Company Announcements

Expanding Global Audience and High-Margin Digital Strategy Drive Momentum Toward 2025 Profitability Target

TORONTO, May 28, 2025 /CNW/ - OverActive Media Corp. ("OverActive" or the "Company") (TSXV: OAM) (OTC: OAMCF), a global esports and entertainment company for today's generation of fans, released its results for the three-month period ended March 31, 2025.

Financial Results Summary for Q1 2025

"Q1 demonstrated the strength of our global model," said Adam Adamou, CEO and Co-Founder of OverActive Media. "We delivered 37 percent year-over-year revenue growth, reduced operating costs by 8 percent, and closed the quarter with nearly $8 million in cash and positive working capital. These results reflect the efficiency of our operating structure and the successful integration of KOI and Riders."

Mr. Adamou continued, "We have built a differentiated platform that combines ownership in the world's top esports leagues and titles with a global fanbase of more than 100 million. Our direct digital channels give brand partners meaningful access to that audience, while high-margin digital merchandise and media opportunities drive strong monetization. The early success of our subscription-based Fénix Club, which exceeded internal expectations in its first month, is a testament to the loyalty and engagement we have built with fans. With greater predictability in our revenue streams, improving operating leverage, and disciplined cost control, we are well positioned to meet our 2025 growth and profitability targets."

Q1 2025 Financial Highlights

• Revenue was $5.0 million, up 37% from $3.7 million in Q1 2024. The increase reflects a full-quarter contribution from the KOI and Riders acquisitions, strong sponsorship and digital merchandise sales, and incremental revenue from hosting Call of Duty League Major I in Madrid. These gains were partially offset by the planned exit from certain esports titles that generated sticker sales in the prior year.
  
  
• Gross profit was $2.6 million, producing a 52 % gross margin, versus $2.7 million and a 75% gross margin in the prior-year quarter. The decline in margin reflects a change in revenue composition, with a larger share coming from influencer operations brought in through the KOI and Riders acquisitions. The prior year also included high margin esports sticker revenue, which did not recur this quarter. League-share and digital merchandise revenues, the Company's highest-margin contributors, were minimal in the quarter, and are expected to increase in the second half of the year.
  
  
• Operating expenses decreased 8% to $4.9 million, compared to $5.3 million in Q1 2024. The reduction was driven by disciplined SG&A controls and the elimination of one-time restructuring and acquisition expenses booked last year. Adjusting for the extra two months of KOI and Riders expenses now captured in Q1 2025, the Company's underlying operating expenses declined significantly compared to Q1 2024.
  
  
• Adjusted EBITDA was a loss of $2.3 million, in line with expectations for a seasonally soft first quarter, compared to a loss of $1.8 million in Q1 2024. The prior-year quarter included only one month of losses from the Riders acquisition, while the current quarter reflects a full three-month contribution. In addition, Q1 2024 benefited from non-recurring high-margin digital revenue, which did not repeat this year. The first quarter is typically OverActive's seasonally weakest, and Adjusted EBITDA is expected to improve sequentially through the year, as the Company generates the bulk of its high margin revenue in the second half of the year. OverActive remains focused on its path to profitability in 2025.
  
  
• Comprehensive loss narrowed to $2.0 million from $4.5 million in Q1 2024. The improvement was driven by higher revenues, more disciplined cost management, and a $1.7 million foreign-currency translation gain on Euro-denominated assets.
  
  
• Net working capital was $3.4 million as of March 31, 2025. Cash and cash equivalents totaled $7.9 million. Construction-in-progress for the planned Toronto venue remained unchanged at $2.1 million.

OverActive Media – Major Accomplishments

Q1 2025 

• Successful Execution of CDL Major I in Madrid
  
  OverActive Media co-produced the Call of Duty League Major I in partnership with Movistar KOI, welcoming over 12,000 fans to Madrid Arena. The event marked the CDL's return to Europe for the first time in five years and reached a peak of 233,000 concurrent online viewers, reinforcing OverActive's leadership in hosting high-impact live esports events.
  
  
• Award Recognition for Toronto Ultra
  
  Toronto Ultra earned top honours at the 2024 Canadian Game Awards, winning both Esports Event of the Year (for Major III) and Esports Organization of the Year. These recognitions underscore the competitive excellence and growing brand value of OverActive's North American operations.
  
  
• Expansion into Latin America through Free Fire
  
  Movistar KOI officially entered the Free Fire League in Mexico, marking OverActive's first mobile esports roster and extending its multiyear commercial partnership with Telefónica/Movistar Mexico in one of LATAM's fastest-growing gaming markets.
  
  
• Strategic Entry into China
  
  Movistar KOI launched official channels on Weibo and Bilibili, establishing OverActive's presence in the world's largest esports market. The move unlocks new opportunities for digital fan engagement and sponsorship growth in Asia.
  
  
• CDL World Championship Coming to Canada
  
  Toronto Ultra secured hosting rights for the 2025 Call of Duty League World Championship. Set to take place in Waterloo Region, Ontario, this will mark the first time the event is held outside the United States; another milestone in OverActive's global expansion.

Subsequent to Quarter-End Developments

• LEC Roadtrip Hosted at Madrid Arena
  
  OverActive Media hosted the first-ever LEC "Roadtrip" in Madrid, drawing more than 18,000 in-person attendees across two League of Legends match-days. The event reached a peak online viewership of 348,000, demonstrating OverActive's continued ability to execute and monetize large-scale European esports events.
  
  
• Movistar KOI Sets Spring Split Viewership Record
  
  Movistar KOI recorded the highest peak viewership of any team during the 2025 LEC Spring Split, reaching over 490,000 concurrent viewers in its match against Karmine Corp. This viewership milestone highlights the strength of the brand and the team's global fan engagement.
  
  
• Launch of Fénix Club Gaming
  
  The Company introduced its first subscription-based, direct-to-consumer fan platform. Fénix Club Gaming offers exclusive benefits including merchandise discounts, gated Discord channels, and limited-edition giveaways. Early adoption exceeded internal projections and positions the platform as a new recurring-revenue stream for OverActive Media.
  
  
• Renewal of Monster Energy Partnership
  
  Monster Energy extended its partnership with OverActive Media through the remainder of FY 2025, maintaining its status as a global Tier-1 sponsor across the Company's teams and event portfolio.

Conference Call Details

The Company will conduct a conference call on Thursday, May 29, 2025, at 9:00 a.m. ET.

To access the call, register at https://emportal.ink/4kkLIqh or dial 1-888-699-1199 (North America) or 416-945-7677 (International).

A replay will be available until May 2, 2025, at 1-888-660-6345 or 289-819-1450 using entry code 50781#.

A webcast will also be available at https://app.webinar.net/B7JjoQkLmnw and archived for three months.

ABOUT OVERACTIVE MEDIA 

OverActive Media Corp. (TSXV: OAM) (OTC:OAMCF) is headquartered in Toronto, Ontario, with operations in Madrid, Spain and Berlin, Germany, is a premier global esports and entertainment company for today's generation of fan. OverActive owns team franchises in professional esports leagues, including the Call of Duty League, operating as the Toronto Ultra, the League of Legends EMEA Championship (LEC), operating as Movistar KOI, the VALORANT Champions League (VCT) EMEA, operating as Movistar KOI and other professional esports leagues and competitions.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

This press release contains statements which constitute "forward-looking statements" and "forward-looking information" within the meaning of applicable securities laws (collectively, "forward-looking statements"), including statements regarding the plans, intentions, beliefs and current expectations of OverActive with respect to future business activities and operating performance. Forward-looking statements are often identified by the words "may", "would", "could", "should", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" or similar expressions and includes information regarding the anticipated financial and operating results of OverActive in the future.

Investors are cautioned that forward-looking statements are not based on historical facts but instead OverActive management's expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although OverActive believes that the expectations reflected in such forward-looking statements are reasonable, such statements involve risks and uncertainties, and undue reliance should not be placed thereon, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the OverActive. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking statements include the following: the potential impact of OverActive's qualifying transaction on relationships, including with regulatory bodies, employees, suppliers, customers and competitors; changes in general economic, business and political conditions, including changes in the financial markets; changes in applicable laws and regulations both locally and in foreign jurisdictions; compliance with extensive government regulation; the risks and uncertainties associated with foreign markets; the ability of the Company to continue to execute on its existing partnerships and business strategy; the ability of the MAD Lions and Call of Duty Leagues to maintain viewership; the successful completion of the Company's new venue; and other risk factors set out in OverActive's most recent annual information form and its other filings with Canadian securities regulators, copies of which may be found under OverActive's profile at www.sedarplus.ca. These forward-looking statements may be affected by risks and uncertainties in the business of OverActive and general market conditions.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although OverActive has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended and such changes could be material. OverActive does not intend and do not assume any obligation, to update the forward-looking statements except as otherwise required by applicable law.

NON-IFRS MEASURES

This press release includes references to Adjusted EBITDA and Net Working Capital. These non-IFRS financial measure is not an earnings or cash flow measure recognized by IFRS and does not have a standardized meaning prescribed by IFRS. Our method of calculating these financial measure may differ from the methods used by other issuers and, accordingly, our definition of these non-IFRS financial measures may not be comparable to similar measures presented by other issuers.  Investors are cautioned that non-IFRS financial measures should not be construed as an alternative to net income determined in accordance with IFRS as indicators of our performance or to cash flows from operating activities as measures of liquidity and cash flows.

Adjusted EBITDA is defined by the Company as net income or loss before income taxes, finance costs, finance income, depreciation and amortization, decrease in net present value of franchise obligations, foreign exchange gains / loss, assistance payments from Franchise League and government assistance, restructuring and business development costs, impairment charges, and share-based compensation. We believe that Adjusted EBITDA is a useful measure of financial performance because it provides an indication of the Company's ability to capitalize on growth opportunities in a cost-effective manner, finance its ongoing operations and service its financial obligations. A reconciliation of Adjusted EBITDA to net loss may be found in the Company's Management's Discussion and Analysis for the three-month period ended March 31, 2025.

Net Working Capital is defined by the Company as current assets minus current liabilities. We believe that Net Working Capital provides as useful means of assessing the Company's short-term liquidity position.

The following tables presents a reconciliation of net loss to adjusted EBITDA for the three months ended March 31, 2025 and 2024:

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

SOURCE Overactive Media Corp.