Early Warning News Release Issued Pursuant to National Instrument 62-103 - Acquisition of Common Shares of GameSquare Esports Inc.

TORONTO, July 27, 2022 /CNW/ - This news release is being disseminated by certain affiliates of Goff Capital, Inc., each of which is under the control or direction, as applicable, of Mr. John Goff (the "Acquiror"), pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, in connection with the acquisition of certain common shares (the "Common Shares") of GameSquare Esports Inc. (the "Issuer"), an Ontario corporation whose common shares are listed for trading on the Canadian Securities Exchange under the symbol "GSQ".

On July 26 and July 27, 2022, the Acquiror acquired an aggregate of 1,395,000 Common Shares of the Issuer through the facilities of the Canadian Securities Exchange, with 1,000,000 Common Shares being acquired at a price of $0.098 per Common Share and 395,000 Common Shares being acquired at a price of $0.107 per Common Share (the "Transaction"). This resulted in a change in the Acquiror's beneficial ownership and control, directly or indirectly, of the Common Shares of the Issuer from 19.9390% (assuming the exercise of all warrants to acquire Common Shares over which the Acquiror exercised direction or control but not conversion of the proportionate voting shares over which the Acquiror exercises direction or control into Common Shares) to 20.4716%.

Prior to the Transaction, the Acquiror beneficially owned and controlled, directly or indirectly, 52,217,112 Common Shares representing 19.9390% of the issued and outstanding Common Shares of the Issuer, assuming the exercise of all warrants to acquire Common Shares over which the Acquiror exercised direction or control but not conversion of the proportionate voting shares over which the Acquiror exercises direction or control into Common Shares (or 22.1679% assuming the conversion of such proportionate voting shares into Common Shares). Assuming the exercise of the warrants to acquire Common Shares beneficially owned and controlled by the Acquiror, subsequent to the Transaction, the Acquiror beneficially owned and controlled 53,612,112 Common Shares, representing 20.4716% of the issued and outstanding Common Shares of the Issuer, based on a total of 261,884,953 Common Shares outstanding as of July 27, 2022.  Assuming the exercise of the warrants beneficially owned or controlled by the Acquiror and the conversion of the proportionate voting shares beneficially owned or controlled by the Acquiror, following the Transaction, the Acquiror beneficially owned and controlled 61,112,112 Common Shares, representing 22.6858% of the issued and outstanding Common Shares (assuming conversion of the foregoing proportionate voting shares and exercise of the foregoing warrants).

The Acquiror has acquired the Common Shares for investment purposes and in accordance with applicable securities laws. The Acquiror may, from time to time, acquire additional common shares and/or other equity, debt or other securities or instruments (collectively, the "Securities") of the Issuer in the open market or otherwise, and reserves the right, subject to applicable securities laws, to dispose of any or all of its Securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the Securities, the whole depending on market conditions, the business and prospects of the Issuer and other relevant factors.

A copy of the early warning reported dated July 27, 2022 to be filed by the Acquiror in connection with the acquisition of Common Shares of the Issuer will be available on SEDAR at www.sedar.com under the Issuer's profile. Copies of such reports will also be available from the Acquiror upon written request to Goff Capital, Inc. at [email protected].

Neither the Canadian Securities Exchange ("CSE") nor its Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

SOURCE John Goff

Mason Smart, Goff Capital, Inc., 500 Commerce Street, Suite 700, Fort Worth, Texas 76102, United States of America