---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-24-020298"
form_type: "8-K"
ticker: "GAME"
cik: "0001714562"
company_name: "GameSquare Holdings, Inc."
filed_at: "2024-05-16T23:59:59+00:00"
generated_at: "2026-06-01T21:29:22.567592+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# GameSquare forms FaZe Media JV with 51% stake; gets $11M from Matt Kalish

## Summary
- GameSquare contributed FaZe non-esports assets to form FaZe Media JV, owning 51% equity.
- Matt Kalish invested $11M for 49% equity in FaZe Media; joins its board.
- FaZe Banks appointed CEO of FaZe Media; Kalish and Kenna also on board.
- GameSquare entered 10-year trademark license with FaZe Media, paying 2.5% (initial term) of FaZe e-sports gross revenues in stock.
- Kalish gets right to nominate one GameSquare board member as long as he holds >=80% of his initial equity.

## SEC filing metadata
- accession: 0001493152-24-020298
- form_type: 8-K
- ticker: GAME
- cik: 0001714562
- company_name: GameSquare Holdings, Inc.
- filed_at: 2024-05-16T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 2.01, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1714562/000149315224020298/0001493152-24-020298-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1714562/000149315224020298/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-24-020298
- JSON: https://secwatch.observer/filing/0001493152-24-020298.json
- Plain text: https://secwatch.observer/filing/0001493152-24-020298.txt

## Key facts
- Material Agreements
  GameSquare Holdings, Inc. entered into Contribution Agreement with Gigamoon Media LLC valued at GAME Parties contributed assets to Faze Media; Media Holdings received 51% equity; Gigamoon purchase (effective 2024-05-15).
  - Action: entry
  - Counterparty: Gigamoon Media LLC
  - Value: GAME Parties contributed assets to Faze Media; Media Holdings received 51% equity; Gigamoon purchase
  - Effective: 2024-05-15
  source text: On May 15, 2024, GameSquare Holdings, Inc., a Delaware corporation (the “ Company ” or “ GameSquare ”), FaZe Holdings, Inc., a Delaware corporation and wholly owned subsidiary of GameSquare (“ FaZe Holdings ”), Faze Clan, Inc., a Delaware corporation and wholly owned subsidiary of FaZe Holdings (“ Faze Clan Inc. ”), and FaZe Media Holdings, LLC, a Delaware limited liability company and wholly owned subsidiary of Faze Clan Inc. (“ Media Holdings , and together with GameSquare, FaZe Holdings and Faze Clan Inc., the “ GAME Parties ”), and Gigamoon Media LLC, a Delaware limited liability company (“ Gigamoon ”), entered into the definitive agreements described below in connection with the formation of Faze Media, Inc. (“ Faze Media ”), a Delaware corporation in which the Company will hold a 51% equity interest by way of Media Holdings and in which Gigamoon will hold a 49% equity interest.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1714562/000149315224020298/0001493152-24-020298-index.htm
- Material Agreements
  GameSquare Holdings, Inc. entered into Trademark License Agreement with Faze Media, Inc. valued at Faze Media granted GameSquare exclusive worldwide license for 10-year initial term with automatic 5- (effective 2024-05-15).
  - Action: entry
  - Agreement: license
  - Counterparty: Faze Media, Inc.
  - Value: Faze Media granted GameSquare exclusive worldwide license for 10-year initial term with automatic 5-
  - Effective: 2024-05-15
  source text: On May 15, 2024, GameSquare and Faze Media entered into a trademark license agreement (the “ License Agreement ”), pursuant to which Faze Media granted GameSquare an exclusive, worldwide license to certain of the intellectual property contributed in connection with the Contribution Agreement.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1714562/000149315224020298/0001493152-24-020298-index.htm
- Material Agreements
  GameSquare Holdings, Inc. entered into Registration Rights Agreement with Faze Media, Inc. valued at GameSquare must file resale registration statement within 60 days of stock issuance to Faze Media an (effective 2024-05-15).
  - Action: entry
  - Agreement: license
  - Counterparty: Faze Media, Inc.
  - Value: GameSquare must file resale registration statement within 60 days of stock issuance to Faze Media an
  - Effective: 2024-05-15
  source text: In connection with the License Agreement, GameSquare and Faze Media entered into a registration rights agreement (the “ Registration Rights Agreement ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1714562/000149315224020298/0001493152-24-020298-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.