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OverActive Media (“OverActive” or the “Company”) (TSXV:OAM), a global sports, media and entertainment company for today’s generation of fans, is pleased to announce its financial results for the three and six-month period ended June 30, 2021. The condensed consolidated interim financial statements, notes to financial statements, and Management’s Discussion and Analysis for the three and six-month period ended June 30, 2021, are available on the Company’s website at www.overactivemedia.com and under the Company's SEDAR website at  www.sedar.com. All financial figures are denominated in $000s CAD unless otherwise stated.

Q2 2021 Financial Highlights

• Total revenue for the three months ended June 30, 2021 increased by 71% to $2,104, compared to $1,227 for the same period in 2020. In 2020, total revenue for the three months ended June 20, 2020 of $1,227 represented only 15% of 2020 FYE total revenue. We expect that a similar seasonality pattern will continue in 2021.
• Total revenue for the six months ended June 30, 2021 increased by 56%, to $3,402, compared to $2,179 for the same period in 2020. In 2020, total revenue for the six months ended June 30, 2020 of $2,179 represented only 26% of 2020 FYE revenue. We expect that a similar seasonality pattern will continue in 2021.
• Adjusted EBITDA1 for the three months ended June 30, 2021 improved by 28% to ($1,851), compared to ($2,561) for the same period in 2020, as a result of strong revenue growth.
• Adjusted EBITDA for the six months ended June 30, 2021 increased by 36% to ($4,282) compared to ($6,678) for the same period in 2020, a 36% improvement as a result of strong revenue growth.
• As at June 30, 2021, the Company had cash and cash equivalents of $15,660 compared to $5,585 as at December 31, 2020. Subsequent to the quarter, the Company secured an additional $23,034 as a result of its receipt of the gross proceeds of the brokered subscription receipt financing that was completed in connection with its qualifying transaction.

“We are delivering significant year-over-year revenue growth and generating a strong recurring revenue base from our sponsorship partners, who recognize the appeal of our team franchises to today’s generation of fans,” said Chris Overholt, CEO of OverActive Media. “Our franchise agreements with global gaming publishers entitle us to a revenue share from each league, which we typically recognize in the back half of the year. We expect solid revenue growth for the rest of the year, with a continued focus on adding globally recognized brands as long-term partners and competing at the highest level in our respective leagues.”

Mr. Overholt continued, “Subsequent to the end of this quarter, we completed our public listing on the Toronto Venture Exchange and received over $23 million in aggregate gross proceeds from a brokered subscription receipt. This, alongside a $16.9 million non-brokered financing that we completed in late March and early April, which included investments from BCE Inc. (TSX:BCE) and the National Hockey League's Montreal Canadiens, gives us a strong balance sheet to pursue our growth strategy. We are also making important strides on our plan to build the premier sports and entertainment venue in North America, offering state-of-the-art technology and one of the most unique fan experiences in the world.”

Operational Highlights

• Team BDS acquired the League of Legends European Championship (LEC) franchise slot from Schalke 04 for a reported $40 million (€26.5 million). OverActive Media acquired an LEC franchise in 2019 that operates under the MAD Lions brand for $12 million (€8 million).
• MAD Lions won the Spring 2021 League of Legends European Championship and became the “New Kings of Europe.”
• The Toronto Ultra won the Call of Duty League Stage II Major Championship. Toronto Ultra also reached a milestone of 500,000 social media followers and was highlighted by Twitter as one of the most popular esports brands in Canada.
• Flashpoint 3, the CS:GO tournament operated by B Site Inc. (a company in which OverActive holds a minority interest), realized the highest viewership to date and was held on behalf of Valve Inc. as a Major Regional Tournament in Europe.
• Toronto Defiant, our Overwatch League franchise, is set to complete its third season while delivering our best results. The team is currently participating in the Countdown Cup and has qualified for the 2021 Championship Play-In Tournament.
• TD Bank (TSX:TD) became an official sponsor of Toronto Ultra and OverActive in Canada.
• Crave Meals, a Kraft Heinz brand (NASDAQ:KHC), became the official meal partner of the Toronto Ultra.
• Bud Light (NYSE:BUD) became the official beer sponsor of the Toronto Ultra.
• Warner Music Spain, part of leading record label Warner Music Group (NASDAQ:WMG) partnered with MAD Lions to enhance the fan experience across music, esports and video games.
• OverActive and H4X announced a multi-year partnership, making H4X the Lead Apparel Partner of the Toronto Ultra and the Toronto Defiant.
• OverActive unveiled its new 15,000 sq. ft. headquarters that includes a Red Bull Gaming Studio, Bell Fibe Zone, TD Player Lounge and Canon Creator Lab.

1 Adjusted EBITDA is a non-IFRS measure. Refer to “Non-IFRS Measures” at the end of this press release.

ABOUT OVERACTIVE MEDIA

OverActive Media (TSXV:OAM) is headquartered in Toronto, Ontario, with operations in Madrid, Spain and Berlin, Germany. OverActive’s mandate is to build an integrated global company delivering sports, media and entertainment products for today’s generation of fans with a focus on esports, videogames, content creation and distribution, culture, and live and online events. OverActive owns team franchises in (i) the Overwatch League, operating as the Toronto Defiant, (ii) the Call of Duty League, operating as the Toronto Ultra, (iii) the League of Legends European Championship (“LEC”), operating as the MAD Lions, (iv) the Superliga, operating as the MAD Lions Madrid, and (v) Flashpoint, operating as MAD Lions Counter Strike:Global Offensive (a franchised league operated by B Site Inc., a company in which OverActive holds a minority interest), as well as other non-affiliated CS:GO tournaments and leagues. OverActive also operates both live and online events, operating as OAM Live and maintains an active social media presence with its fans and community members, operates fan clubs, and other fan related activities that increase the reach of its brands.

For more information, please contact:

Babak Pedram, Investor RelationsVirtus Advisory Group Inc. (416) 995-8651bpedram@virtusadvisory.com

Leah Gaucher, Director of PR & CommunicationsOverActive Media(647) 924-2614lgaucher@oam.gg

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; and other risk factors set out in OverActive’s filing statement dated July 2, 2021, a copy of which may be found under OverActive’s profile at www.sedar.com. These forward-looking statements may be affected by risks and uncertainties in the business of OverActive and general market conditions, including COVID-19.

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. Adjusted EBITDA is a non-IFRS financial measure and is defined by the Company as net income or loss before income taxes, finance costs, depreciation and amortization, decrease/increase in net present value of franchise obligations, foreign exchange gains/loss, assistance payments from Franchise League and government assistance, restructuring costs, intangibles assets impairment charge 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.

This 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 such a financial measure may differ from the methods used by other issuers and, accordingly, our definition of this non-IFRS financial measure 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.

For a reconciliation of adjusted EBITDA to net loss, please refer to Management’s Discussion and Analysis.

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.