(all amounts are expressed in U.S. dollars, unless otherwise stated)

– Second Quarter Revenues of $8.4 Million

– Sequential Quarterly Revenue Growth of $0.9 million or 12%

– Quarterly Revenue Exit Run Rate of $33.5 million

– Completed Non-brokered Private Placement Unit Offerings for $32.8 Million

– Settled $10.7 million in Convertible Debt

TORONTO, May 3, 2021 — Engine Media Holdings, Inc. (“Engine” or the “Company”; TSX-V: GAME; OTCQB: MLLLF), announced results for its fiscal second quarter 2021 ended February 28, 2021.  Lou Schwartz, Chief Executive Officer, said, “Engine started fiscal 2021 with strong momentum, which has increased throughout our second quarter, as our recent acquisitions continue to make significant contributions, which are reflected in the second quarter, where revenues were up 12% on a sequential quarter over quarter basis, to $8.4 million.

Net loss from continuing operations for the second quarter of 2021 was $27.1 million compared to $1.4 million in the same year ago period.  The increase in net loss was primarily due to a non-cash expense for the change in the fair value of our warrant liability and convertible debt and loss on extinguishment of debt of $19.5 million in the second quarter compared to $2.6 million (income) in the same period a year ago.  From an accounting perspective, this change reflects our success in raising equity financing in the past two quarters as well as the increase in our share price.  We regard both of these circumstances as positive factors and view our outstanding warrants, as they are exercised, as a significant potential source of additional funding for our business.  If all warrants outstanding and exercisable as of February 28, 2021 were exercised, the Company would receive cash from exercise of approximately $73.7 million.

Operationally, we are excited by our achievements in the first four months of 2021, which include:

  1. UMG Gaming: UMG Gaming extended its Gears Esports partnership with Microsoft for an additional two months for the 2021 season, and continues to see significant momentum in viewership for the official Gears Esports programming, setting year-over-year highs in hours watched, average concurrents, and peak viewership.
  2. Eden Games: Eden Games extended its partnership with Code Masters (Electronic Arts) to continue collaborating on the official F1 Mobile Racing game for both iOS and Android.     
  3. Stream Hatchet: Stream Hatchet released its new visual recognition technology, enabling brands to measure brand asset exposure in live-video streaming across thousands of channels utilizing its deep machine learning software, and has partnered with one of the largest AAA publishers to pilot the rollout of its launch.
  4. Stream Hatchet: Stream Hatchet released its new marketing delivery platform, Campaigns, enabling brands and streamers the ability to both deliver brand assets in a live stream and measure brand exposure, impressions and other critical marketing KPIs.
  5. Frankly Media: Frankly Media entered into a multi-year advertisement representation extension with Newsweek, whose news and information content reaches over 100 million viewers a month.
  6. UMG Gaming: UMG Gaming launched its new tournament series, UMG Champions, with the debut tournament featuring Fortnite and some of the biggest influencers and esports teams participating in the $25,000 main event and broadcast.
  7. WinView: WinView Games continues to bring fans closer to the action with the debut of the WinView Twitch Extension, a free-to-play interactive gaming experience for esports fans that is directly integrated into a streamer’s Twitch Channel. 

As we move forward in 2021, we intend to maintain our focus on connecting with new customers, markets and talent, while reducing our outstanding debt and operating expenses.  With our strengthened balance sheet, we have enhanced our ability to accelerate the reimagination and redesign of our product and services offerings to meet the changing needs of our customers and the marketplace.”

Financials are available on Sedar.

About Engine Media Holdings, Inc.

Engine Media Holdings Inc. is traded publicly under the ticker symbol (TSX-V: GAME) (OTCQB: MLLLF). The organization is focused on developing premium consumer experiences and unparalleled technology and content solutions for partners in the esports, news and gaming industry. The company’s subsidiaries include Stream Hatchet; the global leader in gaming video distribution analytics; Eden Games , a premium video game developer and publisher with numerous console and mobile gaming franchises; WinView Games, an industry innovator in audience second screen play-along gaming during live events; UMG, an end-to-end competitive esports platform enabling the professional and amateur esport community with tournaments, matches and award nominating content; and Frankly Media, a digital publishing platform empowering broadcasters to create, distribute and monetize content across all channels. Engine Media generates revenue through a combination of direct-to-consumer and subscription fees; streaming technology and data SaaS-based offerings; programmatic advertising and sponsorships. To date, the combined companies’ clients have included more than 1,200 television, print and radio brands, dozens of gaming and technology companies, and have connectivity into hundreds of millions of homes around the world through their content, distribution and technology services.

Cautionary Statement on Forward-Looking Information

This news release contains forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Engine to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved.  In respect of the forward-looking information contained herein, Engine has provided such statements and information in reliance on certain assumptions that management believed to be reasonable at the time, including assumptions as to the performance of Engine’s stock price and business operations and its ability to raise financing. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements stated herein to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Actual results could differ materially from those currently anticipated due to a number of factors and risks.  Accordingly, readers should not place undue reliance on forward-looking information contained in this news release.

The forward-looking statements contained in this news release are made as of the date of this release and, accordingly, are subject to change after such date. Engine does not assume any obligation to update or revise any forward-looking statements, whether written or oral, that may be made from time to time by us or on our behalf, except as required by applicable law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.