shall not be incorporated by reference into this press release.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
    Instagram: msportgames
  Facebook: Motorsport Games
    LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

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Motorsport Games Reports First Quarter 2024 Financial Results https://motorsportgames.com/motorsport-games-reports-first-quarter-2024-financial-results/ Tue, 07 May 2024 20:10:31 +0000 https://motorsportgames.com/?p=22563 MIAMI, Florida – May 7, 2024 — Motorsport Games Inc....

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MIAMI, Florida – May 7, 2024 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today reported financial results for its first quarter ended March 31, 2024. The Company has also posted the first quarter 2024 earnings slides highlighting key milestones that occurred in the period, which are accessible on the Company’s investor relations website.

“The first quarter of 2024 marked a significant milestone in the company’s rejuvenation with the release of the first game developed solely by Studio 397, Le Mans Ultimate, to recognizably positive reviews,” commented Stephen Hood, President and Chief Executive Officer of Motorsport Games. “Thanks to the hard work of our talented development team, marketing staff and our partners at the Automobile Club de l’Ouest, we believe Le Mans Ultimate has strong potential with a passionate fanbase and an innovative game experience that we plan to build upon in future updates.”

“We are still pursuing our efforts to reduce costs and increase focus, notably with the sale announced last week of Traxion, our prior motorsport and racing games community content platform,” continued Hood. “Our goal is to combine these efforts with exploring new marketing and revenue opportunities with Le Mans Ultimate to further our business objectives.”

First Quarter 2024 Business Update

  • Launched Le Mans Ultimate in Early Access on PC to recognizably positive user ratings on Steam with approximately 79,000 units sold in Q1 2024.
  • Revenue increased to $3.0 million in Q1 2024, up by $1.3 million compared to Q1 2023, with a gross profit margin of 78.0% compared to 27.8% in the prior year period.
  • Net loss decreased to $1.7 million in Q1 2024 compared to a net loss of $5.3 million in Q1 2023, an improvement of 68.0%.
  • Net loss attributable to Class A common stock was $0.60 per share in Q1 2024, compared to $2.33 in Q1 2023.
  • Executed BTCC Settlement Agreement and entered into new BTCC License Agreement.

Financial Results for the Three Months Ended March 31, 2024

Revenue for the first quarter of 2024 was $3.0 million compared to $1.7 million for the same period in the prior year, an increase of $1.3 million, or 75.2%. Gross profit was $2.4 million compared to $0.5 million for the same period in the prior year, an increase of $1.9 million, while gross profit margin increased to 78.0% from 27.8%.

Net loss for the first quarter of 2024 was $1.7 million, compared to a net loss of $5.3 million for the same period in the prior year, an improvement of $3.6 million. The decrease in net loss was primarily driven by higher gross profit and lower operating expenses. Net loss attributable to Class A common stock was $0.60 per share for the first quarter of 2024, compared to $2.33 for the same period in the prior year.

Adjusted EBITDA loss(1) for the first quarter of 2024 was $0.4 million, compared to an Adjusted EBITDA loss(1) of $4.3 million for the same period in the prior year. The decrease in Adjusted EBITDA loss(1) of $3.9 million was primarily due to the same factors driving the previously discussed change in net loss for the first quarter of 2024 when compared to the same period in the prior year, as well as a decrease in stock-based compensation compared to the prior year period.

The following table provides a reconciliation from net loss to Adjusted EBITDA loss(1) for the first quarter of 2024 and 2023, respectively:

Three Months Ended March 31, 2024 Three Months Ended March 31, 2023
Net loss $ (1,683,398 ) $ (5,259,192 )
Interest expense 30,882 199,120
Depreciation and amortization 601,946 502,357
EBITDA (1,050,570) (4,557,715)
Acquisition-related expenses 624,933 53,750
Stock-based compensation 68,191 249,233
Adjusted EBITDA $ (357,446) $ (4,254,732)

Cash Flow and Liquidity

As of March 31, 2024, the Company had cash and cash equivalents of approximately $1.3 million. During the three months ended March 31, 2024, the Company had negative cash flows from operations of approximately $0.8 million, representing an average monthly net cash burn from operations of approximately $0.3 million. While it has taken measures to reduce its costs, the Company expects to continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles.

As of April 30, 2024, the Company’s cash and cash equivalents was $1.3 million. Based on this cash and cash equivalents position, and the Company’s average cash burn, the Company does not believe it has sufficient cash on hand to fund its operations over the next year and that additional funding will be required in order to continue operations. In order to address its liquidity short fall, the Company is actively exploring several options, including, but not limited to: i) additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; ii) other strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its recent sales of its NASCAR license and Traxion; and iii) further cost reduction and restructuring initiatives.

There can be no assurances that the Company will be able to secure additional liquidity through the means referenced above, nor can there be any assurances that the Company can sufficiently reduce costs and restructure its business to sufficiently lower its cash burn to sustainable levels and therefore meet its ongoing cash requirements. Further, other factors can impact the Company’s liquidity position, including, but not limited to, the Company’s level of sales and expenditures, as well as accounts receivable, sales allowances, and accrued expenses. For additional information regarding the Company’s liquidity, see the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2024 to be filed with the Securities and Exchange Commission (the “SEC”).

(1)Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). Reconciliations of the Non-GAAP Measure to net loss, its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net loss plus interest expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) acquisition-related expenses; and (ii) stock-based compensation expenses.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using the Non-GAAP Measure by using it to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Non-GAAP Measure may not be comparable to other similarly titled measures of other companies.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today, May 7, 2024, to discuss its financial results. The live conference call can be accessed by dialling 1-800-225-9448 or 1-203-518-9708 and using conference ID “Motor”. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games:

Motorsport Games, a Driven Lifestyle Group company, is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward-Looking Statements 

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements or information in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning: (i) the Company’s future business, future results of operations and/or financial condition; (ii) new or planned products, features, events or other offerings and the anticipated timing of launching such products, features, events and offerings; (iii) the Company’s plans, expectations, anticipations and beliefs relating to its Le Mans Ultimate game, such as plans and expectations relating to the development of future downloadable content (“DLC”) and features for the Le Mans Ultimate game, including a Co-Operative feature and content based on the Centenary of Le Mans, as well as expected timing of the release of such DLCs and new features, plans to release a console port of Le Mans Ultimate, the belief that Le Mans Ultimate could be a valuable gaming franchise and has strong potential with a passionate fanbase and an innovative game experience that the Company plans to build upon in future updates, expectations relating to the marketing window during the 24 Hours of Le Mans race to be held in June 2024, including the anticipation that such marketing window will be further amplified by the visibility that Automobile Club de l’Ouest is expected to provide, plans to bring a tiered subscription service to the Le Mans Ultimate game leveraging the RaceControl platform and expectations of a gradual ramp up of subscriptions, and the belief that premium paid content will offset the cost of ongoing development and broaden the appeal and uniqueness of the title; (iv) the Company’s expectations relating to its new licensing agreement relating to the British Touring Car Championship (the “BTCC”), including expectations that it will lead to the Company’s release of official BTCC DLCs for rFactor 2; (v) the Company’s expectations relating to potential partnerships with service providers to come onboard to the Company’s ecosystem, which could provide another source of revenue for the Company’s business and elevate its ecosystem to be best-in-class; (vi) the Company’s goal to be a developer and publisher of racing and driving titles of the future, all connected to its owned ecosystem, which the Company believes will positively differentiate its entertainment offering versus the industry competitors of today; (vii) the Company’s belief that it has several potential near-term revenue opportunities that are additive to its core focus; (viii) the expected future impact of implementing management strategies and the impact of other industry trends; and (ix) the Company’s liquidity and capital requirements, including, without limitation, the Company’s ability to continue as a going concern, the Company’s belief it will not have sufficient cash on hand to fund its operations over the next year based on the cash and cash equivalents available as of April 30, 2024 and the Company’s average cash burn, the Company’s belief that additional funding will be required in order to continue operations, and the Company’s plans to address its liquidity short fall, including its exploration of several options, including, but not limited to: additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; other strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its recent sale of its NASCAR license; and further cost reduction and restructuring initiatives.

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside of the Company’s control and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, such as due to decreased sales of the Company’s products due to the disposition of key assets, further changes in the Company’s product roadmap, the Company’s inability to deliver new products and/or new content or features for existing products, a slower than anticipated economic recovery and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of its new game titles and/or less than anticipated benefits from its future technologies, the Company experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs, the Company’s inability to establish partnerships with additional service providers to come onboard to the Company’s ecosystem and, in addition to the factors set forth in (ii) through (vi) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events or other offerings; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment, a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending, or adverse developments relating to the ongoing war between Russia and Ukraine; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under any cost reduction and restructuring initiatives; (v) difficulties and/or delays in resolving the Company’s liquidity and capital requirements due to reasons including, without limitation, difficulties in securing funding that is on commercially acceptable terms to the Company or at all, such as the Company’s inability to complete in whole or in part any potential debt and/or equity financing transactions or similar transactions, any inability to achieve cost reductions, including, without limitation, those which the Company expects to achieve through any cost reduction and restructuring initiatives, as well as any inability to consummate one or more strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets, and/or less than expected benefits resulting from any such strategic alternative; and/or (vi) difficulties, delays or the Company’s inability to successfully complete any cost reduction and restructuring initiatives, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing any cost reduction and restructuring initiatives, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from any cost reduction and restructuring initiatives and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions.

Factors other than those referred to above could also cause the Company’s results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) the Company’s ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (ii) the Company’s ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iii) unanticipated operating costs, transaction costs and actual or contingent liabilities; (iv) the ability to attract and retain qualified employees and key personnel; (v) adverse effects of increased competition; (vi) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (vii) the Company’s inability to protect its intellectual property; and/or (vii) local, industry and general business and economic conditions.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2023, its Quarterly Reports on Form 10-Q filed with the SEC during 2024, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites Social Media 
motorsportgames.com Twitter: @msportgames
Instagram: msportgames
Facebook: Motorsport Games
LinkedIn: Motorsport Games

 

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

Appendix:

The following tables provide a comparative summary of the Company’s financial results for the periods presented:

MOTORSPORT GAMES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

Three Months Ended

March 31,

2024 2023
Revenues $ 3,029,036 $ 1,729,355
Cost of revenues 666,627 1,248,736
Gross profit 2,362,409 480,619
Operating expenses:
Sales and marketing [1] 250,386 618,410
Development [2] 1,063,357 2,397,134
General and administrative [3] 2,190,266 2,779,110
Depreciation and amortization 73,724 97,354
Total operating expenses 3,577,733 5,892,008
Loss from operations (1,215,324) (5,411,389)
Interest expense (30,882) (199,120)
Other (expense) income, net (437,192) 351,317
Net loss (1,683,398) (5,259,192
Less: Net loss attributable to non-controlling interest (48,648) (158,245
Net loss attributable to Motorsport Games Inc. $ (1,634,750) $ (5,100,947
Net loss attributable to Class A common stock per share:
Basic and diluted $ (0.60) ) $ (2.33)
Weighted-average shares of Class A common stock outstanding:
Basic and diluted 2,722,728 2,192,155

 

[1] Includes related party expenses of $0 and $17,076 for the three months ended March 31, 2024 and 2023, respectively.
[2] Includes related party expenses of $0 and $15,488 for the three months ended March 31, 2024 and 2023, respectively.
[3] Includes related party expenses of $81,217 and $92,045 for the three months ended March 31, 2024 and 2023, respectively.

 

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Motorsport Games to Report First Quarter 2024 Financial Results https://motorsportgames.com/motorsport-games-to-report-first-quarter-2024-financial-results/ Thu, 02 May 2024 13:00:07 +0000 https://motorsportgames.com/?p=22559 MIAMI, Florida – May 2, 2024 – Motorsport Games Inc....

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MIAMI, Florida – May 2, 2024 Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”), a racing game developer, publisher and esports ecosystem provider of official motorsport racing series, will report its financial results for the first quarter of 2024 on Tuesday, May 7, 2024 after market close.  Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the live webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.”  The call may also be accessed by dialling 1-800-225-9448 or 1-203-518-9708 and using conference ID “Motor”.

About Motorsport Games:

Motorsport Games, a Driven Lifestyle Group company, is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
  Instagram: msportgames
  Facebook: Motorsport Games
  LinkedIn: Motorsport Games

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release. 

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post Motorsport Games to Report First Quarter 2024 Financial Results appeared first on Motorsport Games.

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Motorsport Games Reports Fourth Quarter & Full Year 2023 Financial Results https://motorsportgames.com/motorsport-games-reports-fourth-quarter-full-year-2023-financial-results/ Mon, 01 Apr 2024 20:10:11 +0000 https://motorsportgames.com/?p=22522 MIAMI, Florida – April 1, 2024 — Motorsport Games Inc....

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MIAMI, Florida – April 1, 2024 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today reported financial results for its fourth quarter and fiscal year ended December 31, 2023. The Company has also posted the fourth quarter and fiscal year-end 2023 earnings slides highlighting key milestones that occurred in the period, which are accessible on the Company’s investor relations website.

“2023 was a year of repositioning. Reducing costs, headcount and projects allowed us to focus on what we know best, making innovative games. Having determined the correct direction for the company, we put our energy into Le Mans Ultimate, an innovative team-based racing title from our internal team, Studio 397. All efforts were redirected to make this a success, and as part of the delivery, we set about reestablishing ourselves in the eyes of players.” Stephen Hood, President and Chief Executive Officer of Motorsport Games commented. “This reworking of what had become a complex business, was at times a difficult process. But the renewed energy on display from our tightly knit team became our guiding light.”

“This past year marks a significant milestone in the rebuilding of the company” continued Hood. “With a strong sense of direction and energy, we became a games company again, ready to deliver through 2024.”

Fourth Quarter 2023 and Subsequent Business Update

  • Expense reductions under the previously announced 2022 Restructuring Program has yielded savings of $6.7 million as of the end of 2023
  • Closed Motorsport Games Australia to centralise development efforts and reduce cost
  • Released Le Mans Ultimate into Early Access in February 2024, the official game of the FIA World Endurance Championship and the 24 Hours of Le Mans to positive community reception with initial sales above internal forecasted levels

Financial Results for the Three Months Ended December 31, 2023

Revenue for the fourth quarter of 2023 was $1.7 million compared to $3.8 million for the same period in the prior year, a reduction of $2.1 million, or 53.7%. Gross profit was $1.1 million compared to $2.3 million for the same period in the prior year, a decrease of $1.2 million, while gross profit margin marginally increased to 61.4% from 60.6%.

Net income for the fourth quarter of 2023 was $2.7 million, or $1.35 per share, compared to a net loss of $4.8 million, or $4.17 per share, for the same period in the prior year, an improvement of $7.5 million, or $5.52 per share. Lower cost of revenues and operating expenses required to develop and release additional new games in the fourth quarter of 2023 contributed to the increase in net income, as well as a $3.0 million gain from the sale of the NASCAR license to iRacing in October 2023.

Adjusted EBITDA gain(1) for the fourth quarter of 2023 was $0.5 million, compared to an Adjusted EBITDA loss(1) of $3.2 million for the same period in the prior year. The change in Adjusted EBITDA gain(1) of $3.7 million was primarily due to the same factors driving the previously discussed change in net income for the fourth quarter of 2023 when compared to the same period in the prior year.

The following table provides a reconciliation from net income (loss) to Adjusted EBITDA gain(loss)(1) for the fourth quarter of 2023 and 2022, respectively:

  Three Months Ended December 31, 2023     Three Months Ended December 31, 2022  
Net Income (Loss) $ 2,671,021 $ (4,849,023)
Interest expense, net 98,929 509,993
Depreciation and Amortization 602,800 490,377
EBITDA 3,372,750 (3,848,653)
Acquisition related expenses 66,224 161,010
Loss contingency expenses 425,000
Impairment of goodwill and intangible assets 188,378
Gain on sale of NASCAR License (3,037,341)
Stock-based compensation 81,242 (105,792)
Adjusted EBITDA $ 482,875 $ (3,180,057)

Financial Results for the Year Ended December 31, 2023

Revenue for the full year 2023 was $6.9 million compared to $10.3 million for the prior year period, a reduction of $3.4 million, or 33.1%. Gaming segment revenues were $6.6 million for the full year 2023, compared to $9.1 million for the prior year period, a reduction of $2.5 million, or 27.6%. Esports segment revenues were $0.3 million for the full year 2023 compared to $1.2 million for the prior year period, a reduction of $0.9 million, or 75.4%. Consolidated gross profit was $3.3 million for the full year 2023 compared to $5.4 million for the prior year period, a decrease of $2.1 million, while gross profit margin decreased to 47.6% from 52.0%.

Net loss for the full year 2023 was $14.3 million, or $5.06 per share, compared to a net loss of $36.8 million, or $30.73 per share, for the same period in the prior year, an improvement of $22.5 million, or $25.66 per share. Lower cost of goods sold, operating expenses, and impairment losses, as well as the gain on the sale of the NASCAR license, were key contributors to the decrease in net loss for the full year 2023 when compared to the prior year period, partially offset by a reduction in revenue.

Adjusted EBITDA loss(1) was $8.9 million for the full year 2023, compared to Adjusted EBITDA loss(1) of $21.2 million for the same period in prior year, an improvement of $12.3 million, or 58.0%. The decrease in Adjusted EBITDA loss(1) was primarily due to the same factors driving the previously discussed change in net loss for the full year 2023 when compared to the prior year period.

The following table provides a reconciliation from net loss to Adjusted EBITDA loss(1) for the fiscal years ended December 31, 2023 and 2022, respectively:

  Twelve Months Ended

December 31, 2023

    Twelve Months Ended

December 31, 2022

Net Loss $ (14,323,185) $ (36,840,454)
Interest expense, net 772,989 1,148,204
Depreciation and Amortization 2,115,4300 2,062,551
EBITDA (11,434,766) (33,629,699)
Acquisition related expenses 387,532 718,611
Loss contingency expenses 232,359 1,425,000
Impairment of goodwill and intangible assets 4,004,627 9,616,748
Gain on sale of NASCAR License (3,037,341)
Stock-based compensation 957,302 714,523
Adjusted EBITDA $ (8,890,288) (21,154,817)

As of December 31, 2023, the Company had cash and cash equivalents of approximately $1.7 million. During the year ended December 31, 2023, the Company had negative cash flows from operations of approximately $12.9 million, representing an average monthly net cash burn from operations of approximately $1.1 million. While it has taken measures to reduce its costs, the Company expects to continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles.

As of April 1, 2024, the Company’s cash and cash equivalents has decreased to $1.3million. Based on this cash and cash equivalents position, and the Company’s average cash burn, the Company does not believe it has sufficient cash on hand to fund its operations for the remainder of 2024 and that additional funding will be required in order to continue operations. In order to address its liquidity short fall, the Company is actively exploring several options, including, but not limited to: i) additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; ii) other strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its recent sale of its NASCAR license; and iii) further cost reduction and restructuring initiatives.

There can be no assurances that the Company will be able to secure additional liquidity through the means referenced above, nor can there be any assurances that the Company can sufficiently reduce costs and restructure its business to sufficiently lower its cash burn to sustainable levels and therefore meet its ongoing cash requirements. Further, other factors can impact the Company’s liquidity position, including, but not limited to, the Company’s level of sales and expenditures, as well as accounts receivable, sales allowances, prepaid manufacturing expenses and accrued expenses. For additional information regarding the Company’s liquidity, see the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 to be filed with the Securities and Exchange Commission (the “SEC”).

(1)Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). Reconciliations of the Non-GAAP Measure to net income (loss), its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net loss plus interest expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) acquisition related expenses; (ii) stock-based compensation expenses; (iii) impairment of goodwill and intangible assets; (iv) loss contingency expenses; and (v) charges or gains resulting from non-recurring events, such as the gain on the sale of the Company’s NASCAR license, as applicable.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using the Non-GAAP Measure by using it to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Non-GAAP Measure may not be comparable to other similarly titled measures of other companies.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today, April 1, 2024, to discuss its financial results. The live conference call can be accessed by dialing  1-888-886-7786 from the U.S., or by dialing 1 (416) 764-8658 internationally. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games:

Motorsport Games, a Driven Lifestyle Group company, is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

For more information about Motorsport Games visit: www.motorsportgames.com.

Forward-Looking Statements

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements or information in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning: (i) the Company’s future business, future results of operations and/or financial condition; (ii) new or planned products, features, events or other offerings and the anticipated timing of launching such products, features, events and offerings; (iii) the Company’s plans, expectations and beliefs relating to its Le Mans Ultimate game, such as the belief that the release of Le Mans Ultimate signifies a turning point in the Company’s recent history, expectations regarding future sales of Le Mans Ultimate based on initial sales figures exceeding internal forecasts, plans to continue pushing out fixes and updates to continually improve the product, plans to bring new content and features to the Le Mans Ultimate experience, as well as complementary services, which the Company anticipates will, in due course, provide additional revenue streams, such as with paid DLC and potential subscription models, and expectations that the actual 24 Hours of Le Mans race will be another opportunity for increased visibility and sales for the Le Mans Ultimate game; (iv) the Company’s expectations and beliefs relating to its licensing agreement with Kindred Concepts, including the belief that the expansion of the F1 Arcade experience could provide a springboard to new opportunities in both gaming and esports; (v) the Company’s plans for 2024 to focus on continuing to build on the positive momentum around the Le Mans Ultimate release with new updates, additional services through RaceControl and DLCs, as well as tapping into highly valuable marketing opportunities; (vi) the expected future impact of implementing management strategies and the impact of other industry trends; (vii) the Company’s expectation that it will continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles; (viii) the Company’s plans and expectations regarding its technologies, such as RaceControl, and the anticipated benefits from such technologies; and (ix) the Company’s liquidity and capital requirements, including, without limitation, the Company’s ability to continue as a going concern, the Company’s belief it will not have sufficient cash on hand to fund its operations for the remainder of 2024 based on the cash and cash equivalents available as of April 1, 2024 and the Company’s average cash burn, the Company’s belief that additional funding will be required in order to continue operations, and the Company’s plans to address its liquidity short fall, including its exploration of several options, including, but not limited to: additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; other strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its recent sale of its NASCAR license; and further cost reduction and restructuring initiatives.

 

All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside of the Company’s control and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, such as due to decreased sales of the Company’s products due to the disposition of key assets, further changes in the Company’s product roadmap, the Company’s inability to deliver new products, a slower than anticipated economic recovery and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of its new game titles and/or less than anticipated benefits from its future technologies, the Company experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs and, in addition to the factors set forth in (ii) through (vi) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events or other offerings; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment, a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending, or adverse developments relating to the ongoing war between Russia and Ukraine; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under any cost reduction and restructuring initiatives; (v) difficulties and/or delays in resolving the Company’s liquidity and capital requirements due to reasons including, without limitation, difficulties in securing funding that is on commercially acceptable terms to the Company or at all, such as the Company’s inability to complete in whole or in part any potential debt and/or equity financing transactions or similar transactions, any inability to achieve cost reductions, including, without limitation, those which the Company expects to achieve through any cost reduction and restructuring initiatives, as well as any inability to consummate one or more strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets, and/or less than expected benefits resulting from any such strategic alternative; and/or (vi) difficulties, delays or the Company’s inability to successfully complete any cost reduction and restructuring initiatives, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing any cost reduction and restructuring initiatives, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from any cost reduction and restructuring initiatives and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions.

Factors other than those referred to above could also cause the Company’s results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) the Company’s ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (ii) the Company’s ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iii) unanticipated operating costs, transaction costs and actual or contingent liabilities; (iv) the ability to attract and retain qualified employees and key personnel; (v) adverse effects of increased competition; (vi) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (vii) the Company’s inability to protect its intellectual property; and/or (vii) local, industry and general business and economic conditions.

Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
  Instagram: msportgames
  Facebook: Motorsport Games
  LinkedIn: Motorsport Games

 

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com


Appendix:

The following tables provide a comparative summary of the Company’s financial results for the periods presented:

MOTORSPORT GAMES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

    Three Months Ended
December 31,
    For the Year Ended
December 31,
 
    2023     2022     2023     2022  
Revenues $ 1,747,318 $ 3,770,641 $ 6,909,674 $ 10,324,559
Cost of revenues 674,113 1,487,498 3,620,495 4,960,317
Gross Profit 1,073,205 2,283,143 3,289,179 5,364,242
 
Operating Expenses:
Sales and marketing 279,454 1,502,996 1,690,772 6,172,324
Development 1,485,413 2,700,214 7,237,154 10,417,260
General and administrative 1,907,073 2,983,079 9,367,030 13,764,177
Impairment of goodwill 4,788,270
Impairment of intangible assets 188,378 4,004,627 4,828,478
Depreciation and amortization 120,879 93,638 398,701 420,137
Total Operating Expenses 3,792,819 7,468,305 22,698,284 40,390,646
Loss From Operations (2,719,614) (5,185,162) (19,409,105) (35,026,404)
Interest expense (98,929) (509,993) (772,989) (1,148,204)
Other income (expense), net 5,489,564 846,132 5,858,909 (665,846)
Net Income (Loss) 2,671,021 (4,849,023) (14,323,185) (36,840,454)
Less: Net loss attributable to non-controlling interest (1,039,850) 83,585 (1,272,046) (849,649)
Net Loss Attributable to Motorsport Games Inc. $ 3,710,871 $ (4,932,608) $ (13,051,139) $ (35,990,805)
Net loss per Class A common share attributable to Motorsport Games Inc.:
Basic and Diluted $ 1.35 $ (4.17) ) $ (5.06) $ (30.73)
Weighted-average shares of Class A common stock outstanding:
Basic and Diluted 2,752,462 1,183,760 2,577,451 1,171,323

 

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Motorsport Games to Report Fourth Quarter & Full Year 2023 Financial Results https://motorsportgames.com/motorsport-games-to-report-fourth-quarter-of-2023-full-year-2023-financial-results/ Wed, 27 Mar 2024 13:00:58 +0000 https://motorsportgames.com/?p=22517 MIAMI, Florida – March 27, 2024 – Motorsport Games Inc....

The post Motorsport Games to Report Fourth Quarter & Full Year 2023 Financial Results appeared first on Motorsport Games.

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MIAMI, Florida – March 27, 2024 Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “the Company”), a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series, will report its financial results for the fourth fiscal quarter of 2023 and full 2023 fiscal year on Monday, April 1, 2024 after market close.  Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the live webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.”  The call may also be accessed by dialling 1-888-886-7786 from the U.S., or by dialling 1-416-764-8658 internationally.

About Motorsport Games:

Motorsport Games, a Driven Lifestyle Group company, is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and the FIA World Endurance Championship, recently releasing Le Mans Ultimate in Early Access. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, creating the renowned Le Mans Virtual Series. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure, and every race inspires.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames
  Instagram: msportgames
  Facebook: Motorsport Games
  LinkedIn: Motorsport Games

 

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

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Motorsport Games Reports Third Quarter 2023 Financial Results https://motorsportgames.com/motorsport-games-reports-third-quarter-2023-financial-results/ Tue, 07 Nov 2023 21:01:11 +0000 https://motorsportgames.com/?p=22408 MIAMI, November 7, 2023 — Motorsport Games Inc. (NASDAQ: MSGM)...

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MIAMI, November 7, 2023 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today reported financial results for its third fiscal quarter ended September 30, 2023. The Company has also posted Q3 2023 earnings slides highlighting key milestones that occurred in the period, which are accessible on the Company’s investor relations website.  All share data and share-based calculations set forth in this press release have been adjusted to reflect the Company’s 1-for-10 reverse stock split completed on November 10, 2022 on a retroactive basis for the periods presented.

“This quarter has continued to be one of business transformation,” commented Stephen Hood, Chief Executive Officer of Motorsport Games. “We have continued to reduce costs under the previously announced 2022 Restructuring Program with the first signs of forward momentum starting to become apparent. This includes our recent announcement on the strategic sale of our NASCAR®️ license, which we believe improves the business outlook by reducing our financial commitments and allowing the company to focus its limited resources on near-term projects that are anticipated to come to market. We retain the ability to continue selling the NASCAR game back catalog through to the end of 2024 ahead of an anticipated 2025 game by the new developer, which we believe will offer some revenue stability as we aim to bring new products to market, albeit with this revenue expected to decline over time. Additional cost-saving measures have included the recent closure of our Australian development studio, with corresponding global headcount reductions, and the suspension of the development of our previously planned INDYCAR®️ game, to decrease operating expenses whilst also removing projects that are underperforming or are unlikely to generate revenue.”

“Meanwhile, we are excited to confirm the updated release date of our planned Le Mans Ultimate title, as we anticipate releasing the game on February 20, 2024. This simulation title, created by the team behind  the renowned rFactor 2, Studio 397, will look to bring together incredible sportscar machinery with unparalleled physics alongside innovative gameplay features, such as the collaborative asynchronous co-op multiplayer mode. Additionally, the game will feature the RaceControl multiplayer service recently released as an open beta into rFactor 2 to great success, exceeding initial player expectations and driving a recognizable uplift in sales of rFactor 2 content.

In closing, Hood added, “We believe the decisions needed to make this business create engaging, well-made games that fans enjoy, and that are profitable, are well underway. With renewed focus on products, production leadership and budgetary controls, we believe we are already seeing positive momentum for the company.”

Third Quarter 2023 Business Update

  • Showcased content for the planned Le Mans Ultimate game, notably the Peugeot 9X8, building up the audience and user wish lists ahead of a product launch.
  • Sold the NASCAR gaming license to raise cash, reduce financial obligations and focus development resources on fewer titles. Additionally, the back-catalog of NASCAR titles is retained under a limited license until the end of 2024, allowing the business to retain revenue from this franchise until that time.

Select Financial Highlights for the Three Months Ended September 30, 2023

The Company reported a net loss for the third quarter of 2023 (“2023”) of $3.5 million, or $1.28 per share, compared to a net loss of $8.5 million, or $7.29 per share, for the third quarter of 2022 (“2022”). The Company also reported an Adjusted EBITDA(1) loss for 2023 of $2.4 million, compared to an Adjusted EBITDA(1) loss of $6.5 million for the same period in the prior year.

The $5 million reduction in net loss was primarily the result of the Company reducing its marketing, development, and general and administrative spend by $4.6 million, driven in part by actions taken by the Company as part of its previously announced 2022 Restructuring Program. In addition, revenue for 2023 was $1.7 million compared to $1.2 million for 2022, a $0.5 million, or 38.5%, improvement that positively impacted net loss. The increase in revenue was primarily driven by the release of the NASCAR Heat 5 DLC, Next Gen Car Update, in June 2023.

Quarterly Financial Highlights

 Three Months Ended September 30,
2023 2022
Revenues  $        1,693,871  $         1,223,142
Cost of revenues              831,479                602,856
Gross profit              862,392                620,286
Total operating expenses            3,527,187             8,172,763
Loss from operations           (2,664,795)            (7,552,477)
Interest expense             (230,190)               (244,953)
Other expense, net             (639,147)               (739,285)
Net loss           (3,534,132)            (8,536,715)
Less: Net loss attributable to non-controlling interest             (44,093)                (21,431)
Net loss attributable to Motorsport Games Inc.  $       (3,490,039)  $        (8,515,284)
Net loss attributable to Class A common stock per share:
Basic and diluted  $               (1.28)  $                (7.29)
Weighted-average shares of Class A common stock outstanding:
Basic and diluted            2,720,328             1,167,359

The following table provides a reconciliation from net loss to Adjusted EBITDA(1) loss for the three and nine months ended September, 30, 2023:

Three Months Ended September 30, Nine Months Ended September 30,
2023 2022 2023 2022
Net Loss  $   (3,534,132)  $    (8,536,715)  $     (16,994,206)  $     (31,991,431)
Interest expense, net          230,190            244,953              674,060              638,211
Depreciation and Amortization          501,399            504,831           1,512,631           1,572,174
EBITDA  $   (2,802,543)  $    (7,786,931)  $     (14,807,515)  $     (29,781,046)
Acquisition related expenses            35,951             93,286              321,308              557,601
Loss contingency expenses          232,359         1,000,000              232,359           1,000,000
Impairment of goodwill and intangible assets                  –                    –           4,004,627           9,428,370
Stock-based compensation          105,524            228,712              876,060              820,315
Adjusted EBITDA  $   (2,428,709)  $    (6,464,933)  $      (9,373,162)  $     (17,974,760)

 

Cash Flow and Liquidity

As of September 30, 2023, the Company had cash and cash equivalents of approximately $1.2 million. During the nine months ended September 30, 2023, the Company had negative cash flows from operations of approximately $10.1 million, representing an average monthly net cash burn from operations of approximately $1.1 million. While it has taken measures to reduce its costs, the Company expects to continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles.

As of October 31, 2023, the Company’s cash and cash equivalents has increased to $3.2 million, primarily due to the sale of its NASCAR license as previously announced on October 3, 2023. Based on this cash and cash equivalents position, and the Company’s average cash burn, the Company does not believe it has sufficient cash on hand to fund its operations over the next year and that additional funding will be required in order to continue operations. In order to address its liquidity short fall, the Company is actively exploring several options, including, but not limited to: i) additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; ii) strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its recent sale of its NASCAR license; and iii) further cost reduction and restructuring initiatives.

There can be no assurances that the Company will be able to secure additional liquidity through the means referenced above, nor can there be any assurances that the Company can sufficiently reduce costs and restructure its business to sufficiently lower its cash burn to sustainable levels and therefore meet its ongoing cash requirements. Further, other factors can impact the Company’s liquidity position, including, but not limited to, the Company’s level of sales and expenditures, as well as accounts receivable, sales allowances, prepaid manufacturing expenses and accrued expenses.  For additional information regarding the Company’s liquidity, see the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 to be filed with the Securities and Exchange Commission (the “SEC”).

(1)Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). Reconciliations of the Non-GAAP Measure to net loss, its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net loss plus interest expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) acquisition related expenses; (ii) stock-based compensation expenses; (iii) impairment of goodwill and intangible assets; (iv) loss contingency expenses; and (v) charges or gains resulting from non-recurring events, if any.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using the Non-GAAP Measure by using it to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Non-GAAP Measure may not be comparable to other similarly titled measures of other companies.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today, November 7, 2023, to discuss its financial results. The live conference call can be accessed by dialing  1 (844) 826-3033 from the U.S., or by dialing 1 (412) 317-5185 internationally. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games

Motorsport Games, a Motorsport Network company, is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans and INDYCAR. Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans and Formula E. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every race inspires.

Forward-Looking Statements

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements or information in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning: (i) the Company’s future business, future results of operations and/or financial condition; (ii) new or planned products, features, events or other offerings and the anticipated timing of launching such products, features, events and offerings, including the anticipated release of the Company’s Le Mans Ultimate game on February 20, 2024; (iii) the Company’s belief that the sale of its NASCAR license will improve the business outlook by reducing its financial commitments and allowing the Company to focus its limited resources on near-term projects that are anticipated to come to market; (iv) the Company’s belief that its ability to continue selling the NASCAR game back catalog through to the end of 2024 ahead of an anticipated 2025 game by the new developer – offering some revenue stability as it aims to bring new products to market, as well as the Company’s anticipation that the amount of revenue to be generated by its existing NASCAR products will decline over time; (v) the Company’s plans to pivot its Traxion media website to build a truly inclusive ecosystem within the racing segment; (vi) the Company’s plans to identify opportunities to resume development of its INDYCAR title elsewhere within the business following the closing of its Australian studio; (vii) the expected future impact of implementing management strategies and the impact of other industry trends; (viii) the Company’s expectation that it will continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles; (ix) the Company’s plans and expectations regarding its technologies, such as RaceControl, and the anticipated benefits from such technologies; and (x) the Company’s liquidity and capital requirements, including, without limitation, the Company’s ability to continue as a going concern, the Company’s belief it will not have sufficient cash on hand to fund its operations over the next year based on the cash and cash equivalents available as of October 31, 2023 and the Company’s average cash burn, the Company’s belief that additional funding will be required in order to continue operations, and the Company’s plans to address its liquidity short fall, including its exploration of several options, including, but not limited to: additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets in addition to its recent sale of its NASCAR license; and further cost reduction and restructuring initiatives. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside of the Company’s control and are difficult to predict.  Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, such as due to decreased sales of the Company’s products due to the disposition of key assets, further changes in the Company’s product roadmap, the Company’s inability to deliver new products for its various other licenses, a slower than anticipated economic recovery and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of its new game titles and/or less than anticipated benefits from its future technologies, the Company experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs and, in addition to the factors set forth in (ii) through (vi) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events  or other offerings, such as due to difficulties and/or delays arising out of any resurgence of the ongoing and prolonged COVID-19 pandemic; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment (such as the impact on consumer discretionary spending as a result of significant increases in energy and gas prices which have been increasing since early in 2020), a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending, or adverse developments relating to the ongoing war between Russia and Ukraine; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under any cost reduction and restructuring initiatives; (v) difficulties and/or delays in resolving the Company’s liquidity and capital requirements due to reasons including, without limitation, difficulties in securing funding that is on commercially acceptable terms to the Company or at all, such as the Company’s inability to complete in whole or in part any potential debt and/or equity financing transactions or similar transactions, any inability to achieve cost reductions, including, without limitation, those which the Company expects to achieve through any cost reduction and restructuring initiatives, as well as any inability to consummate one or more strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets, and/or less than expected benefits resulting from any such strategic alternative; and/or (vi) difficulties, delays or the Company’s inability to successfully complete any cost reduction and restructuring initiatives, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing any cost reduction and restructuring initiatives, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from any cost reduction and restructuring initiatives and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions.  Factors other than those referred to above could also cause the Company’s results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) delays and higher than anticipated expenses related to the ongoing and prolonged COVID-19 pandemic, any resurgence of COVID-19 and the ongoing war between Russia and Ukraine; (ii) the Company’s ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (iii) the Company’s ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iv) unanticipated operating costs, transaction costs and actual or contingent liabilities; (v) the ability to attract and retain qualified employees and key personnel; (vi) adverse effects of increased competition; (vii) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (viii) the Company’s inability to protect its intellectual property; and/or (ix) local, industry and general business and economic conditions.  Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2022, its Quarterly Reports on Form 10-Q filed with the SEC during 2023, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

 

Appendix:

 

The following table provide a comparative summary of the Company’s financial results for the periods presented:

 

 Three Months Ended September 30,  Nine Months Ended September 30,
2023 2022 2023 2022
Revenues  $      1,693,871  $    1,223,142  $      5,162,356  $      6,553,918
Cost of revenues [1]            831,479          602,856         2,946,382         3,472,819
Gross profit            862,392          620,286         2,215,974         3,081,099
Operating expenses:
Sales and marketing [2]            358,120       1,440,659         1,411,318         4,669,328
Development [3]         1,566,839       2,631,066         5,751,741         7,717,046
General and administrative [4]         1,526,614       4,008,335         7,459,957        10,781,098
Impairment of goodwill                    –                  –                    –         4,788,268
Impairment of intangible assets                    –                  –         4,004,627         4,640,102
Depreciation and amortization              75,614            92,703            277,822            326,499
Total operating expenses         3,527,187       8,172,763        18,905,465        32,922,341
Loss from operations        (2,664,795)      (7,552,477)       (16,689,491)       (29,841,242)
Interest expense  [5]           (230,190)         (244,953)           (674,060)           (638,211)
Other (loss) income, net           (639,147)         (739,285)            369,345        (1,511,978)
Net loss        (3,534,132)      (8,536,715)       (16,994,206)       (31,991,431)
Less: Net loss attributable to non-controlling interest           (44,093)           (21,431)           (232,196)           (933,234)
Net loss attributable to Motorsport Games Inc.  $     (3,490,039)  $   (8,515,284)  $   (16,762,010)  $   (31,058,197)
Net loss attributable to Class A common stock per share:
Basic and diluted  $            (1.28)  $          (7.29)  $            (6.60)  $           (26.61)
Weighted-average shares of Class A common stock outstanding:
Basic and diluted         2,720,328       1,167,359         2,538,863         1,167,178

 

 

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Motorsport Games to Report Third Quarter 2023 Financial Results https://motorsportgames.com/motorsport-games-to-report-third-quarter-2023-financial-results/ Wed, 01 Nov 2023 13:00:10 +0000 https://motorsportgames.com/?p=22399 MIAMI, FL – November 1, 2023 – Motorsport Games Inc....

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MIAMI, FL – November 1, 2023 – Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”), a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world, will report its financial results for the third quarter of 2023 on Tuesday, November 7, 2023, after market close. Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the live webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.”  The call may also be accessed by dialing 1 (844) 826-3033 from the U.S., or by dialing 1 (412) 317-5185 internationally.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make racing games that are authentically close to reality. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series including the 24 Hours of Le Mans, INDYCAR, and the British Touring Car Championship (“BTCC”). Motorsport Games also owns the industry leading rFactor 2 and KartKraft simulation platforms. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is also an award-winning esports partner of choice for the 24 Hours of Le Mans, Formula E and BTCC. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every race inspires.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release. 

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post Motorsport Games to Report Third Quarter 2023 Financial Results appeared first on Motorsport Games.

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Motorsport Games Reports Second Quarter 2023 Financial Results https://motorsportgames.com/motorsport-games-reports-second-quarter-2023-financial-results/ Mon, 21 Aug 2023 20:10:55 +0000 https://motorsportgames.com/?p=22376 MIAMI, August 21, 2023 — Motorsport Games Inc. (NASDAQ: MSGM)...

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MIAMI, August 21, 2023 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today reported financial results for its second fiscal quarter ended June 30, 2023. The Company has also posted Q2 2023 earnings slides highlighting key milestones that occurred in the period, which are accessible on the Company’s investor relations website.  All share data and share-based calculations set forth in this press release have been adjusted to reflect the Company’s 1-for-10 reverse stock split completed on November 10, 2022 on a retroactive basis for the periods presented.

Stephen Hood, Chief Executive Officer of Motorsport Games, commented, “During these past few months since my return, we’ve entered a period of reflection and focused efforts on reestablishing a strong sense of teamwork. As a business, we’ve been dedicated to evaluating our opportunities alongside our current cost structure. This dedication has driven us to refine our operations, enhancing efficiency and reinforcing our commitment to delivering on our promises. I’m pleased to observe that even within this relatively short timeframe, we’ve made meaningful strides, with further progress yet to unfold. Launching an update to our legacy NASCAR Heat 5 title, which is on track to become our most downloaded content update, continuing to improve rFactor 2, our much-loved simulation platform, and making great strides on our online platform underpinned by our custom RaceControl technology demonstrates our progress through internal collaboration.”

Hood added “With the recent announcement of our dedicated Le Mans Ultimate title, which centers around the FIA World Endurance Championship and iconic 24 Hours of Le Mans event, we are excited about the anticipated release of this interesting and innovative title later this year.”

Second Quarter 2023 Business Update

  • Announced “Le Mans Ultimate” –  a brand-new game centered around the 24 Hours of Le Mans and FIA World Endurance Championship (“WEC”) expected to release in December 2023: The expected new title, which was designed using Studio 397’s renowned technology, will for the first time allow users to experience the full FIA WEC grid of the exciting new Hypercar category along with GT machinery on the incredible calendar of race tracks.
  • Released the “Next Gen Car Update” for NASCAR Heat 5 as a purchasable DLC, allowing customers to experience the latest generation of stock cars on the ever-popular game across PlayStation, Xbox and PC: This update allows customers for the first time to experience the Next Gen stock cars for the ever-popular NASCAR Heat 5 game, which continues the appeal of our legacy franchise
  • Released key updates to rFactor 2, including the official FIA Formula E Gen3 car: We continue to expand the roster for our renowned simulation platform with the only currently available official FIA Formula E car, which was also used by the series for their in-house managed “Formula E: Accelerate” esports championship. Other key updates to the software include key Artificial Intelligence (AI) driver updates as well as other well-received quality-of-life improvements.

Select Financial Highlights for the Three Months Ended June 30, 2023

The Company reported a net loss for the second quarter of 2023 (“2023”) of $8.2 million, or $3.02 per share, compared to a net loss of $7.5 million, or $6.34, for the second quarter of 2022 (“2022”). The Company also reported an Adjusted EBITDA loss for 2023 of $2.7 million, compared to an Adjusted EBITDA loss of $6.0 million for the same period in the prior year.

The change in net loss was driven by the Company recognizing impairment losses of $4.0 million in 2023, compared to $0.1 million in impairment losses in 2022, which was partially offset by a $2.2 million reduction in marketing, development and general & administrative spend, driven in part by actions taken by the Company as part of its previously announced 2022 Restructuring Program, as well as $0.4 million in fair value gains from changes in the carrying value of certain liability classified warrants, and favorable foreign currency gains.

Revenue for 2023 was $1.7 million compared to $2.0 million for 2022, a reduction of $0.3 million, or 13.4%. Less favorable pricing and lower volume of digital and mobile games sales, lower revenues earned through the development of third-party simulation platforms for third-parties, and lower revenues earned through esports sponsorships were the primary drivers for the reduction in revenues, which was partially offset by lower sales allowances and reserves in 2023 when compared to 2022.

Quarterly Financial Highlights

 Three Months Ended June 30,
2023 2022
Revenues  $  1,739,130  $  2,008,987
Cost of revenues        866,167        856,157
Gross profit        872,963     1,152,830
Total operating expenses     9,486,270     7,838,245
Loss from operations    (8,613,307)    (6,685,415)
Interest expense       (244,750)       (191,662)
Other (loss) income, net        657,175       (610,594)
Net loss    (8,200,882)    (7,487,671)
Less: Net loss attributable to non-controlling interest         (29,858)         (82,375)
Net loss attributable to Motorsport Games Inc.  $ (8,171,024)  $ (7,405,296)
Net loss attributable to Class A common stock per share:
Basic and diluted  $        (3.02)  $        (6.34)
Weighted-average shares of Class A common stock outstanding:
Basic and diluted     2,704,106     1,167,359

The following table provides a reconciliation from net loss to Adjusted EBITDA loss for 2023 and 2022, respectively:

Three Months Ended June 30, Six Months Ended June 30,
2023 2022 2023 2022
Net Loss  $ (8,200,882)  $ (7,487,671)  $ (13,460,074)  $ (23,454,716)
Interest expense, net        244,750        191,662          443,870          393,258
Depreciation and Amortization        508,874        489,829       1,011,231       1,067,343
EBITDA  $ (7,447,258)  $ (6,806,180)  $ (12,004,973)  $ (21,994,115)
Acquisition related expenses        231,607        463,065          285,357          464,315
Impairment of goodwill and intangible assets     4,004,627        149,048       4,004,627       9,428,370
Stock-based compensation        521,303        238,573          770,536          591,603
Adjusted EBITDA  $ (2,689,721)  $ (5,955,494)  $  (6,944,453)  $ (11,509,827)

Cash Flow and Liquidity

As of June 30, 2023, the Company had cash and cash equivalents of approximately $2.0 million. During the six months ended June 30, 2023, the Company had negative cash flows from operations of approximately $8.9 million, representing an average monthly net cash burn from operations of approximately $1.5 million. While it has taken measures to reduce its costs, the Company expects to continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles.

As of July 31, 2023, the Company’s cash and cash equivalents has reduced further to $1.4 million. Based on this cash and cash equivalents position, and the Company’s average cash burn, the Company does not believe it has sufficient cash on hand to fund its operations for the remainder of fiscal year 2023 and that additional funding will be required in order to continue operations. In order to address its liquidity short fall, the Company is actively exploring several options, including, but not limited to: i) additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; ii) strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets; and iii) further cost reduction and restructuring initiatives.

There can be no assurances that the Company will be able to secure additional liquidity through the means referenced above, nor can there be any assurances that the Company can sufficiently reduce costs and restructure its business to sufficiently lower its cash burn to sustainable levels and therefore meet its ongoing cash requirements. Further, other factors can impact the Company’s liquidity position, including, but not limited to, the Company’s level of sales and expenditures, as well as accounts receivable, sales allowances, prepaid manufacturing expenses and accrued expenses.  For additional information regarding the Company’s liquidity, see the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 to be filed with the Securities and Exchange Commission (the “SEC”).

(1)Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). Reconciliations of the Non-GAAP Measure to net loss, its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net loss plus interest expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) acquisition related expenses; (ii) stock-based compensation expenses; (iii) impairment of goodwill and intangible assets; and (iv) charges or gains resulting from non-recurring events, if any.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using the Non-GAAP Measure by using it to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Non-GAAP Measure may not be comparable to other similarly titled measures of other companies.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today, August 21, 2023, to discuss its financial results. The live conference call can be accessed by dialing 1-877-407-0784 or from the U.S. or 1-201-689-8560 internationally. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward-Looking Statements

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements or information in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning: (i) the Company’s future business, future results of operations and/or financial condition; (ii) new or planned products, features, events or other offerings and the anticipated timing of launching such products, features, events and offerings, including the anticipated release of the Company’s Le Mans Ultimate game in December 2023; (iii) the expected future impact of implementing management strategies and the impact of other industry trends; (iv) the Company’s expectation that it will continue to have a net cash outflow from operations for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles; (v) the Company’s expectations regarding its future technologies, such as RaceControl, and the anticipated benefits from such technologies; and (vi) the Company’s liquidity and capital requirements, including, without limitation, the Company’s ability to continue as a going concern, the Company’s belief it will not have sufficient cash on hand to fund its operations for the remainder of 2023 based on the cash and cash equivalents available as of July 31, 2023 and the Company’s average cash burn, the Company’s belief that additional funding will be required in order to continue operations, and the Company’s plans to address its liquidity short fall, including its exploration of several options, including, but not limited to: additional funding in the form of potential equity and/or debt financing arrangements or similar transactions; strategic alternatives for its business, including, but not limited to, the sale or licensing of the Company’s assets; and further cost reduction and restructuring initiatives. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside of the Company’s control and are difficult to predict.  Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, such as due to decreased sales of the Company’s products due to the disposition of key assets, further changes in the Company’s product roadmap, the Company’s inability to deliver new products for its various other licenses, a slower than anticipated economic recovery and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of its new game titles and/or less than anticipated benefits from its future technologies, the Company experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs and, in addition to the factors set forth in (ii) through (vi) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events  or other offerings, such as due to difficulties and/or delays arising out of any resurgence of the ongoing and prolonged COVID-19 pandemic; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment (such as the impact on consumer discretionary spending as a result of significant increases in energy and gas prices which have been increasing since early in 2020), a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending, or adverse developments relating to the ongoing war between Russia and Ukraine; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under the Company’s 2022 Restructuring Program and any further cost reduction and restructuring initiatives; (v) difficulties and/or delays in resolving the Company’s liquidity and capital requirements due to reasons including, without limitation, difficulties in securing funding that is on commercially acceptable terms to the Company or at all, such as the Company’s inability to complete in whole or in part any potential debt and/or equity financing transactions or similar transactions, any inability to achieve cost reductions, including, without limitation, those which the Company expects to achieve through the 2022 Restructuring Program and any further cost reduction and restructuring initiatives, as well as any inability to consummate one or more strategic alternatives for the Company’s business, including, but not limited to, the sale or licensing of the Company’s assets, and/or less than expected benefits resulting from any such strategic alternative; and/or (vi) difficulties, delays or the Company’s inability to successfully complete the 2022 Restructuring Program and any further cost reduction and restructuring initiatives, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing the 2022 Restructuring Program and any further cost reduction and restructuring initiatives, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from the 2022 Restructuring Program and any further cost reduction and restructuring initiatives and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions.  Factors other than those referred to above could also cause the Company’s results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) delays and higher than anticipated expenses related to the ongoing and prolonged COVID-19 pandemic, any resurgence of COVID-19 and the ongoing war between Russia and Ukraine; (ii) the Company’s ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (iii) the Company’s ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iv) unanticipated operating costs, transaction costs and actual or contingent liabilities; (v) the ability to attract and retain qualified employees and key personnel; (vi) adverse effects of increased competition; (vii) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (viii) the Company’s inability to protect its intellectual property; and/or (ix) local, industry and general business and economic conditions.  Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2022, its Quarterly Reports on Form 10-Q filed with the SEC during 2023, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

Appendix:

The following table provide a comparative summary of the Company’s financial results for the periods presented:

 Three Months Ended June 30,  Six Months Ended June 30,
2023 2022 2023 2022
Revenues  $   1,739,130  $   2,008,987  $     3,468,485  $     5,330,776
Cost of revenues [1]          866,167          856,157         2,114,903         2,869,963
Gross profit          872,963       1,152,830         1,353,582         2,460,813
Operating expenses:
Sales and marketing [2]          434,788       1,540,220         1,053,198         3,228,669
Development [3]       1,787,768       2,681,642         4,184,902         5,085,980
General and administrative [4]       3,154,233       3,349,610         5,933,343         6,772,763
Impairment of goodwill                  –                  –                   –         4,788,268
Impairment of intangible assets       4,004,627          149,048         4,004,627         4,640,102
Depreciation and amortization          104,854          117,725           202,208           233,796
Total operating expenses       9,486,270       7,838,245       15,378,278       24,749,578
Loss from operations      (8,613,307)      (6,685,415)      (14,024,696)      (22,288,765)
Interest expense  [5]         (244,750)         (191,662)          (443,870)          (393,258)
Other (loss) income, net          657,175         (610,594)         1,008,492          (772,693)
Net loss      (8,200,882)      (7,487,671)      (13,460,074)      (23,454,716)
Less: Net loss attributable to non-controlling interest          (29,858)          (82,375)          (188,103)          (911,803)
Net loss attributable to Motorsport Games Inc.  $  (8,171,024)  $  (7,405,296)  $  (13,271,971)  $  (22,542,913)
Net loss attributable to Class A common stock per share:
Basic and diluted  $          (3.02)  $          (6.34)  $            (5.42)  $          (19.32)
Weighted-average shares of Class A common stock outstanding:
Basic and diluted       2,704,106       1,167,359         2,448,131         1,167,087

The post Motorsport Games Reports Second Quarter 2023 Financial Results appeared first on Motorsport Games.

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Motorsport Games to Report Second Quarter 2023 Financial Results https://motorsportgames.com/motorsport-games-to-report-second-quarter-2023-financial-results/ Wed, 16 Aug 2023 13:00:38 +0000 https://motorsportgames.com/?p=22372 MIAMI, FL – Aug 16, 2023 – Motorsport Games Inc....

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MIAMI, FL – Aug 16, 2023 – Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”), a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world, will report its financial results for the first fiscal quarter of 2023 on Monday, August 21, 2023, after market close. Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the live webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.”  The call may also be accessed by dialing 1 (844) 826-3033 from the U.S., or by dialing 1 (412) 317-5185 internationally.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

 

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

 

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

 

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

 

Contacts:

Investors:

investors@motorsportgames.com

 

Media:

pr@motorsportgames.com

 

The post Motorsport Games to Report Second Quarter 2023 Financial Results appeared first on Motorsport Games.

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Motorsport Games Reports First Quarter 2023 Financial Results https://motorsportgames.com/motorsport-games-reports-first-quarter-2023-financial-results/ Thu, 11 May 2023 21:17:51 +0000 https://motorsportgames.com/?p=22300 MIAMI, May 11, 2023 — Motorsport Games Inc. (NASDAQ: MSGM)...

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MIAMI, May 11, 2023 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today reported financial results for its first fiscal quarter ended March 31, 2023. The Company has also posted a Q1 2023 Review video and Q1 2023 earnings slides highlighting key milestones that occurred in the period, which are accessible on the Company’s investor relations website. All share data and share-based calculations set forth in this press release have been adjusted to reflect the Company’s 1-for-10 reverse stock split completed on November 10, 2022 on a retroactive basis for the periods presented.

Stephen Hood, Chief Executive Officer of Motorsport Games, commented, “I am incredibly passionate about the world of motorsport, and I see a tremendous opportunity for growth and innovation in this exciting industry. I am pleased to be able to rejoin Motorsport Games as CEO and lead this team in driving the company forward. With our expertise in racing game development, esports, and broadcasting, I believe we are increasingly well-positioned to capitalize on the growing demand for immersive motorsport experiences and create new opportunities for fans and participants around the world.”

Hood added, “It has been apparent in my first few weeks the entire team across the Motorsport Games business are energized about what we can deliver if we are united and decisive. I am firm in my belief about what can be achieved and hope to be a catalyst in a change of fortunes for the Motorsport Games business.”

First Quarter 2023 Business Update

rFactor 2 Quarterly Content Update Released: In February 2023, the Company released updates to rFactor 2 that includes an exciting new vehicle – the Honda Civic Type R, the introduction of the superb, laser-scanned version of Long Beach, and a wealth of improvements to enhance the player experience.
Raised Approximately $11.3 Million of Gross Proceeds in 3 Registered Direct Offerings: During February 2023, the Company announced the closing of 3 registered direct offerings priced at-the-market under NASDAQ rules. The aggregate gross proceeds from the 3 offerings were approximately $11.3 million.
Completed Debt for Equity Exchanges with Motorsport Network, LLC: The Company entered into debt-for-equity exchange agreements with its majority stockholder, Motorsport Network, LLC (“Motorsport Network”), pursuant to which all of the Company’s outstanding debt under its $12 million line of credit with Motorsport Network was cancelled in exchange for shares of the Company’s Class A common stock.
Regained Full Compliance with NASDAQ Listing Rules: The Company received notice from the Nasdaq Stock Market LLC (“Nasdaq”) on January 30, 2023 informing Motorsport Games that it has regained full compliance with the Nasdaq Listing Rules.
Delivered the Finale of the 2022-23 Le Mans Virtual Series, the 24 Hours of Le Mans Virtual: The 2022-23 Le Mans Virtual Series, a joint venture between Motorsport Games and the Automobile Club de l’Ouest (“ACO”), returned for more of the elite, endurance esports competition which has attracted world motor racing champions, captured global attention, and received plaudits from teams, drivers and fans alike. The grand finale, the 24 Hours of Le Mans Virtual, was held on January 14-15, 2023 and had a cumulative total of approximately 8.8 million video views with approximately 27 million minutes watched.

 

Select Financial Highlights

The Company reported a net loss for the first quarter of 2023 (“2023”) of $5.3 million, or $2.33 per share, compared to a net loss of $16.0 million, or $12.97, for the first quarter of 2022 (“2022”). The Company also reported an Adjusted EBITDA loss for 2023 of $4.3 million, compared to an Adjusted EBITDA loss of $5.6 million for the same period in the prior year. The Company benefited from no impairment losses in 2023, compared to $9.3 million of impairment losses in 2022, with the remaining $1.4 million reduction in net loss primarily due to reduced external marketing spend and lower payroll costs in 2023 when compared to 2022, as a result of the actions taken under the Company’s previously announced 2022 Restructuring Program.

Revenue for 2023 was $1.7 million compared to $3.3 million for the same period in the prior year, a reduction of $1.6 million, or 48%. The Company experienced less favorable pricing and lower volume of digital sales in its existing product portfolio, as well as lower physical retail sales, in 2023 when compared to 2022.

Quarterly Financial Highlights

  Three Months Ended March 31,  
  2023     2022  
Revenues $ 1,729,355 $ 3,321,789
Cost of revenues 1,248,736 2,013,806
Gross profit 480,619 1,307,983
Total operating expenses 5,892,008 16,911,333
Loss from operations (5,411,389 ) (15,603,350 )
Interest expense (199,120 ) (201,596 )
Other (loss) income, net 351,317 (162,099 )
Net loss (5,259,192 ) (15,967,045 )
Less: Net loss attributable to non-controlling interest (158,245 ) (829,428 )
Net loss attributable to Motorsport Games Inc. $ (5,100,947 ) $ (15,137,617 )
Net loss attributable to Class A common stock per share:
Basic and diluted $ (2.33 ) $ (12.97 )
Weighted-average shares of Class A common stock outstanding:
Basic and diluted 2,192,155 1,166,816

The following table provides a reconciliation from net loss to Adjusted EBITDA loss for 2023 and 2022, respectively:

  Three Months Ended

March 31, 2023

    Three Months Ended

March 31, 2022

 
Net Loss $ (5,259,192 ) $ (15,967,045 )
Interest expense 199,120 201,596
Depreciation and Amortization 502,357 567,840
EBITDA (4,557,715 ) (15,197,609 )
Acquisition-related expenses 53,750 1,250
Impairment of goodwill and intangible assets 9,279,322
Stock-based compensation 249,233 353,030
Adjusted EBITDA $ (4,254,732 ) $ (5,554,333 )

Cash Flow and Liquidity

As of March 31, 2023, the Company had cash and cash equivalents of approximately $5.8 million. During 2023, the Company had negative cash flows from operations of approximately $5.7 million, representing an average monthly net cash burn from operations of approximately $1.9 million. The Company expects to continue to incur significant operating expenses as it develops its product portfolio and, as a result, expects to have negative cash flows from operations for the foreseeable future until its product base is suitably established to create sufficient revenues and cash inflows to support the Company’s operations .

As of April 30, 2023, the Company’s cash and cash equivalents has reduced further to $4.9 million. Based on this cash and cash equivalents position, and the Company’s average cash burn, the Company does not believe it has sufficient cash on hand to fund its operations for the remainder of 2023 and that additional funding will be required in order to continue operations. The Company will need to supplement its available liquidity with additional debt and/or equity financing, as well as ongoing cost control initiatives.

The Company’s future liquidity and capital requirements include funds to support the planned costs to operate its business, including amounts required to fund working capital, support the development and introduction of new products, maintain existing game titles and certain capital expenditures. The adequacy of the Company’s available funds generally depends on many factors, including its ability to successfully develop consumer-preferred new products or enhancements to its existing products, continued development and expansion of the Company’s esports platform and its ability to collaborate with and/or acquire other companies or technologies to enhance or complement the Company’s product and service offerings.

The Company is currently seeking additional funds through a variety of arrangements and through maintaining and enhancing strong cost controls. There can be no assurances that the sources of liquidity referred to above will provide the Company with sufficient liquidity to meet its ongoing cash requirements as, among other things, the Company’s liquidity can be impacted by a number of factors, including the Company’s level of sales and expenditures, as well as accounts receivable, sales allowances, prepaid manufacturing expenses and accrued expenses.

(1) Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). Reconciliations of the Non-GAAP Measure to net loss, its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net loss plus interest expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) acquisition related expenses; (ii) stock-based compensation expenses; (iii) impairment of goodwill and intangible assets; and (iv) other charges or gains resulting from non-recurring events, if any.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using the Non-GAAP Measure by using it to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Non-GAAP Measure may not be comparable to other similarly titled measures of other companies.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 6:00 p.m. ET today, May 11, 2023, to discuss its financial results. The live conference call can be accessed by dialing 1-844-826-3033 from the U.S. or 1-412-317-5185 internationally. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward-Looking Statements

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements or information in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning: (i) the Company’s future business, future results of operations and/or financial condition; (ii) new or planned products, features, events or other offerings and the anticipated timing of launching such products, features, events and offerings; (iii) the Company’s belief that it is increasingly well-positioned to capitalize on the growing demand for immersive motorsport experiences and create new opportunities for fans and participants around the world; (iv) the expected future impact of implementing management strategies and the impact of other industry trends; (v) the Company’s expectation that it will continue to incur significant operating expenses as it develops its product portfolio; (vi) the Company’s expectation that it will have negative cash flows from operations for the foreseeable future until its product base is suitably established to create sufficient revenues and cash inflows to support the Company’s operations; and (vii) the Company’s liquidity and capital requirements, including, without limitation, the Company’s ability to continue as a going concern, the Company’s belief it will not have sufficient cash on hand to fund its operations for the remainder of 2023 based on the cash and cash equivalents available as of March 31, 2023 and the Company’s average cash burn, the Company’s belief that additional funding will be required in order to continue operations, and the Company’s expectation to supplement liquidity with additional debt and/or equity financing and cash generated by cost control initiatives. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside of the Company’s control and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, such as due to a slower than anticipated economic recovery and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of its new game titles, the Company experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs and, in addition to the factors set forth in (ii) through (vi) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events or other offerings, such as due to difficulties and/or delays arising out of any resurgence of the ongoing and prolonged COVID-19 pandemic; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment (such as the impact on consumer discretionary spending as a result of significant increases in energy and gas prices which have been increasing since early in 2020), a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending, or adverse developments relating to the ongoing war between Russia and Ukraine; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under the Company’s 2022 Restructuring Program; (v) difficulties and/or delays in resolving the Company’s liquidity and capital requirements, including, without limitation, difficulties in securing funding that is on commercially acceptable terms to the Company or at all, such as the Company’s inability to complete in whole or in part any potential debt and/or equity financing transactions or similar transactions, as well as any inability to achieve cost reductions, including, without limitation, those which the Company expects to achieve through the 2022 Restructuring Program; and/or (vi) difficulties, delays or the Company’s inability to successfully complete the 2022 Restructuring Program, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing the 2022 Restructuring Program, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from the 2022 Restructuring Program and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions. Factors other than those referred to above could also cause the Company’s results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) delays and higher than anticipated expenses related to the ongoing and prolonged COVID-19 pandemic, any resurgence of COVID-19 and the ongoing war between Russia and Ukraine; (ii) the Company’s ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (iii) the Company’s ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iv) unanticipated operating costs, transaction costs and actual or contingent liabilities; (v) the ability to attract and retain qualified employees and key personnel; (vi) adverse effects of increased competition; (vii) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (viii) the Company’s inability to protect its intellectual property; and/or (ix) local, industry and general business and economic conditions. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2022, its Quarterly Reports on Form 10-Q filed with the SEC during 2023, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

 

 

Appendix:

 

The following table provide a comparative summary of the Company’s financial results for the periods presented:

 

MOTORSPORT GAMES INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

 

  Three Months Ended March 31,  
  2023     2022  
Revenues $ 1,729,355 $ 3,321,789
Cost of revenues [1] 1,248,736 2,013,806
Gross profit 480,619 1,307,983
Operating expenses:
Sales and marketing [2] 618,410 1,688,449
Development [3] 2,397,134 2,404,338
General and administrative [4] 2,779,110 3,423,153
Impairment of goodwill 4,788,268
Impairment of intangible assets 4,491,054
Depreciation and amortization 97,354 116,071
Total operating expenses 5,892,008 16,911,333
Loss from operations (5,411,389 ) (15,603,350 )
Interest expense (199,120 ) (201,596 )
Other (loss) income, net 351,317 (162,099 )
Net loss (5,259,192 ) (15,967,045 )
Less: Net loss attributable to non-controlling interest (158,245 ) (829,428 )
Net loss attributable to Motorsport Games Inc. $ (5,100,947 ) $ (15,137,617 )
Net loss attributable to Class A common stock per share:
Basic and diluted $ (2.33 ) $ (12.97 )
Weighted-average shares of Class A common stock outstanding:
Basic and diluted 2,192,155 1,166,816

 

[1] Includes related party costs of $0 and $6,228 for the three months ended March 31, 2023 and 2022, respectively.

[2] Includes related party expenses of $17,076 and $0 for the three months ended March 31, 2023 and 2022, respectively.

[3] Includes related party expenses of $15,488 and $22,606 for the three months ended March 31, 2023 and 2022, respectively.

[4] Includes related party expenses of $92,045 and $22,886 for the three months ended March 31, 2023 and 2022, respectively.

The post Motorsport Games Reports First Quarter 2023 Financial Results appeared first on Motorsport Games.

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Motorsport Games to Report First Quarter 2023 Financial Results https://motorsportgames.com/motorsport-games-to-report-first-quarter-2023-financial-results/ Mon, 08 May 2023 13:19:21 +0000 https://motorsportgames.com/?p=22295 MIAMI, FL – May 8, 2023 – Motorsport Games Inc....

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MIAMI, FL – May 8, 2023 – Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”), a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world, will report its financial results for the first fiscal quarter of 2023 on Thursday, May 11, 2023, after market close. Management will host a conference call and webcast on the same day at 6:00 p.m. ET to discuss the results.

Participants may access the live webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.”  The call may also be accessed by dialing 1 (844) 826-3033 from the U.S., or by dialing 1 (412) 317-5185 internationally.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

 

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release. 

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post Motorsport Games to Report First Quarter 2023 Financial Results appeared first on Motorsport Games.

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Motorsport Games Reports Fourth Quarter of 2022 & Full Year 2022 Financial Results https://motorsportgames.com/motorsport-games-reports-fourth-quarter-of-2022-full-year-2022-financial-results/ Fri, 24 Mar 2023 20:22:18 +0000 https://motorsportgames.com/?p=22266 MIAMI, March 24, 2023 — Motorsport Games Inc. (NASDAQ: MSGM)...

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MIAMI, March 24, 2023 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today reported financial results for its fourth quarter and fiscal year ended December 31, 2022. The Company has also posted a 2022 Year End Review video and Q4 ‘22 and fiscal year-end earnings slides highlighting key milestones that occurred in the period, which are accessible on the Company’s investor relations website.

Dmitry Kozko, Chief Executive Officer of Motorsport Games, commented, “In the face of numerous challenges, including the ongoing war in Ukraine and operational hurdles, I am inspired by the incredible resilience and determination of our team at Motorsport Games. As we continue to strive towards making the thrill of motorsports accessible to everyone, we have made progress in our 2022 product release schedule and remain committed to the development of our future INDYCAR, NASCAR, Le Mans and BTCC gaming experiences. Our commitment extends to having new high-quality standards for future releases, which will require more time and resources to complete. However, when we ultimately release these games, we believe that they will be worth the wait.”

Kozko added, “Our recent capital raise transactions, as well as our debt exchange with our majority shareholder, provide a much-needed improvement on the balance sheet. Additionally, we completed our 1-for-10 reverse stock split in November and brought three new independent directors to our board helping us to regain full compliance with the NASDAQ listing requirements in January 2023. I am especially excited to welcome Jason Potter as our new CFO.”

Fourth Quarter 2022 Business Update

rFactor 2 Quarterly Content Update Released: In November 2022, the Company released updates to rFactor 2 that brought new cars and tracks to the rFactor platform marking the first time the Thruxton, Croft and Bahrain circuits have been laser-scanned into a commercial SIM racing product. Four new tracks and two new cars, including one more BTCC car, were made available in the Steam Store.
Released NASCAR Rivals on Nintendo Switch: NASCAR Rivals, the official video game for the 2022 NASCAR Cup Series Season, released on October 14, 2022. NASCAR Rivals brings the excitement of the NASCAR Cup Series regular season and playoffs to fans on the go with the Nintendo Switch’s easy, built-in mobility. The game’s variety of race modes provide players the ability to race and compete in different ways, emphasizing rivalry across the sport itself and among teams in the NASCAR Cup Series, drivers and the players, both locally and via multiplayer.

 

Released 2022 Season Expansion Update for NASCAR 21: Ignition: On October 6, 2022, the Company officially launched the 2022 Season Expansion Update for NASCAR 21: Ignition 2022 to reflect the 2022 NASCAR Cup Series season. Updates to the title, available for free, will be seen across Race Now, Online Multiplayer and the Paint Booth and are available for download for Sony PlayStation 4 and 5, Xbox One, Series S and X and PC through the Steam store.
Delivered the first 4 of 5 Rounds of the 2022-23 Le Mans Virtual Series: The 2022-23 Le Mans Virtual Series, a joint venture between Motorsport Games Inc. and the Automobile Club de l’Ouest (ACO), returned for more of the elite, endurance esports competition which has attracted world motor racing champions, captured global attention, and received plaudits from teams, drivers and fans alike. The lead up to the 24 Hours of Le Mans Virtual, the first 4 rounds were: 8 hours of Bahrain (Sep 17, 2022), 4 Hours of Monza (Oct 8, 2022), 6 Hours of SPA (Nov 5, 2022) and 500 Miles of Sebring (Dec 3, 2022). 

Financial Results for the Three Months Ended December 31, 2022

Revenue for the fourth quarter of 2022 was $3.8 million compared to $8.2 million for the same period in the prior year, a reduction of $4.4 million, or 54%. Gross profit was $2.3 million compared to $3.3 million for the same period in the prior year, a decrease of $1 million, while gross profit margin improved to 60.6% from 40.5%.

Net loss for the fourth quarter of 2022 was $4.8 million, or $4.17 per share, compared to a net loss of $7 million, or $6.16 per share, for the same period in the prior year, an improvement of $2.2 million, or $1.99 per share. Lower sales and marketing, development and cost of revenue expenses in the fourth quarter of 2022 contributed to the reduction in net loss, partially offset by a reduction in revenue, when compared to the same period in the prior year.

Adjusted EBITDA loss(1) for the fourth quarter of 2022 was $3.5 million, compared to an Adjusted EBITDA loss(1) of $5.4 million for the same period in the prior year. The change in Adjusted EBITDA loss(1) of $1.9 million was primarily due the same factors driving the previously discussed change in net loss for the fourth quarter of 2022 when compared to the same period in the prior year.

The following table provides a reconciliation from net loss to Adjusted EBITDA loss(1) for the fourth quarter of 2022 and 2021, respectively:

  Three Months Ended December 31, 2022 Three Months Ended December 31, 2021  
Net Loss $ (4,849,023 ) $ (6,999,749 )
Interest expense 509,993 192,408
Depreciation and Amortization 486,549 567,840
EBITDA (3,852,481 ) (6,239,501 )
Acquisition-related expenses 161,010 248,584
Impairment of goodwill and intangible assets 188,378 317,113
Loss contingency expenses 100,000
Stock-based compensation (105,792) 241,300
Adjusted EBITDA $ (3,508,885 ) $ (5,432,504 )

Financial Results for the Twelve Months Ended December 31, 2022

Revenue for the full year 2022 was $10.3 million compared to $15.1 million for the same period in the prior year, a reduction of $4.8 million, or 31.5%. Gaming segment revenues were $9.2 million for the full year 2022, compared to $14.3 million for the same period in the prior year, a reduction of $5.1 million, or 35.9%. Esports segment revenues were $1.2 million for the full year 2022 compared to $0.8 million for the same period in the prior year, an improvement of $0.4 million, or 46.1%. Consolidated gross profit was $5.4 million compared to $7.5 million for the same period in the prior year, a decrease of $2.1 million, while gross profit margin improved to 52.0% from 50.1%.

Net loss for the full year 2022 was $36.8 million, or $30.73 per share, compared to a net loss of $33.7 million, or $29.15 per share, for the same period in the prior year, an increase of $3.1 million, or $1.58 per share. Lower revenues, impairment losses relating to goodwill and intangible assets and litigation expenses were key contributors to the increase in net loss when compared to the same period in the prior year, although they were partially offset by reductions in stock-based compensation expense, general and administration expenses and cost of revenues.

Adjusted EBITDA loss(1) was $21.2 million for full year 2022, compared to Adjusted EBITDA loss(1) of $17.4 million for the same period in the prior year, an increase of $3.7 million, or 21.4%. The increase in Adjusted EBITDA loss(1) was primarily driven by the same factors impacting the change in net loss previously discussed.

The following table provides a reconciliation from net loss to Adjusted EBITDA(1) for full year 2022 and full year 2021:

  Year Ended
December 31, 2022
    Year Ended
December 31, 2021
 
Net Loss $ (36,840,454 ) $ (33,704,745 )
Interest expense 1,148,204 504,156
Depreciation and Amortization 2,062,552 1,785,074
EBITDA (33,629,698 ) (31,415,515 )
IPO-related expenses 2,947,192
Acquisition-related expenses 718,610 2,372,248
Gain attributable to equity method investment (1,370,837 )
Impairment of goodwill and intangible assets 9,616,748 317,113
Loss contingency expenses 1,425,000
Stock-based compensation 714,523 9,726,738
Adjusted EBITDA $ (21,154,817 ) $ (17,423,061 )

 

Cash Flow and Liquidity

For full year 2022, the Company had negative cash flows from operations of approximately $19.5 million, representing an average monthly net cash burn from operations of approximately $1.63 million. The Company expects to continue to incur significant operating expenses as it develops its product portfolio and, as a result, expects to have negative cash flows from operations for the foreseeable future until its product base is suitably established to create sufficient revenues and cash inflows to support the Company’s operations.

As of March 22, 2023, the Company had cash and cash equivalents of approximately $6.5 million. Based on this cash and cash equivalents position, and the Company’s average cash burn, we do not believe we have sufficient cash on hand to fund our operations for the remainder of 2023 and that additional funding will be required in order to continue operations. We will need to supplement our available liquidity with additional debt and/or equity financing, as well as ongoing cost control initiatives.

The Company’s future liquidity and capital requirements include funds to support the planned costs to operate its business, including amounts required to fund working capital, support the development and introduction of new products, maintain existing game titles and certain capital expenditures. The adequacy of the Company’s available funds generally depends on many factors, including its ability to successfully develop consumer-preferred new products or enhancements to its existing products, continued development and expansion of the Company’s esports platform and its ability to collaborate with and/or acquire other companies or technologies to enhance or complement the Company’s product and service offerings.

The Company is currently seeking additional funds through a variety of arrangements and through maintaining and enhancing strong cost controls. There can be no assurances that the sources of liquidity referred to above will provide the Company with sufficient liquidity to meet its ongoing cash requirements as, among other things, the Company’s liquidity can be impacted by a number of factors, including the Company’s level of sales and expenditures, as well as accounts receivable, sales allowances, prepaid manufacturing expenses and accrued expenses.

2022 Restructuring Program Update

As of December 31, 2022, the Company had incurred restructuring costs of approximately $0.1 million in connection with its previously announced 2022 Restructuring Program, which primarily consist of severance payments, and expects total restructuring costs to fall within the previously estimated range of $0.1 million to $0.3 million. By implementing the 2022 Restructuring Program, the Company expects to eliminate approximately 20% of its overhead costs worldwide and deliver approximately $4 million of total annualized cost reductions by the end of 2023. As a result of the restructuring efforts, the Company has achieved annualized savings of approximately $2.5 million as of December 31, 2022 and is continuing its efforts to achieve further cost reductions. 

 (1)Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). See the reconciliations of the Non-GAAP Measure to its most directly comparable U.S. GAAP measure in the financial tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net (loss) plus interest (income) expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) IPO-related expenses; (ii) acquisition related expenses; (iii) gain attributable to equity method investment resulting from the acquisition of additional equity interest in Le Mans Esports Series Ltd.; (iv) stock-based compensation expenses; (v) impairment of goodwill and intangible assets; (vi) loss contingency expenses relating to legal proceedings; and (vii) other charges or gains resulting from non-recurring events, if any.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using the Non-GAAP Measure by using it to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Non-GAAP Measure may not be comparable to other similarly titled measures of other companies. Reconciliations of the Non-GAAP Measure to net loss, its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today, March 24, 2023, to discuss its financial results. The live conference call can be accessed by dialing 1-877-407-0784 from the U.S. or 1-201-689-8560. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward-Looking Statements

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning: (i) the Company’s future business, future results of operations and/or financial condition; (ii) new or planned products, features, events or other offerings and the anticipated timing of launching such products, features, events and offerings, including the Company’s commitment to the development of its future INDYCAR, NASCAR, Le Mans and BTCC gaming experiences; (iii) the expected future impact of implementing management strategies and the impact of other industry trends; (iv) the Company’s expectation that it will continue to incur significant operating expenses as it develops its product portfolio; (v) the Company’s expectation that it will have negative cash flows from operations for the foreseeable future until its product base is suitably established to create sufficient revenues and cash inflows to support the Company’s operations; (vi) the Company’s liquidity and capital requirements, including, without limitation, the Company’s ability to continue as a going concern, the Company’s belief it will not have sufficient cash on hand to fund its operations for the remainder of 2023 based on the cash and cash equivalents available as of March 22, 2023 and the Company’s average cash burn, the Company’s belief that additional funding will be required in order to continue operations, and the Company’s expectation to supplement liquidity with additional debt and/or equity financing and cash generated by cost control initiatives, as well as statements regarding the Company’s cash flows and anticipated uses of cash; and (vii) the Company’s intentions and expectations regarding the 2022 Restructuring Program, including expectations that the program will eliminate approximately 20% of the Company’s overhead costs worldwide and deliver approximately $4 million of total annualized cost reductions by the end of 2023. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside of the Company’s control and are difficult to predict.  Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, such as due to a slower than anticipated economic recovery and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of its new game titles, the Company experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs and, in addition to the factors set forth in (ii) through (vi) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events  or other offerings, such as due to difficulties and/or delays arising out of any resurgence of the ongoing and prolonged COVID-19 pandemic; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment (such as the impact on consumer discretionary spending as a result of significant increases in energy and gas prices which have been increasing since early in 2020), a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending, or adverse developments relating to the ongoing war between Russia and Ukraine; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under the Company’s 2022 Restructuring Program; (v) difficulties and/or delays in resolving the Company’s liquidity and capital requirements, including, without limitation, difficulties in securing funding that is on commercially acceptable terms to the Company or at all, such as the Company’s inability to complete in whole or in part any potential debt and/or equity financing transactions or similar transactions, as well as any inability to achieve cost reductions, including, without limitation, those which the Company expects to achieve through the 2022 Restructuring Program; and/or (vi) difficulties, delays or the Company’s inability to successfully complete the 2022 Restructuring Program, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing the 2022 Restructuring Program, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from the 2022 Restructuring Program and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions.  Factors other than those referred to above could also cause the Company’s results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) delays and higher than anticipated expenses related to the ongoing and prolonged COVID-19 pandemic, any resurgence of COVID-19 and the ongoing war between Russia and Ukraine; (ii) the Company’s ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (iii) the Company’s ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iv) unanticipated operating costs, transaction costs and actual or contingent liabilities; (v) the ability to attract and retain qualified employees and key personnel; (vi) adverse effects of increased competition; (vii) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (viii) the Company’s inability to protect its intellectual property; and/or (ix) local, industry and general business and economic conditions.  Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the Company’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2022, as well as in its subsequent filings with the SEC. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

Media:

PR@motorsportgames.com

 

Appendix:

 

The following table provide a comparative summary of the Company’s financial results for the periods presented:

 

MOTORSPORT GAMES INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
 Three Months Ended December 31,   For Year Ended December 31, 
2022 2021 2022 2021
Revenues  $        3,770,641  $        8,224,005  $        10,324,559  $        15,075,530
Cost of revenues [1]           1,487,498           4,891,905             4,960,317             7,529,155
Gross profit           2,283,143           3,332,100             5,364,242             7,546,375
Operating expenses:
Sales and marketing [2]           1,502,996           3,398,654             6,172,324             6,475,867
Development [3]           2,700,214           3,537,939            10,417,260             9,621,712
General and administrative [4]           2,983,079           2,765,987            13,764,177            25,378,149
Impairment of goodwill                       0                      –             4,788,270                        –
Impairment of intangible assets              188,378              317,113             4,828,478                317,113
Depreciation and amortization                93,638              101,095                420,137                280,192
Total operating expenses           7,468,305          10,120,788            40,390,646            42,073,033
Loss from operations          (5,185,162)          (6,788,688)           (35,026,404)           (34,526,658)
Interest expense  [5]             (509,993)             (192,408)            (1,148,204)               (504,156)
Gain attributable to equity method investment                      –                      –                        –             1,370,837
Other (loss) income, net              846,132               (18,653)               (665,846)                 (44,768)
Net loss          (4,849,023)          (6,999,749)           (36,840,454)           (33,704,745)
Less: Net loss attributable to non-controlling interest                83,585                10,659               (849,649)               (542,754)
Net loss attributable to Motorsport Games Inc.  $       (4,932,608)  $       (7,010,408)  $       (35,990,805)  $       (33,161,991)
Net loss attributable to Class A common stock per share:
Basic and diluted  $              (4.17)  $              (6.16)  $               (30.73)  $               (29.15)
Weighted-average shares of Class A common stock outstanding:
Basic and diluted           1,183,760           1,137,675             1,171,323             1,137,675

 

NOTE: All share data and share-based calculations set forth in this table have been adjusted to reflect the company’s 1-for-10 reverse stock split completed on November 10, 2022 on a retroactive basis for the periods presented.

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Motorsport Games to Report Fourth Quarter of 2022 & Full Year 2022 Financial Results https://motorsportgames.com/motorsport-games-to-report-fourth-quarter-of-2022-full-year-2022-financial-results/ Tue, 21 Mar 2023 14:50:28 +0000 https://motorsportgames.com/?p=22261 MIAMI, FL – March 21, 2023 – Motorsport Games Inc....

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MIAMI, FL – March 21, 2023 – Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”), a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world, will report its financial results for the fourth fiscal quarter of 2022 and full 2022 fiscal year on Friday, March 24, 2023 after market close. Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the live webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.”  The call may also be accessed by dialing 1 (877) 407-0784 from the U.S., or by dialing 1 (201) 689-8560 internationally.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post Motorsport Games to Report Fourth Quarter of 2022 & Full Year 2022 Financial Results appeared first on Motorsport Games.

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Motorsport Games Announces Closing of $4.03 Million Registered Direct Offering of Common Stock Priced At-the-Market Under Nasdaq Rules https://motorsportgames.com/motorsport-games-announces-closing-of-4-03-million-registered-direct-offering-of-common-stock-priced-at-the-market-under-nasdaq-rules/ Tue, 07 Feb 2023 19:40:56 +0000 https://motorsportgames.com/?p=22244 Together With the Two Registered Direct Offerings Closed Last Week,...

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Together With the Two Registered Direct Offerings Closed Last Week, Motorsport Games Has Raised Approximately $11.32 Million

  MIAMI, February 6, 2023Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today announced the closing of its registered direct offering priced at-the-market under Nasdaq rules which announced on February 3, 2023. In this lastest offering, the Company issued 232,188 shares of its Class A common stock at a purchase price of $17.39 per share. The aggregate gross proceeds to the Company from this offering was approximately $4.03 million, before deducting the placement agent’s fees and other offering expenses payable by the Company. Motorsport Games currently intends to use the net proceeds from this registered direct offering and the recent registered direct offerings closed last week for development of multiple games, working capital and general corporate purposes.

The Company also announced on February 1, 2023 that the Company converted all its remaining debt in debt-for-equity exchanges with Motorsport Network, retiring approximately $4 million of Company’s debt.

H.C. Wainwright & Co. acted as the exclusive placement agent for all the recent registered direct offerings.

The shares of Class A common stock described above were offered and sold by the Company pursuant to a “shelf” registration statement on Form S-3 (Registration No. 333-262462), including a base prospectus, previously filed with the Securities and Exchange Commission (“SEC”) on February 1, 2022 and declared effective by the SEC on February 10, 2022. The offerings of the shares of Class A common stock issued in the registered direct offerings were made only by means of prospectus supplements that form a part of the registration statement. A separate final prospectus supplement and an accompanying base prospectus relating to each offering was filed with the SEC and is available on the SEC’s website located at http://www.sec.gov. Electronic copies of each final prospectus supplement and accompanying base prospectus may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com.

As set forth in the definitive agreement entered into in connection with the most recent registered direct, the Company is restricted from issuing any shares of Class A common stock or Class A common stock equivalents. Each of the registered direct offering complies with the “baby shelf” rules.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward-Looking Statements

 Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, market and other conditions and statements regarding the anticipated use of proceeds from the registered direct offerings. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure:

 Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
    LinkedIn: Motorsport Games
    Twitch: traxiongg
    Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post Motorsport Games Announces Closing of $4.03 Million Registered Direct Offering of Common Stock Priced At-the-Market Under Nasdaq Rules appeared first on Motorsport Games.

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Motorsport GamesAnnounces $4.03 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules https://motorsportgames.com/motorsport-gamesannounces-4-03-million-registered-direct-offering-priced-at-the-market-under-nasdaq-rules/ Fri, 03 Feb 2023 18:07:28 +0000 https://motorsportgames.com/?p=22239 MIAMI, February 3, 2023 — Motorsport Games Inc. (NASDAQ: MSGM)...

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MIAMI, February 3, 2023Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”), today announced that it has entered into a definitive agreement for the issuance and sale of an aggregate of 232,188 shares of the Company’s Class A common stock at a purchase price of $17.39 per share in a registered direct offering priced at-the-market under Nasdaq rules. The closing of the offering is expected to occur on or about February 7, 2023, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The gross proceeds to Motorsport Games from the offering are expected to be approximately $4.03 million, before deducting the placement agent’s fees and other offering expenses payable by the Company. Motorsport Games currently intends to use the net proceeds from the private placement for development of multiple games, working capital and general corporate purposes.

The shares of Class A common stock described above are being offered and sold by the Company pursuant to a “shelf” registration statement on Form S-3 (Registration No. 333-262462), including a base prospectus, previously filed with the Securities and Exchange Commission (SEC) on February 2, 2022 and declared effective by the SEC on February 10, 2022. The offering of the shares of Class A common stock are being made only by means of a prospectus supplement that forms a part of the registration statement. A final prospectus supplement and an accompanying base prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov. Electronic copies of the final prospectus supplement and accompanying base prospectus may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward-Looking Statements

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, market and other conditions, statements regarding the completion of the registered direct offering, the satisfaction of customary closing conditions related to the registered direct offering and the anticipated use of proceeds therefrom. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

 Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post Motorsport GamesAnnounces $4.03 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules appeared first on Motorsport Games.

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Motorsport Games Announces Closings of $7.29 Million Registered Direct Offerings of Common Stock Priced At-the-Market Under Nasdaq Rules https://motorsportgames.com/motorsport-games-announces-closings-of-7-29-million-registered-direct-offerings-of-common-stock-priced-at-the-market-under-nasdaq-rules/ Fri, 03 Feb 2023 16:43:20 +0000 https://motorsportgames.com/?p=22236 MIAMI, February 3, 2023 — Motorsport Games Inc. (NASDAQ: MSGM)...

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MIAMI, February 3, 2023Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today announced the closings of its previously announced registered direct offerings priced at-the-market under Nasdaq rules. The Company issued 183,020 shares of its Class A common stock at a purchase price of $21.40 per share in the registered direct offering that closed on February 2, 2023, and issued 144,366 shares of its Class A common stock at a purchase price of $23.50 per share in the registered direct offering that closed on February 3, 2023. The aggregate gross proceeds to the Company from both offerings were approximately $7.29 million, before deducting the placement agent’s fees and other offering expenses payable by the Company. Motorsport Games currently intends to use the net proceeds from the registered direct offerings for development of multiple games, working capital and general corporate purposes.

H.C. Wainwright & Co. acted as the exclusive placement agent for the offerings.

The shares of Class A common stock described above were offered and sold by the Company pursuant to a “shelf” registration statement on Form S-3 (Registration No. 333-262462), including a base prospectus, previously filed with the Securities and Exchange Commission (“SEC”) on February 2, 2022 and declared effective by the SEC on February 10, 2022. The offerings of the shares of Class A common stock issued in the registered direct offerings were made only by means of prospectus supplements that form a part of the registration statement. A separate final prospectus supplement and an accompanying base prospectus relating to each offering was filed with the SEC and is available on the SEC’s website located at http://www.sec.gov. Electronic copies of each final prospectus supplement and accompanying base prospectus may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward-Looking Statements

 Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, market and other conditions and statements regarding the anticipated use of proceeds from the registered direct offerings. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure:

 Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
    LinkedIn: Motorsport Games
    Twitch: traxiongg
    Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

 Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post Motorsport Games Announces Closings of $7.29 Million Registered Direct Offerings of Common Stock Priced At-the-Market Under Nasdaq Rules appeared first on Motorsport Games.

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Motorsport Games Announces $3.39 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules https://motorsportgames.com/motorsport-games-announces-3-39-million-registered-direct-offering-priced-at-the-market-under-nasdaq-rules/ Thu, 02 Feb 2023 14:59:57 +0000 https://motorsportgames.com/?p=22233 MIAMI, February 2, 2023 — Motorsport Games Inc. (NASDAQ: MSGM)...

The post Motorsport Games Announces $3.39 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules appeared first on Motorsport Games.

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MIAMI, February 2, 2023Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”), today announced that it has entered into a definitive agreement for the issuance and sale of an aggregate of 144,366 shares of the Company’s Class A common stock at a purchase price of $23.50 per share in a registered direct offering priced at-the-market under Nasdaq rules. The closing of the offering is expected to occur on or about February 3, 2023, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The gross proceeds to Motorsport Games from the offering are expected to be approximately $3.39 million, before deducting the placement agent’s fees and other offering expenses payable by the Company. Motorsport Games currently intends to use the net proceeds from the private placement for development of multiple games, working capital and general corporate purposes.

The shares of Class A common stock described above are being offered and sold by the Company pursuant to a “shelf” registration statement on Form S-3 (Registration No. 333-262462), including a base prospectus, previously filed with the Securities and Exchange Commission (SEC) on February 2, 2022 and declared effective by the SEC on February 10, 2022. The offering of the shares of Class A common stock are being made only by means of a prospectus supplement that forms a part of the registration statement. A final prospectus supplement and an accompanying base prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov. Electronic copies of the final prospectus supplement and accompanying base prospectus may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward-Looking Statements

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, market and other conditions, statements regarding the completion of the registered direct offering, the satisfaction of customary closing conditions related to the registered direct offering and the anticipated use of proceeds therefrom. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
    LinkedIn: Motorsport Games
    Twitch: traxiongg
    Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

 Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post Motorsport Games Announces $3.39 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules appeared first on Motorsport Games.

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Motorsport Games Converts All Remaining Debt in Additional Debt-for-Equity Exchange with Motorsport Network https://motorsportgames.com/motorsport-games-converts-all-remaining-debt-in-additional-debt-for-equity-exchange-with-motorsport-network/ Thu, 02 Feb 2023 14:56:36 +0000 https://motorsportgames.com/?p=22229 MIAMI, February 1, 2023 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport...

The post Motorsport Games Converts All Remaining Debt in Additional Debt-for-Equity Exchange with Motorsport Network appeared first on Motorsport Games.

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MIAMI, February 1, 2023 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today announced that the Company has entered into an additional debt-for-equity exchange agreement (the “Agreement”) with its majority stockholder, Motorsport Network, LLC (“Motorsport Network”), to repay $2,948,565.99 representing all remaining debt (including principal and accrued and not yet paid interest) of the Company under its $12 million line of credit with Motorsport Network.

Under the Agreement, for a period of 60 days from the closing of the transactions contemplated under the Agreement, the Company agreed to file a registration statement with the Securities and Exchange Commission (“SEC”) upon Motorsport Network’s demand in order to register the resale of the shares acquired by Motorsport Network under the Agreement, subject to the terms and conditions of the Agreement. The Agreement also granted certain piggyback registration rights to Motorsport Network.

The foregoing summary of the Agreement is incomplete, and further details relating to the Agreement, including additional terms and conditions, and this transaction will be contained in the Current Report on Form 8-K the Company intends to file with the SEC later today or tomorrow.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward Looking Statements:

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, issuance of shares of Class A common stock under the Agreement impacting the value of the Company’s Class A common stock and less than expected benefits, such as the ability to develop product and achieve growth, from any transaction under the Agreement. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

 

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post Motorsport Games Converts All Remaining Debt in Additional Debt-for-Equity Exchange with Motorsport Network appeared first on Motorsport Games.

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Motorsport Games Announces Debt-for-Equity Exchange with Motorsport Network https://motorsportgames.com/motorsport-games-announces-debt-for-equity-exchange-with-motorsport-network/ Mon, 30 Jan 2023 21:03:11 +0000 https://motorsportgames.com/?p=22218 MIAMI, January 30, 2023 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport...

The post Motorsport Games Announces Debt-for-Equity Exchange with Motorsport Network appeared first on Motorsport Games.

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MIAMI, January 30, 2023 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today announced that the Company has entered into a debt-for-equity exchange agreement (the “Agreement”) with its majority stockholder, Motorsport Network, LLC (“Motorsport Network”), to repay $1,000,000 in debt (including principal and accrued and not yet paid interest) of the Company under its $12 million line of credit with Motorsport Network.

Under the Agreement, for a period of 60 days from the closing of the transactions contemplated under the Agreement, the Company agreed to file a registration statement with the Securities and Exchange Commission (“SEC”) upon Motorsport Network’s demand in order to register the resale of the shares acquired by Motorsport Network under the Agreement, subject to the terms and conditions of the Agreement. The Agreement also granted certain piggyback registration rights to Motorsport Network.

“This debt exchange benefits our balance sheet, allows us to pay less interest expense and will help Motorsport Games to pursue product development and growth opportunities,” said Dmitry Kozko, CEO and Executive Chairman of Motorsport Games. “This debt exchange also signals the ongoing confidence that our majority shareholder, Motorsport Network, has in Motorsport Games.”

The foregoing summary of the Agreement is incomplete, and further details relating to the Agreement, including additional terms and conditions, and this transaction will be contained in the Current Report on Form 8-K the Company intends to file with the SEC later today.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward Looking Statements:

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, issuance of shares of Class A common stock under the Agreement impacting the value of the Company’s Class A common stock and less than expected benefits, such as the ability to develop product and achieve growth, from any transaction under the Agreement. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

 

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

 Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post Motorsport Games Announces Debt-for-Equity Exchange with Motorsport Network appeared first on Motorsport Games.

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Motorsport Games Enters into Equity Purchase Agreement https://motorsportgames.com/motorsport-games-enters-into-equity-purchase-agreement/ Fri, 09 Dec 2022 14:24:08 +0000 https://motorsportgames.com/?p=22189 MIAMI, December 9, 2022 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport...

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MIAMI, December 9, 2022 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today announced that the Company has entered into a purchase agreement (the “Agreement”) with an investor for up to $2 million, which amount may increase at the Company’s option to $10 million.

Under the terms and conditions of the Agreement, the Company has the right, but not the obligation, to sell to the investor up to $2 million of its shares of common stock, which amount may increase at the Company’s option to up to $10 million in shares, until December 31, 2023, subject to certain limitations. Any shares of common stock that is sold to the investor will occur at a purchase price that is determined in part by prevailing market prices at the time of each sale. The investor has agreed not to cause or engage in any short selling or hedging of the Company’s common stock. The Company issued common shares to the investor as consideration for the investor’s commitment to purchase the Company’s common stock under the Agreement.

“We are pleased to enter into the purchase agreement and expect to use the proceeds, as available, for product development and other business purposes. This transaction provides us with additional financial flexibility as we continue to execute on our business plan,” said Dmitry Kozko, CEO and Executive Chairman of Motorsport Games.

The foregoing summary of the Agreement is incomplete, and further details relating to the Agreement, including additional terms and conditions, and this transaction will be contained in the Current Report on Form 8-K the Company intends to file with the Securities and Exchange Commission later today.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor will there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

The offering of the securities described in this press release is being made pursuant to the Company’s effective shelf registration statement on Form S-3 (File No. 333-262462) (the “Registration Statement”), and the related base prospectus included in the Registration Statement, as supplemented by a prospectus supplement to be filed with the SEC on or about December 9, 2022. Copies of the prospectus supplement and accompanying prospectus may be obtained when filed with the SEC at the SEC’s website at www.sec.gov.

About Motorsport Games:

 Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

FORWARD-LOOKING STATEMENTS

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, sales of shares under the Agreement impacting the price of the Company’s Class A common stock, inability to raise funds under the Agreement due to certain limitations under the Agreement, and less than expected results from the proceeds raised from any transaction under the Agreement. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

 

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

 Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

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MOTORSPORT GAMES REGAINS COMPLIANCE WITH NASDAQ MINIMUM BID PRICE REQUIREMENT https://motorsportgames.com/motorsport-games-regains-compliance-with-nasdaq-minimum-bid-price-requirement/ Tue, 29 Nov 2022 14:16:38 +0000 https://motorsportgames.com/?p=22182 MIAMI, FL – NOVEMBER 29, 2022 – Motorsport Games Inc....

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MIAMI, FL – NOVEMBER 29, 2022 – Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or “Company”), a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world, announced today that it has received notice from the Nasdaq Stock Market LLC (Nasdaq) on November 28, 2022 informing Motorsport Games Inc. that it has regained compliance with the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2) (the “Rule”) for continued listing on The Nasdaq Capital Market.

Motorsport Games was previously notified by Nasdaq on June 6, 2022 that it was not in compliance with the minimum bid price rule because its Class A common stock failed to meet the closing bid price of $1.00 or more for 30 consecutive business days. To regain compliance with the Rule, the Company was required to maintain a minimum closing bid price of $1.00 or more for at least 10 consecutive trading days. The requirement was met on November 25, 2022, the eleventh consecutive trading day when the closing bid price of the Company’s Class A common stock was over $1.00.

On November 9, 2022, Motorsport Games announced that it had effected a 1-for-10 reverse stock split that became effective at 12:01 a.m. ET on November 10, 2022, and that Company’s Class A common stock would begin trading on a split-adjusted basis at the opening of the market on November 10, 2022. The purpose of the reverse stock split was to raise the per share trading price of the Company Class A common stock to continue its listing on the Nasdaq Capital Market.

As previously disclosed in Motorsport Games’ current report on Form 8-K filed with the Securities and Exchange Commission on November 14, 2022, Motorsport Games received the notification form The NASDAQ Stock Market that Motorsport Games no longer complies with Nasdaq’s audit committee requirement under Rule 5605 and the minimum of 500,000 publicly held shares requirement under Rule 5550(a)(4). Motorsport Games current publicly held shares are 460,803 shares of Class A common stock. Motorsport Games plans to provide the Nasdaq prior to December 29, 2022 with a plan to regain compliance as Motorsport Games is actively looking for independent director candidates and, to regain compliance with the 500,000 share threshold, Motorsport Games plans to issue additional shares to non-affiliates, including, without limitation, by way of issuances of the Company Class A shares in future equity financings, subject to compliance with the Rules; provided that there can be no assurance that a plan to regain compliance will be consummated or that it will achieve its intended effects.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward-Looking Statements:

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, unexpected developments with respect to the reverse stock split and/or minimum bid price per share of the Company’s Class A common stock, including, without limitation, future decreases in the price of the Company’s Class A common stock whether due to, among other things, the announcement of the reverse stock split and/or the Company’s inability to make its Class A common stock more attractive to a broader range of institutional or other investors, whether provided the Company will be able to execute the plan to regain compliance with Nasdaq’s audit committee requirement under Rule 5605 and the minimum of 500,000 publicly held shares requirement under Rule 5550(a)(4), or, if such plan is executed, whether it will achieve its intended effects. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

 

  Websites   Social Media
  motorsportgames.com   Twitter: @msportgames & @traxiongg
  traxion.gg   Instagram: msportgames & traxiongg
  motorsport.com   Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

investors@motorsportgames.com

Media:

pr@motorsportgames.com

The post MOTORSPORT GAMES REGAINS COMPLIANCE WITH NASDAQ MINIMUM BID PRICE REQUIREMENT appeared first on Motorsport Games.

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Motorsport Games Reports Third Quarter 2022 Financial Results https://motorsportgames.com/motorsport-games-reports-third-quarter-2022-financial-results/ Fri, 18 Nov 2022 21:02:53 +0000 https://motorsportgames.com/?p=22170 MIAMI, Nov 18, 2022 — Motorsport Games Inc. (NASDAQ: MSGM)...

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MIAMI, Nov 18, 2022 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today reported financial results for its third quarter ended September 30, 2022 (“Q3 2022”). The Company has also posted to the Company’s investor relations website a Q3 2022 Quarter End Review video and a Q3 2022 earnings slide deck, which highlight certain key milestones that occurred in the period, as well as an updated Investor Presentation.

Dmitry Kozko, Chief Executive Officer of Motorsport Games, commented, “During Q3 2022, Motorsport Games announced our official game of the 2022 NASCAR Cup Series season for Nintendo Switch, NASCAR Rivals. Launched in October, NASCAR Rivals helps fans take the competition of NASCAR with them anywhere they go. The 2022 Season Update DLC for NASCAR 21: Ignition was also released in October, bringing the full line-up of 2022 drivers, teams and paint-schemes along with three Next Gen cars. For our racing simulation fans, we delivered the quarterly feature update and content for rFactor 2. September brought the start of the 2022-23 Le Mans Virtual Series with the 8 Hours of Bahrain in September. Our teams brought the thrill and excitement of motorsports to fans with on-site activations and hot-lap competitions at INDYCAR and BTCC races, as well as at the SALT conference in New York City.”

Kozko added, “As previously announced in September 2022, we implemented the 2022 Restructuring Program to improve operating costs, which is expected to generate annualized cost reductions of approximately $4 million by the end of 2023. The goal of the 2022 Restructuring Program is to build a stronger global business operation, enhance the Company’s cost efficiency and improve the Company’s operating margins. Also, on November 10, 2022, we completed a 1-for-10 reverse stock split in an effort to re-gain compliance with NASDAQ’s minimum closing bid price requirement for continued listing. Developing consumer-preferred products continue to be the main focus for the Company and our resilient team.”

Third Quarter 2022 Business Update

 

Some of the Most Elite Esports and Motorsports Teams Included in the Roster for Opening Rounds of the 2022-23 Le Mans Virtual Series: The 5-round season, which includes the 24 Hours of Le Mans Virtual as its grand finale on January 14-15, 2023, will see participants such as Max Verstappen, Romain Grosjean, Daniel Juncadella and Rudy van Buren. The series opened with the 8 Hours of Bahrain in September 2022. All 5 rounds of the coming series will be held online on the rFactor 2 platform allowing teams to compete virtually on simulators located around the world for a total prize fund of US $250,000.
rFactor 2 Quarterly Content Update Released: In August 2022, the Company released updates that add to the realism of the racing simulation, and new cars and tracks. Real Road 2.0 and new traction and ABS features increase the immersive aspects of driving with rFactor 2. A new track and several new cars including 2 more BTCC cars were made available in the Steam Store.

 

Financial Results for the Three Months Ended September 30, 2022

Revenues for Q3 2022 were $1.2 million, as compared to $2.1 million for Q3 2021. The $0.9 million, or 43%, decrease in Q3 2022 revenues when compared to Q3 2021 reflects $0.6 million in lower digital game sales, driven by lower volumes of sales and less favorable pricing, and an out-of-period adjustment of $0.3 million correcting an immaterial overstatement of revenue in the three months ended June 30, 2022.

Q3 2022 net loss was $8.5 million, a $1.8 million increase compared to the Q3 2021 net loss of $6.7 million. The increase in net loss was driven by: (i) a $0.1 million increase in sales and marketing spend; (ii) a $0.8 million increase in foreign currency losses; (iii) a $0.6 million decrease in gross profit; (iv) a $0.1 million increase in interest expense; and (v) an increase of $1.0 million in loss contingency reserves, relating to a legal proceeding. The increases in Q3 2022 expenses described above were partially offset by: (i) a $0.4 million decrease in development expenses; (ii) a $0.2 million decrease in other expenses; and (iii) a $0.1 million decrease in general and administrative expenses.

Q3 2022 Adjusted EBITDA loss(1) was $6.5 million, a $1 million increase in loss when compared to Q3 2021 Adjusted EBITDA loss of $5.5 million. The increase in Adjusted EBITDA loss(1) was primarily driven by the same factors causing the increase in Q3 2022 net loss.

The following table provides a reconciliation from net loss to Adjusted EBITDA(1) for Q3 2022 and Q3 2021, respectively:

  Three Months Ended September 30, 2022     Three Months Ended September 30, 2021  
Net Loss $ (8,536,715 ) $ (6,658,629 )
Interest expense 244,953 160,310
Depreciation and Amortization 504,831 557,924
EBITDA (7,786,931 ) (5,940,395 )
Acquisition-related expenses 93,286 193,099
Loss contingency expenses 1,000,000
Stock-based compensation 228,712 292,173
Adjusted EBITDA $ (6,464,933 ) $ (5,455,123 )

 

Financial Results for the Nine Months Ended September 30, 2022

Revenues were $6.6 million and $6.9 million for the nine months ended September 30, 2022 (“Q3 YTD 2022”) and 2021 (“Q3 YTD 2021”), respectively, a decrease of $0.3 million, or 4%, as compared to the prior period. Gaming segment revenues decreased by $0.8 million, or 12%, to $5.9 million for Q3 YTD 2022, as compared to $6.7 million for Q3 YTD 2021, while our Esports segment revenues increased by $0.5 million for Q3 YTD 2022, as compared to Q3 YTD 2021. The decrease in our Gaming segment revenues was primarily due to lower retail revenues of $0.6 million, driven by higher retail pricing concessions, as well as a decrease in digital and mobile game sales of $0.8 million that was caused by lower volumes and pricing. These decreases were partially offset by $0.6 million in additional revenues earned through the development of simulation platforms for third parties. The increase in our Esports segment revenues was due to $0.5 million of higher sponsorship revenues from our Le Mans Virtual Series event, which concluded its 2021-22 season in January 2022 and commenced its 2022-23 season in September 2022, as well as the 24 Hours of Le Mans Live event held in June 2022.

Net loss for Q3 YTD 2022 was $32 million, an increase of $5.3 million, as compared to net loss of $26.7 million for Q3 YTD 2021. The increase in net loss was driven by: (i) a $9.4 million increase in goodwill and intangible asset impairment; (ii) a $1.6 million increase in development expenditures; (iii) a $1.6 million increase in sales and marketing spend; (iv) a $1.4 million decrease in gains from equity method investment; (v) a $1.7 million increase in foreign currency losses; (vi) a $1.1 million decrease in gross profit; (vii) a $0.3 million increase in interest expense; and (viii) a $1.0 million increase in loss contingency reserves, relating to a legal proceeding. These increases were offset by $12.8 million of lower general and administrative expenses.

For Q3 YTD 2022, Adjusted EBITDA loss(1) was $18 million, a $6 million increase, when compared to the $12.0 million Adjusted EBITDA loss for Q3 YTD 2021. The increase in Adjusted EBITDA loss(1) was primarily driven by the same factors as the increase in net loss for Q3 YTD 2022, when compared to Q3 YTD 2021.

The following table provides a reconciliation from net loss to Adjusted EBITDA(1) for Q3 YTD 2022 and Q3 YTD 2021:

 

  Nine Months Ended
September 30, 2022
    Nine Months Ended
September 30, 2021
 
Net Loss $ (31,991,431 ) $ (26,704,996 )
Interest expense 638,211 311,748
Depreciation and Amortization 1,576,003 1,217,234
EBITDA (29,777,217 ) (25,176,014 )
IPO-related expenses 2,947,192
Acquisition-related expenses 557,601 2,123,665
Gain attributable to equity method investment (1,370,837 )
Impairment of goodwill and intangible assets 9,428,370
Loss contingency expenses 1,000,000
Stock-based compensation 820,315 9,485,363
Adjusted EBITDA $ (17,970,931 ) $ (11,990,631 )

 

Cash Flow and Liquidity

For the nine months ended September 30, 2022, the Company had negative cash flows from operations of approximately $16.9 million. The Company expects to continue to incur significant operating expenses and, as a result, the Company will need to grow revenues to reach profitability and positive cash flows. The Company expects to continue to incur losses for the foreseeable future as it continues to develop its product portfolio and invest in developing new video game titles. As of October 31, 2022, the Company has cash and cash equivalents available of approximately $1.8 million. Based on the cash and cash equivalents available as of October 31, 2022, and the Company’s average cash burn, we do not believe we have sufficient cash on hand to fund our operations for the remainder of 2022 and that additional funding will be required in order to continue operations and we will need to supplement our available liquidity with additional debt and/or equity financing, cash generated by cost control initiatives, and/or additional changes to our product roadmap to reduce working capital requirements.

The Company’s future liquidity and capital requirements include funds to support the planned costs to operate its business, including amounts required to fund working capital, support the development and introduction of new products, maintain existing game titles and certain capital expenditures. The adequacy of the Company’s available funds generally depends on many factors, including its ability to successfully develop consumer-preferred new products or enhancements to its existing products, continued development and expansion of the Company’s esports platform and its ability to collaborate with and/or acquire other companies or technologies to enhance or complement the Company’s product and service offerings.

The Company is currently seeking additional funds through a variety of arrangements and through maintaining and enhancing strong cost controls. There can be no assurances that the sources of liquidity referred to above will provide the Company with sufficient liquidity to meet its ongoing cash requirements as, among other things, the Company’s liquidity can be impacted by a number of factors, including the Company’s level of sales and expenditures, as well as accounts receivable, sales allowances, prepaid manufacturing expenses and accrued expenses.

2022 Restructuring Program Update

To date, the Company has incurred restructuring costs of approximately $0.1 million in connection with its previously announced 2022 Restructuring Program, which primarily consist of severance payments, and expects total restructuring costs to fall within the previously estimated range of $0.1 million to $0.3 million. By implementing the 2022 Restructuring Program, the Company expects to eliminate approximately 20% of its overhead costs worldwide and deliver approximately $4 million of total annualized cost reductions by the end of 2023. As a result of the restructuring efforts, the Company has achieved annualized savings of approximately $2.5 million to date and is continuing its efforts to achieve further cost reductions 

(1)Use of Non-GAAP Financial Measures

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). See the reconciliations of the Non-GAAP Measure to its most directly comparable U.S. GAAP measure in the financial tables above.

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net (loss) plus interest (income) expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) IPO-related expenses; (ii) acquisition related expenses; (iii) gain attributable to equity method investment resulting from the acquisition of additional equity interest in Le Mans Esports Series Ltd.; (iv) stock-based compensation expenses; (v) impairment of goodwill and intangible assets; (vi) loss contingency expenses relating to a legal proceeding; and (vii) other charges or gains resulting from non-recurring events, if any.

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently).

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using non-GAAP financial measures by using them to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Company’s measures may not be comparable to other similarly titled measures of other companies. Reconciliations of the Non-GAAP Measure to net loss, its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the tables above.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today, November 18, 2022, to discuss its financial results. The live conference call can be accessed by dialing 1-877-407-0784 from the U.S. or 1-201-689-8560. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

About Motorsport Games

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Forward-Looking Statements

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release, the related conference call and webcast that are not statements or information of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning: (i) Motorsport Games’ future business, future results of operations and/or financial condition; (ii) the expected future impact of new or planned products, features, events or other offerings and the timing of launching such products, features, events and offerings, including, without limitation our expectations regarding the remaining rounds of the Le Mans Virtual Series; (iii) the expected future impact of implementing management strategies and the impact of other industry trends; (iv) our expectation that we will continue to incur significant operating expenses and will continue to incur losses for the foreseeable future as we continue to develop our product portfolio and invest in developing new video game titles; (v) our liquidity and capital requirements, including, without limitation, our ability to continue as a going concern, our belief we will not have sufficient cash on hand to fund our operations for the remainder of 2022 based on the cash and cash equivalents available as of October 31, 2022 and our average cash burn, our belief that additional funding will be required in order to continue operations, and our expectation to supplement liquidity with additional debt and/or equity financing, cash generated by cost control initiatives, and/or additional changes to our product roadmap to reduce working capital requirements, as well as statements regarding our cash flows and anticipated uses of cash; (vi) our intentions and expectations regarding the 2022 Restructuring Program, including expectations that the program will eliminate approximately 20% of our overhead costs worldwide and deliver approximately $4 million of total annualized cost reductions by the end of 2023; and (vii) our intention of regaining compliance with NASDAQ’s minimum closing bid price requirement for continued listing by effecting the reverse stock split. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, such as due to a slower than anticipated economic recovery and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of the Company’s new game titles, the Company’s experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs and, in addition to the factors set forth in (ii) through (vii) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products, features, events or other offerings, such as due to difficulties or delays in using its product development personnel in Russia due to the Russia invasion of Ukraine and the related sanctions and/or more restrictive sanctions rendering transacting in the region more difficult or costly and/or difficulties and/or delays arising out of any resurgence of the ongoing and prolonged COVID-19 pandemic; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment (such as the impact on consumer discretionary spending as a result of significant increases in energy and gas prices which have been increasing since early in 2020), a higher interest rate environment, tax increases impacting consumer discretionary spending and or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending, or adverse developments relating to the Russia invasion of Ukraine; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation, or failure to achieve the expected savings under the 2022 Restructuring Program; (v) difficulties and/or delays in resolving our liquidity and capital requirements, including without limitation, difficulties in securing funding that is on commercially acceptable terms to us or at all, such as our inability to complete in whole or in part any potential debt and/or equity financing transactions, as well as any inability to achieve cost reductions, including, without limitation, those which we expect to achieve through the 2022 Restructuring Program; (vi) unexpected developments with respect to the reverse stock split, including, without limitation, future decreases in the price of the Company’s Class A common stock whether due to, among other things, the announcement of the reverse stock split, the Company’s inability to make its Class A common stock more attractive to a broader range of institutional or other investors or an inability to increase the stock price in an amount sufficient to satisfy compliance with the NASDAQ’s minimum closing bid price requirement for continued listing; and/or (vii) difficulties, delays or our inability to successfully complete the 2022 Restructuring Program, in whole or in part, which could result in less than expected operating and financial benefits from such actions, as well as delays in completing the 2022 Restructuring Program, which could reduce the benefits realized from such activities; higher than anticipated restructuring charges and/or payments and/or changes in the expected timing of such charges and/or payments; and/or less than anticipated annualized cost reductions from the 2022 Restructuring Program and/or changes in the timing of realizing such cost reductions, such as due to less than anticipated liquidity to fund such activities and/or more than expected costs to achieve the expected cost reductions. Factors other than those referred to above could also cause Motorsport Games’ results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) delays and higher than anticipated expenses related to the ongoing and prolonged COVID-19 pandemic, any resurgence of COVID-19 and the Russia invasion of Ukraine; (ii) Motorsport Games’ ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (iii) Motorsport Games’ ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iv) unanticipated operating costs, transaction costs and actual or contingent liabilities; (v) the ability to attract and retain qualified employees and key personnel; (vi) adverse effects of increased competition; (vii) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (viii) Motorsport Games’ inability to protect its intellectual property; and/or (ix) local, industry and general business and economic conditions. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

 

Websites

 

Social Media
motorsportgames.com Twitter: @msportgames & @traxiongg
traxion.gg Instagram: msportgames & traxiongg
motorsport.com Facebook: Motorsport Games & traxiongg
  LinkedIn: Motorsport Games
  Twitch: traxiongg
  Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

Investors@motorsportgames.com

 

Media:

ASTRSK PR

motorsportgames@astrskpr.com

 

Appendix:

The following table provide a comparative summary of the Company’s financial results for the periods presented:

 

MOTORSPORT GAMES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

  Three Months Ended

September 30,

  Nine Months Ended

September 30,

  2022     2021     2022     2021  
Revenues $ 1,223,142 $ 2,138,466 $ 6,553,918 $ 6,851,525
Cost of revenues 602,856 949,139 3,472,819 2,637,250
Gross profit 620,286 1,189,327 3,081,099 4,214,275
Operating expenses:
Sales and marketing 1,440,659 1,348,773 4,669,328 3,077,213
Development 2,631,066 3,015,233 7,717,046 6,083,773
General and administrative 4,008,335 3,130,944 10,781,098 22,612,162
Impairment of goodwill 4,788,268
Impairment of intangible assets 4,640,102
Depreciation and amortization 92,703 81,874 326,499 179,097
Total operating expenses 8,172,763 7,576,824 32,922,341 31,952,245
Loss from operations (7,552,477 ) (6,387,497 ) (29,841,242 ) (27,737,970 )
Interest expense (244,953 ) (160,310 ) (638,211 ) (311,748 )
Gain attributable to equity method investment 1,370,837
Other expense, net (739,285 ) (110,822 ) (1,511,978 ) (26,115 )
Net loss (8,536,715 ) (6,658,629 ) (31,991,431 ) (26,704,996 )
Less: Net loss attributable to non-controlling interest (21,431 ) (99,114 ) (933,234 ) (553,413 )
Net loss attributable to Motorsport Games Inc. $ (8,515,284 ) $ (6,559,515 ) $ (31,058,197 ) $ (26,151,583 )
Net loss attributable to Class A common stock per share:
Basic and diluted $ (7.29 ) $ (5.64 ) $ (26.61 ) $ (23.17 )
Weighted-average shares of Class A common stock outstanding:
Basic and diluted 1,167,359 1,163,590 1,167,178 1,128,576

 

NOTE: All share data and share-based calculations set forth in this table have been adjusted to reflect the company’s 1-for-10 reverse stock split completed on November 10, 2022 on a retroactive basis for the periods presented.

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Motorsport Games to Report Third Quarter 2022 Financial Results https://motorsportgames.com/motorsport-games-to-report-third-quarter-2022-financial-results-2/ Tue, 15 Nov 2022 14:06:53 +0000 https://motorsportgames.com/?p=22167 MIAMI, FL – November 15, 2022 – Motorsport Games Inc....

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MIAMI, FL – November 15, 2022 – Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games”), a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world will report financial results for the third quarter ended September 30, 2022 on Friday, November 18, 2022, after market close. Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the live webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.”  The call may also be accessed by dialing 1 (877) 407-0784 from the U.S., or by dialing 1 (201) 689-8560 internationally.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Contacts:

Investors:

investors@motorsportgames.com

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Motorsport Games Announces Completion of Previously Announced 1-for-10 Reverse Stock Split https://motorsportgames.com/motorsport-games-announces-completion-of-previously-announced-1-for-10-reverse-stock-split-2/ Thu, 10 Nov 2022 15:24:03 +0000 https://motorsportgames.com/?p=22162 MIAMI, November 10, 2022 — As previously announced, Motorsport Games Inc....

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MIAMI, November 10, 2022 — As previously announced, Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) confirmed today that the 1-for-10 reverse stock split of the Company’s Class A and Class B common stock became effective as of 12:01 a.m. EST on November 10, 2022 (the “Effective Time”).

Motorsport Games effected the reverse stock split by filing a charter amendment with the Delaware Secretary of State. The reverse stock split was previously approved by the Company’s Board of Directors and stockholders pursuant to Sections 228 and 242 of the Delaware General Corporation Law.

The Company’s Class A common stock began trading on the NASDAQ on a split-adjusted basis when the market opened today, November 10, 2022, under a new CUSIP number, 62011B 201.

As a result of the reverse stock split, each 10 shares of the Company’s Class A and Class B common stock issued and outstanding immediately prior to the Effective Time were automatically combined into 1 share of Class A common stock and Class B common stock, respectively, subject to the elimination of fractional shares, as described below.

The same 1-for-10 reverse stock split ratio was used to effect the reverse stock split of both Motorsport Games Class A and Class B common stock, and accordingly, all stockholders were affected proportionately. The reverse stock split reduced the Company’s issued and outstanding shares of common stock from approximately 11,673,587 shares of Class A common stock and 7,000,000 shares of Class B common stock to approximately 1,167,358 and 700,000 shares, respectively.

The number of shares of Class A common stock subject to the Company’s outstanding employee and director stock options, as well as the relevant exercise price per share, will be proportionately adjusted to reflect the reverse stock split. Accordingly, the approximately 821,962 outstanding stock options will be reduced to approximately 82,196 outstanding stock options. The number of shares authorized for issuance under the Company’s stock plan will also be reduced from 1,000,000 shares of Class A common stock to 100,000 shares of Class A common stock using the same 1-for-10 split ratio.

The Company has notified NASDAQ that the Company is not in compliance with the Nasdaq Listing Rules requiring minimum of 500,000 publicly held shares.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

FORWARD-LOOKING STATEMENTS

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, unexpected developments with respect to the reverse stock split, including, without limitation, future decreases in the price of the Company’s Class A common stock whether due to, among other things, the announcement of the reverse stock split, the Company’s inability to make its Class A common stock more attractive to a broader range of institutional or other investors. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

 

Websites Social Media
motorsportgames.com Twitter: @msportgames & @traxiongg
traxion.gg Instagram: msportgames & traxiongg
motorsport.com Facebook: Motorsport Games & traxiongg
LinkedIn: Motorsport Games
Twitch: traxiongg
Reddit: traxiongg

 

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

 

Contacts:

Investors:

investors@motorsportgames.com

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Motorsport Games Postpones Third Quarter 2022 Earnings Release and Conference Call https://motorsportgames.com/motorsport-games-postpones-third-quarter-2022-earnings-release-and-conference-call/ Wed, 09 Nov 2022 23:28:28 +0000 https://motorsportgames.com/?p=22159 MIAMI, FL – November 9, 2022 – Motorsport Games Inc....

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MIAMI, FL – November 9, 2022 – Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games”), a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world, today announced that it is postponing its earnings release and conference call for the third quarter ended September 30, 2022, previously scheduled for November 10, 2022. The Company will issue a press release announcing the new date and time for the postponed earnings call.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. rFactor 2 also serves as the official sim racing platform of Formula E, while also powering F1 Arcade through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

Contacts:

Investors:

investors@motorsportgames.com

The post Motorsport Games Postpones Third Quarter 2022 Earnings Release and Conference Call appeared first on Motorsport Games.

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Motorsport Games Announces Completion of Previously Announced 1-for-10 Reverse Stock Split https://motorsportgames.com/motorsport-games-announces-completion-of-previously-announced-1-for-10-reverse-stock-split/ Wed, 09 Nov 2022 23:20:59 +0000 https://motorsportgames.com/?p=22154 MIAMI, November 9, 2022 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport...

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MIAMI, November 9, 2022 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) announced today that the 1-for-10 reverse stock split of the Company’s Class A and Class B common stock will become effective as of 12:01 a.m. EST on November 10, 2022 (the “Effective Time”).

Motorsport Games is effecting the reverse stock split by filing a charter amendment with the Delaware Secretary of State. The reverse stock split was previously approved by the Company’s Board of Directors and stockholders pursuant to Sections 228 and 242 of the Delaware General Corporation Law.

The Company’s Class A common stock will begin trading on the NASDAQ on a split-adjusted basis when the market opens tomorrow, November 10, 2022, under a new CUSIP number, 62011B 201.

As a result of the reverse stock split, each 10 shares of the Company’s Class A and Class B common stock issued and outstanding immediately prior to the Effective Time will be automatically combined into 1 share of Class A common stock and Class B common stock, respectively, subject to the elimination of fractional shares, as described below.

The same 1-for-10 reverse stock split ratio is being used to effect the reverse stock split of both Motorsport Games Class A and Class B common stock, and accordingly, all stockholders will be affected proportionately. The reverse stock split will reduce the Company’s issued and outstanding shares of common stock from approximately 11,673,587 shares of Class A common stock and 7,000,000 shares of Class B common stock to approximately 1,167,358 and 700,000 shares, respectively.

The number of shares of Class A common stock subject to the Company’s outstanding employee and director stock options, as well as the relevant exercise price per share, will be proportionately adjusted to reflect the reverse stock split. Accordingly, the approximately 821,962 outstanding stock options will be reduced to approximately 82,196 outstanding stock options. The number of shares authorized for issuance under the Company’s stock plan also will be reduced from 1,000,000 shares of Class A common stock to 100,000 shares of Class A common stock using the same 1-for-10 split ratio.

Motorsport Games has retained its transfer agent, Worldwide Stock Transfer, LLC (“WST”), to act as exchange agent for the reverse stock split. WST will manage the exchange of old, pre-reverse stock split shares for new post-split shares. Stockholders who hold their shares in “street name” will be contacted by their banks or brokers with any instructions. For further information, stockholders and securities brokers should contact WST at (201) 820-2008.

Motorsport Games will not issue any fractional shares of its Class A or Class B common stock as a result of the reverse stock split. Instead, as soon as practicable after the Effective Time, WST will distribute payments to the record holders’ respective accounts pro rata in lieu of fractional shares based on the applicable NASDAQ closing trading price. Stockholders will not be entitled to receive interest for the period of time between the Effective Time and the date the stockholder receives their cash payment, if any, in lieu of fractional shares.

Upon the Effective Time, each certificate, if any representing shares of Motorsport Games common stock immediately prior to the reverse stock split will be deemed to represent the number of full shares of common stock resulting from the reverse stock split. Stockholders holding their shares in book entry form are not required to take any action, as their shares will be adjusted directly by WST.

FORWARD-LOOKING STATEMENTS

Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, unexpected developments with respect to the reverse stock split, including, without limitation, future decreases in the price of the Company’s Class A common stock whether due to, among other things, the announcement of the reverse stock split, the Company’s inability to make its Class A common stock more attractive to a broader range of institutional or other investors. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

   Websites    Social Media 
   motorsportgames.com    Twitter: @msportgames & @traxiongg
   traxion.gg    Instagram: msportgames & traxiongg
   motorsport.com    Facebook: Motorsport Games & traxiongg
   LinkedIn: Motorsport Games
   Twitch: traxiongg
   Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Contacts:

Investors:

investors@motorsportgames.com

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Motorsport Games to Report Third Quarter 2022 Financial Results https://motorsportgames.com/motorsport-games-to-report-third-quarter-2022-financial-results/ Thu, 27 Oct 2022 20:03:10 +0000 https://motorsportgames.com/?p=22118 MIAMI, FL – October 27, 2022 – Motorsport Games Inc....

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MIAMI, FL – October 27, 2022 – Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games”), a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world will report financial results for the third quarter ended September 30, 2022 on Thursday, November 10, 2022, after market close. Management will host a conference call and webcast on the same day at 5:00 p.m. ET to discuss the results.

Participants may access the live webcast on the Company’s investor relations website at https://ir.motorsportgames.com under “Events.”  The call may also be accessed by dialing 1 (877) 407-0784 from the U.S., or by dialing 1 (201) 689-8560 internationally.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. RFactor 2 also serves as the official sim racing platform of Formula E, while also powering Formula 1™ centers through a partnership with Kindred Concepts. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

 

Contacts:

Investors:

investors@motorsportgames.com

The post Motorsport Games to Report Third Quarter 2022 Financial Results appeared first on Motorsport Games.

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Motorsport Games Reports Second Quarter 2022 Financial Results https://motorsportgames.com/motorsport-games-reports-second-quarter-2022-financial-results/ Wed, 10 Aug 2022 08:03:08 +0000 https://motorsportgames.com/?p=21110 MIAMI, Aug 10, 2022 — Motorsport Games Inc. (NASDAQ: MSGM)...

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MIAMI, Aug 10, 2022 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today reported financial results for its second quarter ended June 30, 2022 (“Q2 2022”). The Company has also posted to the Company’s investor relations website a Q2 2022 Quarter End Review video and a Q2 2022 earnings slide deck, which highlight certain key milestones that occurred in the period, as well as an updated Investor Presentation. 

Dmitry Kozko, Chief Executive Officer of Motorsport Games, commented, “In Q2 2022, Motorsport Games continued its product and content releases to best deliver against our product roadmap. Within rFactor 2, we released new features and official BTCC content for our fans to enjoy. A promotional plan was announced, helping guide us further along in the lead up to the 2024 release of the official BTCC game. Our growing esports initiatives were further bolstered by the announcement of this year’s 2022/23 Le Mans Virtual Series schedule, which has continued to grow in stature, recognition and scale since the inaugural event. Lastly, we’ve delivered the highly anticipated next-gen console update for NASCAR 21: Ignition for our players on Xbox Series S and X, as well as PlayStation 5.” 

Kozko added, “While we continue to explore multiple funding options to provide the Company sufficient liquidity to develop our products, we remain confident in our ability to deliver against our product roadmap.” 

Second Quarter 2022 Business Update 

  NASCAR 21: Ignition Patch Released Providing Native Support for PlayStation 5 and Xbox Series X|S. The Company released a patch for NASCAR 21: Ignition bringing support for 4K resolutions with next-generation consoles from Microsoft and Sony. The patch is free to everyone who owns the game and will be a free upgrade moving forward. 
   
  Le Mans Virtual Series Returns for more Elite Esports Competition Including the Award Winning 24 Hours of Le Mans Virtual. The Le Mans Virtual Series returns this September with more of the elite, endurance esports competition, that has attracted world motor racing champions, captured global attention and received plaudits from teams, drivers and fans alike. All 5 rounds of the coming series will be held online on the rFactor2 platform, including the 24 Hours of Le Mans Virtual, the climax of the premier endurance esports championship. This format allows teams to compete virtually on simulators located all around the world for a total prize fund of US $250,000. 

 

  Future Promotional Plan to Upcoming Official BTCC Game Announced. The Company announced a promotional plan update, including activations, content releases and ‘first-play content’ tech demos through rFactor 2, to its planned British Touring Car Championship (“BTCC”) official game, which will release in 2024, as previously disclosed by the Company. 
   
  rFactor 2 Quarterly Content Update. In May 2022, the Company released a collection of improvements, new features and content. A new sound engine, wet weather updates, particles and sparks, and shift protection bring more realism to the rFactor 2 racing simulation platform. Several BTCC cars and tracks were also released bringing more of the BTCC experience to the fans. 
   
  KartKraft Single Console Release Schedule Update. The timing of the next KartKraft release on one of the consoles, which was originally planned for a 2022 release date, will now likely move into 2023, due to potential opportunities we are exploring with a first party platform and their potential interest in an exclusive title release next year. 

 

Financial Results for the Three Months Ended June 30, 2022 

Revenues for Q2 2022 were $2.0 million, as compared to $2.2 million for Q2 2021. The $0.2 million, or 10%, quarter-over-quarter decrease reflects $0.3 million lower gaming sales, partially offset by a $0.1 million increase in esports revenues, primarily from the 24 Hours of Le Mans esports event held in January 2022. 

Q2 2022 net loss was $7.5 million, a $1.5 million increase compared to the Q2 2021 net loss of $6.0 million. The increase in net loss was driven by: (i) a $0.9 million increase in Q2 2022 development expenditures; (ii) a $0.8 million increase in sales and marketing spend (iii) a $0.6 million increase in foreign currency losses; (iv) a $0.2 million decrease in gross profit (v) a $0.2 million increase in interest expense (vi) a $0.1 million increase in impairment; and (vii) a $0.1 million increase in depreciation and amortization. The increases in Q2 2022 expenses described above were partially offset by a $1.4 million reduction in general and administrative expenses driven primarily by a $1.1 million payment in Q2 2021 for the settlement of certain stock appreciation rights. 

Q2 2022 Adjusted EBITDA loss(1) was $4.9 million, a $1.2 million increase in loss when compared to Q2 2021 Adjusted EBITDA loss of $3.7 million. The increase in Adjusted EBITDA loss(1) was primarily driven by the same factors causing the increase in Q2 2022 net loss.  

The following table provides a reconciliation from net loss to Adjusted EBITDA(1) for Q2 2022 and Q2 2021, respectively: 

    Three Months Ended June 30, 2022      Three Months Ended June 30, 2021   
Net Loss    $  (7,487,671)     $  (5,960,943)   
Interest expense      191,662        31,899   
Depreciation and Amortization      493,658        522,709   
EBITDA      (6,802,351)      (5,406,335)   
Acquisition-related expenses      1,467,492        1,600,087   
Impairment of goodwill and intangible assets      149,048           
Stock-based compensation      238,573        116,274   
Adjusted EBITDA    $  (4,947,238)      $  (3,689,974)   

 

Financial Results for the Six Months Ended June 30, 2022 

Revenues were $5.3 million and $4.7 million for the six months ended June 30, 2022 and 2021, respectively, an increase of $0.6 million, or 13%, period over period. For the six months ended June 30, 2022, revenues from our Gaming Segment increased $0.2 million, or 5%, to $4.9 million, compared to $4.7 million for the six months ended June 30, 2021, while revenues from our Esport Segment increased by $0.4 million for the six months ended June 30, 2022, when compared to the six months ended June 30, 2021. The increase in our Gaming segment revenues compared to the 2021 period was primarily due to $0.7 million in higher game sales and an increase of $0.6 million in additional revenues earned through the development of simulation platforms using our rFactor 2 platform for third parties. These increases were partially offset by $1.1 million in retail pricing concessions. The increase in our Esport Segment revenues was primarily driven by the 24 Hours of Le Mans esports event held in January 2022. 

The net loss for the six months ended June 30, 2022 was $23.5 million, an increase of $3.5 million when compared to the $20.0 million net loss for the six months ended June 30, 2021. The increase in net loss was driven by: (i) a $9.4 million increase in goodwill and intangible asset impairment; (ii) a $2.0 million increase in development expenditures; (iii) a $1.5 million increase in sales and marketing spend; (iv) a $1.4 million decrease in gains from equity method investments; (v) a $0.9 million increase in foreign currency losses; (vi) a $0.6 million decrease in gross profit; and (vii) a $0.2 million increase in interest expense. These increases were offset by $12.7 million of lower general and administrative expense.  

For the six months ended June 30, 2022, Adjusted EBITDA loss(1) was $10.5 million, a $4.0 million increase, when compared to the $6.5 million Adjusted EBITDA loss for the six months ended June 30, 2021. The increase in Adjusted EBITDA loss(1) was primarily driven by the same factors as the increase in net loss for the six months ended June 30, 2022, when compared to the six months ended June 30, 2021. 

The following table provides a reconciliation from net loss to Adjusted EBITDA(1) for the six months ended June 30, 2022 and the six months ended June 30, 2021: 

    Six Months Ended
June 30, 2022 
    Six Months Ended
June 30, 2021 
 
Net Loss    $  (23,454,716)      $  (20,046,367)   
Interest expense      393,258        151,438   
Depreciation and Amortization      1,071,172        659,309   
EBITDA      (21,990,286)        (19,235,620)   
IPO-related expenses              2,947,192   
Acquisition-related expenses      1,468,742        1,930,566   
Impairment of goodwill and intangible assets      9,428,370           
Gain attributable to equity method investment              (1,370,837)   
Stock-based compensation      591,603        9,193,190   
Adjusted EBITDA    $  (10,501,571)      $  (6,535,509)   

 

Cash Flow and Liquidity 

For the six months ended June 30, 2022, the Company had negative cash flows from operations of approximately $12.0 million. The Company expects to continue to have negative operating cash flows for the foreseeable future, as it continues to incur expenses to develop new game franchises. The Company’s existing cash on hand will be insufficient to fund its minimum liquidity requirements for at least the next 12 months and will need to be supplemented with additional debt and/or equity financing, cash generated by cost control initiatives, and/or additional changes to our product roadmap to reduce working capital requirements. 

The Company’s future liquidity and capital requirements include funds to support the planned costs to operate its business, including amounts required to fund working capital, support the development and introduction of new products, maintain existing game titles and certain capital expenditures. The adequacy of the Company’s available funds generally depends on many factors, including its ability to successfully develop consumer-preferred new products or enhancements to its existing products, continued development and expansion of the Company’s esports platform and its ability to collaborate with and/or acquire other companies or technologies to enhance or complement the Company’s product and service offerings.  

The Company is currently seeking additional funds through a variety of arrangements and through maintaining and enhancing strong cost controls. There can be no assurances that the sources of liquidity referred to above will provide the Company with sufficient liquidity to meet its ongoing cash requirements as, among other things, the Company’s liquidity can be impacted by a number of factors, including the Company’s level of sales and expenditures, as well as accounts receivable, sales allowances, prepaid manufacturing expenses and accrued expenses. 

(1)Use of Non-GAAP Financial Measures 

Adjusted EBITDA (the “Non-GAAP Measure”) is not a financial measure defined by U.S. generally accepted accounting principles (“U.S. GAAP”). See the reconciliations of the Non-GAAP Measure to its most directly comparable U.S. GAAP measure in the financial tables above. 

Adjusted EBITDA, a measure used by management to assess the Company’s operating performance, is defined as EBITDA, which is net (loss) plus interest (income) expense, depreciation and amortization, less income tax benefit (if any), adjusted to exclude: (i) IPO-related expenses; (ii) acquisition related expenses; (iii) gain attributable to equity method investment resulting from the acquisition of additional equity interest in Le Mans Esports Series Ltd.; (iv) stock-based compensation expenses; (v) impairment of goodwill and intangible assets; and (vi) other charges or gains resulting from non-recurring events. 

The Company uses the Non-GAAP Measure to manage its business and evaluate its financial performance, as Adjusted EBITDA eliminates items that affect comparability between periods that the Company believes are not representative of its core ongoing operating business. Additionally, management believes that using the Non-GAAP Measure is useful to its investors because it enhances investors’ understanding and assessment of the Company’s normalized operating performance and facilitates comparisons to prior periods and its competitors’ results (who may define Adjusted EBITDA differently). 

The Non-GAAP Measure is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, the Non-GAAP Measure is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments, working capital requirements and debt service requirements. The Non-GAAP Measure has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for the Company’s results as reported under U.S. GAAP. Management compensates for the limitations of using non-GAAP financial measures by using them to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business than would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, the Company’s measures may not be comparable to other similarly titled measures of other companies. Reconciliations of the Non-GAAP Measure to net loss, its most directly comparable financial measure, calculated and presented in accordance with U.S. GAAP, are presented in the table above. 

Conference Call and Webcast Details 

The Company will host a conference call and webcast at 5:00 p.m. ET today, August 10, 2022, to discuss its financial results. The live conference call can be accessed by dialing 1-877-407-0784 from the U.S. or 1-201-689-8560. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.” 

About Motorsport Games 

Motorsport Games, a Motorsport Network company, combines innovative and engaging video games with exciting esports competitions and content for racing fans and gamers around the globe. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”). Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. 

For more information about Motorsport Games visit: www.motorsportgames.com. 

Forward-Looking Statements 

Certain statements in this press release, the related conference call and webcast which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release, the related conference call and webcast that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning: (i) Motorsport Games’ future business, future results of operations and/or financial condition; (ii) the expected future impact of new or planned products or offerings and the timing of launching such products and offerings, including, without limitation our belief that we will deliver against our product roadmap, our expectation to release the official BTCC game in 2024 and the next KartKraft release on one of the consoles in 2023; (iii) the expected future impact of implementing management strategies and the impact of other industry trends, including, without limitation our ability to execute a business continuity plan and adapt to developments real-time, as well as our business plan to increase and diversify our revenue stream; (iv) our expectation that the Company will continue to have negative operating cash flows for the foreseeable future, as we continue to incur expenses to develop new game franchises; and (v) our liquidity and capital requirements, including, without limitation, our ability to continue as a going concern, our belief that our existing cash on hand will not be sufficient to fund our liquidity requirements for at least the next 12 months and our expectation to supplement liquidity with additional debt and/or equity financing, cash generated by cost control initiatives, and/or additional changes to our product roadmap to reduce working capital requirements, as well as statements regarding our cash flows and anticipated uses of cash. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to: (i) difficulties, delays or less than expected results in achieving the Company’s growth plans, objectives and expectations, such as due to a slower than anticipated economic recovery and/or the Company’s inability, in whole or in part, to continue to execute its business strategies and plans, such as due to less than anticipated customer acceptance of the Company’s new game titles, the Company’s experiencing difficulties or the inability to launch its games as planned, less than anticipated performance of the games impacting customer acceptance and sales and/or greater than anticipated costs and expenses to develop and launch its games, including, without limitation, higher than expected labor costs and, in addition to the factors set forth in (ii) through (iv) below, the Company’s continuing financial condition and ability to obtain additional debt and/or equity financing to meet its liquidity requirements, such as the going concern qualification on the Company’s annual audited financial statements posing difficulties in obtaining new financing on terms acceptable to the Company, or at all; (ii) difficulties, delays in or unanticipated events that may impact the timing and scope of new product launches, such as due to difficulties or delays in using its product development personnel in Russia due to the Russia invasion of Ukraine and the related sanctions and/or more restrictive sanctions rendering transacting in the region more difficult or costly and/or difficulties and/or delays arising out of any resurgence of the ongoing and prolonged COVID-19 pandemic; (iii) less than expected benefits from implementing the Company’s management strategies and/or adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment (such as the impact on consumer discretionary spending as a result of significant increases in energy and gas prices which have been increasing since early in 2020), a higher interest rate environment, tax increases impacting consumer discretionary spending and or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending, or adverse developments relating to the Russia invasion of Ukraine; (iv) greater than anticipated negative operating cash flows such as due to higher than expected development costs, higher interest rates and/or higher inflation; and/or (v) difficulties and/or delays in resolving our liquidity and capital requirements, including without limitation, difficulties in securing funding that is on commercially acceptable terms to us or at all, such as our inability to complete in whole or in part any potential debt and/or equity financing transactions, as well as any inability to achieve cost reductions. Factors other than those referred to above could also cause Motorsport Games’ results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) delays and higher than anticipated expenses related to the ongoing and prolonged COVID-19 pandemic, any resurgence of COVID-19 and the Russia invasion of Ukraine; (ii) Motorsport Games’ ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (iii) Motorsport Games’ ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iv) unanticipated operating costs, transaction costs and actual or contingent liabilities; (v) the ability to attract and retain qualified employees and key personnel; (vi) adverse effects of increased competition; (vii) changes in consumer behavior, including as a result of general economic factors, such as increased inflation, higher energy prices and higher interest rates; (viii) Motorsport Games’ inability to protect its intellectual property; and/or (ix) local, industry and general business and economic conditions. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date.  

Website and Social Media Disclosure 

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website): 

Websites 

 

Social Media  
motorsportgames.com 

 

Twitter: @msportgames & @traxiongg 
traxion.gg  Instagram: msportgames & traxiongg 
motorsport.com 

 

Facebook: Motorsport Games & traxiongg 
  LinkedIn: Motorsport Games 

 

  Twitch: traxiongg 

 

  Reddit: traxiongg 

 The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release. 

Contacts: 

Investors: 

Investors@motorsportgames.com 

Media: 

ASTRSK PR 

motorsportgames@astrskpr.com 

Appendix: 

The following table provide a comparative summary of the Company’s financial results for the periods presented: 

MOTORSPORT GAMES INC. AND SUBSIDIARIES 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS 

(Unaudited) 

 

    Three Months Ended 

June 30,  

    Six Months Ended 

June 30,  

 
    2022      2021      2022      2021   
Revenues    $  2,008,987      $  2,238,927      $  5,330,776      $  4,713,059   
Cost of revenues      856,157        906,303        2,869,963        1,688,111   
Gross profit      1,152,830        1,332,624        2,460,813        3,024,948   
                                 
Operating expenses:                                 
Sales and marketing      1,540,220        704,222        3,228,669        1,728,440   
Development      2,681,643        1,818,178        5,085,980        3,068,540   
General and administrative      3,349,609        4,717,180        6,772,763        19,481,218   
Impairment of goodwill                      4,788,268           
Impairment of intangible assets      149,048                4,640,102           
Depreciation and amortization      117,725        66,448        233,796        97,223   
Total operating expenses      7,838,245        7,306,028        24,749,578        24,375,421   
Loss from operations      (6,685,415)        (5,973,404)        (22,288,765)        (21,350,473)   
Interest expense      (191,662)        (31,899)        (393,258)      (151,438)   
Gain attributable to equity method investment                              1,370,837   
Other (loss) income, net      (610,594)        44,360        (772,693)        84,707   
Net loss      (7,487,671)        (5,960,943)        (23,454,716)        (20,046,367)   
Less: Net loss attributable to non-controlling interest      (82,375)        (180,849)        (911,803)        (454,299)   
Net loss attributable to Motorsport Games Inc.    $  (7,405,296)      $  (5,780,094)      $  (22,542,913)      $  (19,592,068)   
                                 
Net loss attributable to Class A common stock per share:                                 
Basic and diluted    $  (0.63)      $  (0.50)      $  (1.93)      $  (1.88)   
                                 
Weighted-average shares of Class A common stock outstanding:                                 
Basic and diluted      11,673,587        11,494,919        11,670,888        10,421,910   

 

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Motorsport Games Reports Third Quarter 2021 Financial Results https://motorsportgames.com/motorsport-games-reports-third-quarter-2021-financial-results/ Thu, 04 Nov 2021 20:01:15 +0000 https://motorsportgames.com/?p=20155 MIAMI, Nov. 4, 2021 — Motorsport Games Inc. (NASDAQ: MSGM)...

The post Motorsport Games Reports Third Quarter 2021 Financial Results appeared first on Motorsport Games.

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MIAMI, Nov. 4, 2021 — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today reported financial results for the third quarter ended September 30, 2021. The Company also posted a Third Quarter 2021 review video and Q3 Earnings Slides highlighting key milestones that occurred in the period, which are accessible on the investor relations section of its website.

Dmitry Kozko, Chief Executive Officer of Motorsport Games, commented, “We are thrilled to have released our first, built from the ground up, NASCAR title, NASCAR 21: Ignition on October 28, 2021. This is a significant achievement for us as we all are incredibly excited to start to showcase our passion and capabilities. We are also delighted to announce that we are continuing platform expansion by bringing the first-ever NASCAR title to Nintendo Switch. NASCAR Heat Ultimate Edition+ will bring the joy of NASCAR racing to the NASCAR Switch community comprised of fans from around the world. We started accepting pre-orders on October 15, 2021, with an official release date of November 19, 2021. With these two titles launching, we continue to believe we are well-positioned to reach our outlook for the full year.”

Kozko also commented, “On the esports front, we officially launched the Le Mans Virtual Series in the third quarter of 2021. The first two rounds have been completed and we are anticipating a spectacular grand finale event for the 24 Hours of Le Mans virtual as a live, televised event from the 2022 Autosport International motorsport show on January 15-16, 2022.”

Third Quarter 2021 and Subsequent Business Update

  • INDYCAR License Agreement. The Company has entered into a gaming and esports license partnership with INDYCAR. The esports and gaming licenses are long-term agreements for the development of the official games and esports of the INDYCAR Series. The debut title is expected to launch in 2023 on Xbox and PlayStation consoles as well as for PCs.
  • 2021 Le Mans Virtual Series Esports Event. A product of the joint venture between Motorsport Games and the Automobile Club de l’Ouest, the creators and organizers of the world-famous 24 Hours of Le Mans and promoter of the FIA World Endurance Championship (FIA WEC), the Le Mans Virtual Series returns to competition with a revised format and portfolio of prestigious partners. The event will be held on January 15-16, 2022 at Autosport International and includes a $250,000 prize pool, as well as an exciting live grand finale that will be televised for all fans.
  • NASCAR 21: Ignition. The Company officially launched its new NASCAR franchise racing game, NASCAR 21: Ignition, on October 28, 2021, on PlayStation, Xbox and PC.
  • NASCAR Game for Nintendo Switch. The Company announced the upcoming launch of NASCAR Heat Ultimate Edition+ on Nintendo Switch, the first-ever NASCAR title to come to Nintendo Switch. The launch date is targeted for November 19, 2021.
  • Board of Directors Addition. The Company added 30-year gaming, entertainment and consumer industry leader Peter Moore to its board of directors. Mr. Moore’s involvement with Motorsport Games will give him the opportunity to leverage his career experiences in sports and gaming with his personal passions in motorsports and cars.

Financial Results for the Three and Nine Months Ended September 30, 2021

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)

    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
    2021     2020     2021     2020  
Revenues $ 2,138,466 $ 8,988,197 $ 6,851,525 $ 16,111,581
Cost of revenues 949,139 2,920,747 2,637,250 5,261,483
Gross profit 1,189,327 6,067,450 4,214,275 10,850,098
 
Operating expenses:
Sales and marketing 1,348,773 961,450 3,077,213 2,321,635
Development 3,015,233 1,300,314 6,083,773 3,438,461
General and administrative 3,130,944 936,818 22,612,162 2,227,373
Depreciation and amortization 81,874 38,016 179,097 50,083
Total operating expenses 7,576,824 3,236,598 31,952,245 8,037,552
(Loss) income from operations (6,387,497) 2,830,852 (27,737,970) 2,812,546
Interest expense (160,310) (230,965) (311,748) (448,325)
Gain (loss) attributable to equity method investment (40,530) 1,370,837 (69,764)
Other (loss) income, net (110,822) 46,337 (26,115) 79,195
Net (loss) income (6,658,629) 2,605,694 (26,704,996) 2,373,652
Less: Net (loss) income attributable to non-controlling interest (99,114) 1,412,329 (553,413) 1,498,233
Net (loss) income attributable to Motorsport Games Inc. $ (6,559,515) $ 1,193,365 $ (26,151,583) $ 875,419
Net loss attributable to Class A common stock per share:
Basic and diluted $ (0.56) $ (2.32)
Weighted-average shares of Class A common stock outstanding:
Basic and diluted 11,635,897 11,285,757

 

For the three months ended September 30, 2021, revenues from the Gaming segment decreased $6.7 million, or 77%, to $2.0 million from $8.8 million for the three months ended September 30, 2020. The decrease in the Gaming segment revenues compared to the 2020 period was primarily due to the launch of a new game release in Q3-2020, which did not recur in Q3-2021 and the resulting lower sales of console and PC games. The NASCAR Heat 5 game was released in July 2020 and the majority of sales from a new release occur closest to the launch date. As an event subsequent to Q3-2021, the Company released its next generation NASCAR console/PC game, NASCAR 21: Ignition, on October 28, 2021, and also anticipates releasing NASCAR Heat Ultimate Edition+ on Nintendo Switch in the fourth quarter of 2021. Revenues from the sale of both these releases will be recorded as units are sold beginning in Q4-2021.

Esports segment revenues were $0.1 million and $0.2 million for the three months ended September 30, 2021 and 2020, respectively, a decrease of $0.1 million, or 51%, with the decline attributable to higher sponsorship revenues received during Q3-2020.

Net loss attributable to Motorsport Games Inc. was $6.6 million, or $0.56 per share of Class A common stock, for Q3-2021, as compared to net income attributable to Motorsport Games Inc. of $1.2 million for Q3-2020. The decrease in profitability was primarily due to lower revenues for Q3-2021 as a result of the 2021 new game release occurring after Q3-2021 as well as higher operating expenses due to an increase in the number of games being developed.

Net (loss) income was ($6.7) million and $2.6 million for the three months ended September 30, 2021 and 2020, respectively. Adjusted EBITDA loss(1) was $5.5 million for Q3-2021, as compared to an Adjusted EBITDA gain of $3.0 million for Q3-2020. The following table provides a reconciliation from net (loss) income to EBITDA and Adjusted EBITDA for Q3-2021 and Q3-2020:

 Three Months Ended September 30, 2021  Three Months Ended September 30, 2020
GAAP: Net (loss) income  $   (6,658,629)     $   2,605,694
GAAP: Interest expense, net 160,310  230,965
GAAP: Depreciation and Amortization          557,924          154,397
EBITDA (5,940,395) 2,991,056
IPO-related expenses                  –
Acquisition-related expenses 193,099                  –
Gain attributable to equity method investment                   –                  –
Stock-based compensation           292,173                    –  
Adjusted EBITDA   $     (5,455,123)   $     2,991,056

 

Jon New, Chief Financial Officer of Motorsport Games, commented “We exceeded analysts’ consensus expectations on revenues and gross margin for Q3-2021, while our Q3-2021 Adjusted EBITDA loss was higher than expected, primarily due to higher development expenses from newly-added games to our product pipeline and, to a lesser extent, higher marketing costs. The comparison of results for the third quarter and first nine months of 2021 were significantly affected by the timing of the NASCAR game releases, as discussed above.”

Nine Months Ended September 30, 2021 compared to Nine Months Ended September 30, 2020

Revenues were $6.9 million and $16.1 million for the nine months ended September 30, 2021 and 2020, respectively. For the nine months ended September 30, 2021, revenues from the Gaming segment decreased by $9.4 million, or 57%, to $6.7 million from $15.8 million for the nine months ended September 30, 2020. The decrease in revenues was due primarily to the timing of product releases as discussed above.

For the nine months ended September 30, 2021, revenues from the esports segment consisted of $0.12 million, which was comprised primarily of sponsorship and event revenues from Le Mans esports events. Esports segment revenue was $0.29 million for the nine months ended September 30, 2020. The difference of $0.17 million primarily relates to sponsorship income earned from the Formula E esports events during the nine months ended September 30, 2020.

Net loss attributable to Motorsport Games Inc. was $26.2 million, or $2.32 per share of Class A common stock, for the nine months ended September 30, 2021, as compared to net income attributable to Motorsport Games Inc. of $0.9 million for the nine months ended September 30, 2020.

Net (loss) income was ($26.7) million and $2.4 million for the nine months ended September 30, 2021 and 2020, respectively. The 2021 net loss of $26.7 million included $12.4 million of IPO-related expenses including non-cash, stock-based compensation of $9.5 million, non-cash depreciation and amortization of $1.2 million, partially offset by a $1.4 million non-cash gain on equity method investment.

Adjusted EBITDA loss(1) was $12.0 million for the nine months ended September 30, 2021, as compared to an Adjusted EBITDA gain of $3.3 million for the nine months ended September 30, 2020.  The $15.3 million unfavorable variance includes $9.5 million of non-cash, stock-based compensation, $2.9 million of IPO-related expenses, $0.8 million in increased depreciation and amortization and $2.1 million of acquisition related expenses, partially offset by a $1.4 million non-cash gain on equity method investment. The following table provides a reconciliation from net (loss) income to EBITDA and Adjusted EBITDA for the nine months ended September 30, 2021 and 2020:

Nine Months Ended September 30, 2021 Nine Months Ended September 30, 2020
GAAP: Net (loss) income  $  (26,704,996)  $     2,373,652
GAAP: Interest expense, net           311,748           448,325
GAAP: Depreciation and Amortization        1,217,234           457,729
EBITDA     (25,176,014)      3,279,706
IPO-related expenses        2,947,192                   –
Acquisition-related expenses        2,123,665                   –
Gain attributable to equity method investment       (1,370,837)                   –
Stock-based compensation        9,485,362                   –  
Adjusted EBITDA  $  (11,990,633)  $     3,279,706

 

Business Outlook as of November 4, 2021

The Company expects full-year 2021 revenues of approximately $20.5 million and updated Adjusted EBITDA loss of approximately $12.0 million. We are pleased to have gained the INDYCAR license during the third quarter of 2021 and this will continue to increase our development costs as we work toward a 2023 release of the new INDYCAR game and our other planned product releases.

The Company expects to meet or exceed these numbers based on its current business, which may be impacted by, among other things, difficulties, delays in or unanticipated events that may impact the timing and scope of new or planned products or offerings, less than expected consumer acceptance of our products, less than expected effectiveness of our advertising and marketing plans, a slower than anticipated economic recovery as a result of the ongoing and prolonged COVID-19 pandemic and the other factors described in the Company’s  filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2020, its Quarterly Reports on Form 10-Q filed with the SEC during 2021, as well as in its subsequent filings with the SEC. Other assumptions on which this guidance is based include our current expectations as to external factors that our outside of our control, such as, without limitation, foreign exchange translation, tax policy and rates, interest rates, government stimulus spending, employment rates and consumer confidence.

Use of Non-GAAP Financial Measures

EBITDA and Adjusted EBITDA (the “Non-GAAP Measures”) are measures that are not defined by generally accepted accounting principles in the United States of America (“U.S. GAAP”). See the reconciliations of the Non-GAAP Measures to their most directly comparable U.S. GAAP measures in the financial tables above.

EBITDA, a measure used by management to assess our operating performance, is defined as net (loss) income plus interest (income) expense, depreciation and amortization, less income tax benefit. Adjusted EBITDA is defined as EBITDA adjusted to exclude: (i) IPO-related expenses; (ii) acquisition related expenses; (iii) gain attributable to equity method investment resulting from the acquisition of additional equity interest in the Company’s Le Mans joint venture; (iv) stock-based compensation expenses; and (v) other charges or gains resulting from non-recurring events, if any.

We use the Non-GAAP Measures to manage our business and evaluate our financial performance, as they have been adjusted for items that affect comparability between periods that we believe are not representative of our core ongoing operating business. Additionally, management believes that the Non-GAAP Measures are useful to investors because they enhance investors’ understanding and assessment of our performance and facilitate comparisons to prior periods and our competitors’ results.

Each of the Non-GAAP Measures is not a recognized term under U.S. GAAP and does not purport to be an alternative to revenue, income/loss from operations, net (loss) income, or cash flows from operations or as a measure of liquidity or any other performance measure derived in accordance with U.S. GAAP. Additionally, each of the Non-GAAP Measures is not intended to be a measure of free cash flows available for management’s discretionary use, as it does not consider certain cash requirements, such as interest payments, tax payments and debt service requirements. The Non-GAAP Measures have limitations as analytical tools, and investors should not consider any of such measures in isolation or as substitutes for our results as reported under U.S. GAAP. Management compensates for the limitations of using non-GAAP financial measures by using them to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business that would be presented by using only measures in accordance with U.S. GAAP. Because not all companies use identical calculations, our measures may not be comparable to other similarly titled measures of other companies. Reconciliations of the Non-GAAP Measures to their respective most directly comparable financial measures calculated and presented in accordance with U.S. GAAP are presented in the tables within this release.

We do not provide a reconciliation for Adjusted EBITDA on a forward-looking basis because we are unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and amount of certain items, such as, but not limited to, certain acquisition related expenses and stock-based compensation expenses. Each of such adjustments has not yet occurred, are out of our control and/or cannot be reasonably predicted. For the same reasons, we are unable to address the probable significance of the unavailable information.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today to discuss the results. The live conference call can be accessed by dialing (877) 344-8082 from the U.S. or (213) 992-4618. Alternatively, participants may access the live webcast on the Motorsport Games Investor Relations website at https://ir.motorsportgames.com under “Events.”

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Motorsport Games Reports First Quarter 2021 Financial Results https://motorsportgames.com/motorsport-games-reports-first-quarter-2021-financial-results/ Mon, 17 May 2021 21:23:12 +0000 https://motorsportgames.com/?p=17121 The post Motorsport Games Reports First Quarter 2021 Financial Results appeared first on Motorsport Games.

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MIAMI, May 17, 2021 (GLOBE NEWSWIRE) — Motorsport Games, Inc. (NASDAQ: MSGM) (“Motorsport Games”) today reported financial results for the first quarter ended March 31, 2021. The Company also posted a First Quarter 2021 Review video, highlighting key milestones that occurred in the period, which is accessible on the investor relations section of its website.

Dmitry Kozko, Chief Executive Officer of Motorsport Games, commented, “We are pleased to announce another strong quarter in terms of building out additional infrastructure to grow the business. Our first quarter results demonstrate the progress we are making executing on our long-term growth plan. We have had success adding talented developers to our team in order to expand our portfolio of racing games. Additionally, we have improved our proprietary technology therefore enhancing our ability to provide world-class products. We believe our recent acquisitions solidify our position as the go-to provider for racing games and esports entertainment. We have a steady commitment towards innovation and growth as we continue to look for investment opportunities that create shareholder value and continue to bring the joy of racing games to all of our fans worldwide.”

Kozko commented, “Since the completion of the IPO in January, we have worked towards establishing a global presence by improving our development studio capabilities in the United States, the United Kingdom, Russia, Australia and the Netherlands. Our global studio presence is important as we seek additional IP opportunities to expand our fan base and become the market leader in virtual motorsport racing around the world.”

To help achieve this goal, the Company brought in Gérard Neveu from the FIA World Endurance Championship where he led the growth and success of the series as CEO for the past 10 years.

Kozko noted, “Gérard will be instrumental in helping us build and maintain relationships with some of the most important motorsport series and industry participants. We are excited to accelerate our growth plan to establish a greater global presence with Gérard’s assistance.”

First Quarter 2021 Highlights

  • First quarter revenue tracked ahead of management’s expectations at $2.5 million. This compares to revenue of $3.2 million in the prior year period, which had closer proximity to a game launch, and when gaming participation was at historic highs driven by the global pandemic. The Company’s new flagship game, NASCAR NXT, is scheduled to be released in the back half of the third quarter this year.
  • In the first quarter, the Company created and released NASCAR Heat Ultimate Edition to drive additional revenues.
  • Gross Profit decreased to $1.7 million for the first quarter 2021, as compared to $2.2 million in the first quarter 2020. Gross Profit Margin improved to 68% compared to a gross profit margin of 67% in the prior year period, as higher margin digital sales continue to increase as a percentage of total sales.
  • Net loss for the first quarter of 2021 was ($14.1 million) compared to ($0.2 million) in the prior year period.
  • Adjusted EBITDA1 was ($2.8 million), compared to ($0.07 million) in the prior year period.

First Quarter 2021 and Subsequent Business Update

  • NASCAR NXT. The rework of the new NASCAR franchise is in its final significant development period and will be submitted to platform holders for testing and certification. NASCAR NXT is anticipated to launch in the back half of the third quarter of this year.
  • Le Mans Esports Series Joint Venture. The Company acquired an additional 6% interest in the Le Mans joint venture which brought the total ownership to 51% and allows the Company to consolidate the Le Mans joint venture into its financial results going forward. Additionally, the joint venture entered into license agreements where the joint venture was granted multiple 10-year exclusive licenses to use certain licensed intellectual property related to, themed as, or containing the FIA World Endurance Championship and the 24 Hours of Le Mans for esports and games.
  • Motorsports Advisor Hire. The Company hired highly-experienced motorsport promoter Gérard Neveu. He will serve as Motorsport Games’ Motorsports Advisor, acting as the primary conduit between Motorsport Games and the world’s motorsport series and larger motorsport industry as a whole. Neveu will be responsible for developing, enhancing and executing projects and agreements between Motorsport Games’ esports business and the motorsport industry, while ensuring maximum authenticity across Motorsport Games’ virtual offerings along the way.
  • Completed Acquisitions. Motorsport Games has completed the acquisitions of KartKraft and Studio397. Both Motorsport Games Australia (KartKraft) and Studio397 (rFactor 2) continue to be integrated into the Company with all parties working together to harness and integrate staff, processes and technologies. Both studios will be providing significant expertise and product capabilities to Motorsport Games over the coming months and years. The Company also announced it completed the acquisition of the remaining outstanding shares of 704Games Company.
  • Esports Events. The Company continues to host its NASCAR Heat 5 esports event, Ultimate Summer Showdown, which is a four event esports tournament that began on April 30th and will culminate with a showpiece final on July 22nd.

Stephen Hood, President of Motorsport Games, said, “I’m pleased to announce we are making great progress on the product front, finalizing NASCAR NXT, which we currently anticipate will be available in the back half of the third quarter. We are also adding new platform opportunities like Nintendo Switch later this year. The integration of our new studios, such as Motorsport Games Australia, that will drive forward the KartKraft product and Studio397 with rFactor2, has been a seamless transition to provide us with new technology, creativity and expertise. This incredible talent will help us accelerate our forward looking business interests and, together, I believe we will define the future of virtual motorsports.”

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