The acquisition of ShiftRLE is expected to expand the global video game portfolio of X1. Media companies are seeing strong user engagement and growth right now.

• The transaction is expected to strengthen X1’s position in the Esports market by acquiring more than 30,000 social media followers from Shift at twitter.com/ShiftRLE
• Rocket League averages over 80 million players per month worldwide
• The acquisition is X1’s second completed post-IPO acquisition, following the Aug. 5, 2022, closing of the acquisition of Tyrus LLC was announced

X1 Esports and Entertainment Ltd (“X1 Esports” or the “Company”) (CSE: XONE – WKN: A3DQM2), a gaming and media portfolio company that owns and operates a growing Esports franchise and
a leading creator economy holding, is pleased to announce, further to its press release dated July 25, 2022, that it has completed its previously announced acquisition of the assets of ShiftRLE (“Shift”), an online news portal focused on the popular video game Rocket League, has closed.

In connection with the acquisition of the assets comprising the business of Shift, the Company has entered into advisory agreements with four sellers who will be key persons responsible for the continued operation of Shift, and issued to these persons 333,333 common shares in the capital of X1 with a deemed issue price of 0.45 CAD$0.45 per common share (the “Consideration Shares”). In addition to the Consideration Shares, the Company will pay the Vendors a cash purchase price of US$50,000 in cash, of which US$25,000 will be paid in paid in connection with the closing of the acquisition and US$25,000 payable within 45 days of the closing date. The sellers are also entitled to earn-out payments for 36 months from the closing date in the form of a 7% share of the gross revenues that Shift generates, up to a maximum of $250,000 (the “Earnout”). The Earnout may be paid in cash or shares of common stock, at the Company’s option, at a price equal to the fourteen-day trading price prior to the payment date, or at such other price as may be required under the policies of the Exchange.

The shares are subject to a hold period imposed by the CSE of four months from the date of issuance and a contractual resale restriction that results in result in 25% of the shares being released six (6) months after the closing date and 25% at six (6) month intervals thereafter. For further information on the acquisition terms can be found in the Company’s press release dated July 25, 2022.

“We are thrilled to have completed the acquisition of Shift,” said Mark Elfenbein, CEO of X1. “Not only has the Shift community has grown significantly over the past year, but we also believe Rocket League has tremendous global appeal to fans looking for the content Shift can provide.”

Information on ShiftRLE

Las Vegas-based ShiftRLE, led by co-founders.

Achilleas Fotiou and Jalen Jones, has seen steady growth in user numbers since its launch in 2020. Shift currently reaches over 8 million impressions during the RLCS – Season and sees growth of 14 million impressions during transfer periods, when the roster news cycle is most active is. With offices in the Americas and Europe, the company has established an international presence in the Esports industry.

“As Rocket League continues its rise as a household name in the Esports and gaming world, our team at Shift will continue to be involved in many Involved in it. X1’s investment should reflect not only their belief in us, but also the potential that Rocket League has as a whole. We are very much looking forward to, Shift continuing to grow and realize our goal of becoming the multimedia company to stay for years to come.”

Rocket League is one of the leading Esports in the world.

With its 5-minute matches that offer non-stop action, the auto-soccer hybrid game has since its launch has experienced significant growth among players of all demographics and now, according to Active Player a global average of 80 million players per month.

Shift is an independent news source for Rocket League fans. Shift gained notoriety for obtaining exclusive behind-the-scenes information about Rocket League ladder changes and trials before they became public knowledge. Shift plays a key role in making sure the conversation about Rocket League esports continues beyond the field by reporting on roster transactions and general eSportsNews, and by ensuring fans stay in touch during quieter periods of competition.

About X1

X1 Esports and Entertainment is a gaming and media portfolio company, that owns and operates a growing Esports franchise, RixGG. The business of Rix.gg is the competitive playing of video games by teams for cash prizes and related activities such as merchandising and hosting tournaments.

Legal notice

Certain information in this press release may contain forward-looking statements that involve significant known and unknown risks and uncertainties. Forward-looking statements are often identified by words such as “will,” “may,” “should,” “expects” and similar expressions. All statements in this press release that are not historical facts are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements
statements prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking information in this press release includes the ability of ShiftRLE to integrate into the X1 portfolio as expected or at all, the growth of ShiftRLE and the establishment of ShiftRLE as a multimedia company with longevity in this space, and the generation of ShiftRLE’s revenue generation. Among the important factors that could cause actual results to differ materially from the Company’s expectations include failure to comply with the terms of the applicable securities exchange(s) and other risks detailed from time to time in the Company’s filings with securities regulators, and failure to achieve anticipated growth, together with or independently of Shift, changing market and industry conditions, the ability of X1 and ShiftRLE to execute their respective business strategies, including expansion plans, the continued relevance of ShiftRLE’s media expertise, competitive conditions, adverse industry events, the availability of capital and financing as needed, and the continued relevance of Rocket League. Readers are cautioned that the assumptions used in the preparation of any
forward-looking information may prove to be incorrect. Events or circumstances could cause actual results to differ materially due to numerous known and unknown risks, uncertainties and other factors, many of which are beyond the Company’s control, could cause actual results to differ materially from those projected. The reader is cautioned not to cautioned not to place undue reliance on forward-looking information. Such information, even if considered appropriate by management at the time it was prepared, may prove to be management at the time it is made, may prove to be incorrect, and actual results may differ materially from those anticipated. The forward-looking statements contained in this press release are statements are expressly qualified by this cautionary statement. The forward-looking statements contained in this press release are made as of the date of this press release, and the Company disclaims any intention or obligation to update or revise such information, except as required by law.

The CSE does not accept responsibility for the adequacy or accuracy of this release.