Discontinued operations | 22. Discontinued operations The Company entered into an Agreement to sell certain assets of UMG Media Ltd. (“UMG”) on June 13, 2022. This business was previously part of the Company’s Gaming segment. On June 30, 2022, and wind down the operations of the business following a strategic decision to focus the Company’s resources on the key revenue streams of direct-to-consumer, software-as-a-service and advertising. UMG the Company completed the sale of the UMG’s assets (Note 27). Accordingly, UMG results for the current and comparative periods have been presented as discontinued operations within the comparative Interim Condensed Consolidated Statements of Income (loss) and Comprehensive Income (loss). Results from the discontinued operations for UMG and the related cash flows are as follows: Schedule of discontinued operations May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 For the three months ended For the nine months ended May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 $ $ $ $ Revenues Revenue 141,926 192,500 387,655 374,654 Operating expenses Salaries and wages 340,249 264,637 1,021,046 756,825 Consulting - - - - Professional fees 9,190 14,622 12,891 189,781 Sponsorships and tournaments 85,859 116,507 663,046 562,495 Advertising and promotion 4,480 2,760 20,723 3,369 Office and general 20,790 52,294 57,743 119,309 Technology expenses 10,776 33,150 73,123 93,106 Amortization and depreciation 34,983 136,122 275,592 378,530 Impairment expense 209,934 - 476,404 - Restructuring Costs - - 90,539 - Interest expense 4,225 (19,714 ) 13,722 29,970 (Gain) loss on foreign exchange 1,642 (2,710 ) 31,808 (15,400 ) Net income (loss) from discontinued operations (580,202 ) (405,168 ) (2,348,982 ) (1,743,331 ) Engine Gaming and Media, Inc. (formerly Engine Media Holdings, Inc.) Notes to the Interim Condensed Consolidated Financial Statements For the three and nine months ended May 31, 2022 and 2021 (Unaudited) (Expressed in United States Dollars) Schedule of cash flow in discontinued operation May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 For the three months ended For the nine months ended May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 $ $ $ $ Net cash provided by (used in) operating activities 114,599 255,367 (149,397 ) 396,348 Disposal Net cash used in financing activities (21,852 ) (21,637 ) (65,125 ) (64,481 ) Change in cash 92,747 233,730 (214,522 ) 331,867 Cash, beginning of period (131,973 ) (78,844 ) 175,296 (176,981 ) Cash, end of period (39,226 ) 154,886 (39,226 ) 154,886 The Company committed to a plan to sell Eden Games, S.A. (“Eden Games”) during the second quarter of fiscal 2022, following a strategic decision to focus the Company’s resources on the key revenue streams of direct-to-consumer, software-as-a-service, and advertising. Eden Games was previously part of the Company’s Gaming segment. On April 6, 2022, the Company completed the sale of Eden Games. To facilitate the sale of Eden Games, under a separate agreement, the Company agreed to purchase Euro- denominated 6% promissory notes amounting to Euro 1,453,154 1,558,319 ) that were due to the former co-founders of Eden Games from third parties. Euro 1,081,081 ($ 1,181,005 The promissory notes receivable were classified at fair value through profit and loss based on management’s expectations about the proposed terms of settlement with the counterparties to the promissory notes and in accordance with the Company’s accounting policies. Accordingly, Eden Games’ results for the current and comparative periods have been presented as discontinued operations within the Interim Condensed Consolidated Statements of Income (loss) and Comprehensive Income (loss). Consideration transferred for the sale of Eden Games sales and the resulting gain on disposal was as follows: Schedule of loss on disposal Amount $ Consideration received or receivable: Cash consideration 15,357,803 Accounts payable assumed Deferred purchase consideration of LGR Fair value of contingent consideration Total disposal consideration 15,357,803 Carrying amount of net assets sold (577,106 ) Carrying amount attributable to non-controlling interests 208,598 Gain on disposal before income tax and reclassification of foreign currency translation reserve 14,989,295 Reclassification of foreign currency translation reserve 139,122 Gain on disposal of Eden Games 15,128,417 Engine Gaming and Media, Inc. (formerly Engine Media Holdings, Inc.) Notes to the Interim Condensed Consolidated Financial Statements For the three and nine months ended May 31, 2022 and 2021 (Unaudited) (Expressed in United States Dollars) The net assets of Eden Games (the disposal group) as of the date of sale were as follows: Schedule of net asset Amount $ Carrying amounts of assets as at the date of sale: Cash 647,187 Accounts and other receivables 586,309 Government remittances 566,331 Prepaid expenses and other 36,124 Right-of-use assets 16,036 Property and equipment 41,132 Intangible assets 296,235 Goodwill 345,150 Total assets of disposal group 2,534,504 Carrying amount of liabilities directly associated with assets as at the date of sale: Accounts payable 1,168,966 Accrued liabilities 750,388 Lease obligation, current 17,959 Long-term debt, current 20,085 Total liabilities of disposal group 1,957,398 Net assets of disposal group 577,106 Results of discontinued operations for Eden and the related cash flows are as follows: Schedule of discontinued operations May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 For the three months ended For the nine months ended May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 $ $ $ $ Revenues Revenue 434,508 1,416,371 4,759,711 2,604,799 Operating expenses Salaries and wages 329,126 855,367 2,113,180 2,637,904 Consulting 102,951 309,842 796,570 711,209 Office and general 80,029 150,497 265,125 389,361 Amortization and depreciation 1,360 111,554 224,349 1,329,588 Share-based payments 1 (42 ) (93 ) (1,097 ) Interest expense (16 ) 7,780 7,145 34,669 (Gain) loss on foreign exchange - (7,602 ) 39,350 (168,640 ) Net income (loss) from discontinued operations (78,943 ) (11,025 ) 1,314,085 (2,328,195 ) Engine Gaming and Media, Inc. (formerly Engine Media Holdings, Inc.) Notes to the Interim Condensed Consolidated Financial Statements For the three and nine months ended May 31, 2022 and 2021 (Unaudited) (Expressed in United States Dollars) Schedule of cash flow in discontinued operation May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 For the three months ended For the nine months ended May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 $ $ $ $ Net cash provided by (used in) operating activities 396,544 140,150 509,166 432,035 Disposal of Eden (647,187 ) - (647,187 ) - Net cash used in financing activities (24,548 ) (57,045 ) (132,550 ) (225,353 ) Change in cash (275,191 ) 83,105 (270,571 ) 206,682 Cash, beginning of period 275,191 231,155 270,571 107,578 Cash, end of period - 314,260 - 314,260 Results of discontinued operations for the Motorsports Group and the related cash flows along with description of the transaction are as follows: Schedule of discontinued operations May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 For the three months ended For the nine months ended May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 $ $ $ $ Revenues Revenue - - - 90,934 Operating expenses Salaries and wages - - - 212,546 Consulting - - - 267,933 Professional fees - - - 22,681 Sponsorships and tournaments - - - 203,637 Advertising and promotion - - - 1,740 Office and general - - - 7,374 Technology expenses - - - 86,590 Amortization and depreciation - - - 201,335 Interest expense - - - 572 (Gain) loss on foreign exchange 11,037 9,606 11,037 49,317 Net income (loss) from discontinued operations (11,037 ) (9,606 ) (11,037 ) (962,791 ) Schedule of cash flow in discontinued operation May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 For the three months ended For the nine months ended May 31, 2022 May 31, 2021 May 31, 2022 May 31, 2021 $ $ $ $ Net cash provided by (used in) operating activities - - - (92,652 ) Disposal of Motorsports - - - 24,348 Disposal - - - 24,348 Change in cash - - - (68,304 ) Cash, beginning of period - - - 68,304 Cash, end of period - - - - On November 3, 2020, the Company, following a detailed strategic review in connection with the merger of Torque Esports, Frankly and WinView, announced that it has completed the sale of IDEAS+CARS, The Race Media, WTF1, Driver DataDB and Lets Go Racing (collectively the “Motorsport Group”) to Ideas + Cars Holdings Limited, a third party investment group based in the UK. As a result, the Company eliminated eliminating its funding obligations related to the cost of maintaining and growing these auto media businesses and certain accrued liabilities. Accordingly, the operational results for this group were presented as a discontinued operation. Engine Gaming and Media, Inc. (formerly Engine Media Holdings, Inc.) Notes to the Interim Condensed Consolidated Financial Statements For the three and nine months ended May 31, 2022 and 2021 (Unaudited) (Expressed in United States Dollars) Consideration transferred for the Motorsport Group was as follows: Schedule of loss on disposal Amount $ Consideration received or receivable: Accounts payable assumed 101,322 Deferred purchase consideration of LGR 333,503 Fair value of contingent consideration 1,321,281 Total disposal consideration 1,756,106 Carrying amount of net assets sold (2,334,303 ) Loss on disposal before income tax and reclassification of foreign currency translation reserve (578,197 ) Reclassification of foreign currency translation reserve (100,734 ) Loss on disposal of Motorsports (678,931 ) The net assets of the Motorsport Group as at the date of sale were as follows: Schedule of net asset Amount $ Carrying amounts of assets as at the date of sale: Cash and cash equivalents (24,348 ) Accounts and other receivables 126,590 Government remittances 25,095 Prepaid expenses and other 24,113 Property and equipment 47,416 Intangible assets 3,066,457 Total assets of disposal group 3,265,323 Carrying amount of liabilities directly associated with assets as at the date of sale: Accounts payable 508,881 Accrued liabilities 422,139 Total liabilities of disposal group 931,020 Net assets of disposal group 2,334,303 Engine Gaming and Media, Inc. (formerly Engine Media Holdings, Inc.) Notes to the Interim Condensed Consolidated Financial Statements For the three and nine months ended May 31, 2022 and 2021 (Unaudited) (Expressed in United States Dollars) |