NASDAQ: AGAE

The Company provides a broad range of gaming, entertainment, and experiential services, including esports tournaments, live and virtual entertainment events, influencer and creator activations, original content programming, fan engagement experiences, and gaming-related community events designed to serve Gen Y, Gen Z, and Gen Alpha audiences globally.

In December 2022, the Company completed a strategic review of its business operations and announced plans to restructure its esports operations and expand into broader gaming lifestyle, entertainment, and digital ecosystem opportunities. Since then, the Company has actively pursued strategic acquisitions, investments, joint ventures, and partnership opportunities designed to diversify revenue streams, expand monetization capabilities, and position the Company for long-term growth across gaming, entertainment, digital infrastructure, and emerging technology sectors.

As part of this strategic transformation, the Company has increasingly focused on the convergence of experiential entertainment, mobile gaming, artificial intelligence (“AI”), digital infrastructure, and token-enabled ecosystems. Management believes that the rapid evolution of AI applications, high-performance computing demand, digital connectivity infrastructure, and creator-driven digital economies present significant long-term opportunities for integrated entertainment and technology platforms.

On October 31, 2023, the Company completed the acquisition of a 40% equity interest in Beijing Lianzhong Zhihe Technology Co., Ltd. (“Z-Tech”), a developer and operator of casual mobile games specializing in card and Mahjong-related gaming products. Pursuant to the acquisition agreement, the Company obtained the right to appoint three out of five members of Z-Tech’s board of directors, making Allied the largest shareholder of Z-Tech. Through this investment, the Company expanded its presence in mobile gaming, digital user engagement, and in-game monetization capabilities, while also gaining access to additional gaming communities and advertising technologies.

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In November 2025, the Company completed the acquisition of Saiju School, an accredited vocational educational institution in Japan. Following the acquisition, the Company began developing plans to transform the institution into Allied International Futuretech Academy, a future-oriented educational platform integrating esports, digital content creation, live event production, animation, AI applications, gaming-related technologies, and experiential entertainment training programs. The Company believes the acquisition represents a strategic expansion into education, youth engagement, and talent development ecosystems, while creating long-term synergy opportunities across Allied’s entertainment, gaming, content, and technology initiatives.

The Company is also evaluating opportunities in AI infrastructure, silicon photonics-enabled compute solutions, cross-border fiber-optic network transmission, digital infrastructure services, and related high-growth technology sectors. Management believes these initiatives may create future opportunities to integrate entertainment ecosystems, digital infrastructure, AI-driven applications, and tokenized digital asset frameworks into a broader next-generation platform strategy.

The global gaming and interactive entertainment industry continues to experience substantial growth. According to industry research, global mobile game revenue is projected to reach $138 billion in 2026, with the average spending per user expected to surpass $40 annually, with worldwide players estimated at approximately 3.42 billion. Industry forecasts project the number of global gamers to exceed 3.75 billion by 2027. In addition, the broader global gaming industry is projected to continue expanding at a strong compound annual growth rate over the coming years, driven primarily by mobile gaming, live-service ecosystems, creator-driven content, esports engagement, cloud connectivity, and emerging AI-enabled entertainment experiences.

Mobile gaming remains one of the largest contributors to industry growth, generating approximately $92.5 billion in revenue during 2024 and accounting for nearly half of global gaming industry revenue. Meanwhile, esports and livestream entertainment continue to evolve into mainstream entertainment verticals supported by sponsorships, advertising, media rights, creator economies, and large-scale community engagement.

Esports, an abbreviation of “electronic sports,” encompasses competitive video gaming across a wide range of titles and genres. Competitive gaming has evolved into a global spectator-driven entertainment category combining live events, digital broadcasting, streaming platforms, creator content, sponsorship activation, and fan communities. The increasing popularity of game streaming, influencer-led gaming content, and interactive entertainment experiences continue to drive engagement across both online and in-person channels.

Esports Trends for 2026

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The Rise of Mobile Esports: Mobile esports are officially breaking out of regional boundaries. Titles like Mobile Legends: Bang Bang, Free Fire, and Honor of Kings are driving the largest viewership growth, particularly in emerging markets like Southeast Asia, India, and Latin America.

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Merging with Entertainment: The line between competitive gaming and broader entertainment continues to blur. Creator-driven tournaments and collaborations between pro players, streamers, and media brands are matching or surpassing traditional esports viewership.

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AI and Data-Driven Competition: AI is becoming a major force in esports analytics. By 2026, AI-assisted coaching tools, automated highlight generation, and real-time performance tracking are expected to become standard across top-tier teams.

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Institutionalization and Regulation: Esports is becoming highly formalized, with countries establishing benchmarks for athlete management, visa systems, and anti-doping policies to legitimize it as a sustainable career. Notably, the 2026 Asian Games in Japan will feature esports as an official medal discipline across 11 titles.

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Massive Revenue and Global Circuits: The broader esports market—including sponsorships, media rights, and merchandise—is projected to hit $3.17 billion in 2026. The year will feature a highly commercialized global circuit, anchored by mega-events like the Esports World Cup in Riyadh, the League of Legends World Championship (expected in North America), and the Global Esports World Finals in Los Angeles.

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The audience for live game streaming and interactive entertainment content continues to grow globally, supported by advances in mobile connectivity, digital infrastructure, streaming technologies, and social media engagement. Management believes the continued convergence of gaming, creator-driven media, live experiences, AI-enabled personalization, and digital commerce will continue reshaping the broader entertainment industry and creating new opportunities for integrated experiential entertainment platforms.

Allied continues to operate under a multi-pillar strategy centered around (i) in-person experiential entertainment and venue operations, (ii) multiplatform content and community engagement, (iii) interactive gaming and digital services, and (iv) strategic expansion into future technology, AI infrastructure, education, and digital ecosystem opportunities, both independently and through strategic partnerships and acquisitions.

Growth Strategy

As part of Allied’s long-term strategic transformation, the Company is expanding beyond traditional gaming and entertainment into future technology, AI-enabled applications, digital infrastructure, and next-generation ecosystem opportunities. Management believes the convergence of artificial intelligence, immersive entertainment, creator economies, high-performance computing, and digital connectivity infrastructure is reshaping global entertainment, media, education, and digital commerce industries.

Allied intends to position itself at the intersection of experiential entertainment, AI infrastructure, digital content ecosystems, and technology-enabled consumer engagement through a combination of strategic partnerships, acquisitions, investments, and platform development initiatives.

Global AI & Digital Infrastructure Opportunity

The global artificial intelligence market is experiencing rapid expansion across enterprise, consumer, and infrastructure applications.

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According to Bloomberg Intelligence, the generative AI market is projected to exceed $1.3 trillion by 2032, driven by increasing demand for AI compute infrastructure, cloud services, digital content generation, and AI-powered applications.

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The global data center market is expected to surpass $600 billion by 2030, fueled by accelerated demand for AI training, inferencing, cloud computing, and high-performance compute workloads.

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AI-focused super-computing infrastructure and next-generation compute facilities are becoming increasingly important as enterprises require scalable processing power for machine learning, content generation, automation, and real-time data analysis.

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Meanwhile, fiber-optic network infrastructure and cross-border digital connectivity assets continue to experience strong long-term growth driven by cloud adoption, streaming demand, AI data transmission requirements, and expanding digital economies throughout Asia and emerging markets.

Management believes these sectors are increasingly interconnected with entertainment, gaming, digital media distribution, livestreaming, and creator-driven ecosystems.

AI-Enabled Applications & Ecosystem Integration

Allied believes artificial intelligence will become a transformative layer across gaming, entertainment, education, content creation, digital marketing, and fan engagement.

Potential AI-enabled applications under evaluation may include:

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AI-powered content generation and post-production tools;

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AI-enhanced livestreaming and broadcasting technologies;

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Intelligent fan engagement and recommendation systems;

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AI-driven gaming experiences and NPC interaction models;

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Creator economy support tools and digital avatar technologies;

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AI-assisted event production and operational optimization;

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AI-enabled educational and vocational training platforms;

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AI-enhanced customer acquisition and monetization analytics.

The Company believes AI technologies may significantly improve operational scalability, personalization capabilities, content efficiency, and digital monetization opportunities across its entertainment ecosystem.

AI Education & Talent Development

As part of the Company’s expansion into future technology sectors, Allied is also evaluating opportunities in AI-focused education, vocational training, creator economy development, and future workforce enablement.

Building upon the acquisition of Saiju School and the development of Allied International Futuretech Academy, the Company intends to explore curriculum and training programs related to:

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Artificial intelligence applications;

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Digital content production;

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Esports and livestream production;

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Animation and game development;

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Creator economy entrepreneurship;

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AI-assisted media production;

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Digital marketing and online monetization;

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Future technology and interactive entertainment industries.

Management believes that the combination of experiential entertainment, creator-driven ecosystems, and AI-focused education may create long-term strategic synergies while supporting talent incubation and community development initiatives.

Digital Infrastructure & Super-Computing Initiatives

The Company is also exploring opportunities related to digital infrastructure assets that may support long-term AI ecosystem development and future technology initiatives.

Areas under evaluation may include:

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AI-focused super-computing datacenters;

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Silicon photonics-enabled compute infrastructure;

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Cross-border fiber-optic transmission networks;

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Digital infrastructure partnerships;

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AI compute leasing and infrastructure services;

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Data transmission and connectivity platforms.

Management believes the long-term demand for AI compute capacity, data transmission, streaming infrastructure, and digital connectivity may continue to grow substantially over the coming decade, particularly throughout Asia-Pacific and emerging digital economies.

The Company believes that integrating digital infrastructure capabilities with entertainment, gaming, content distribution, and AI-enabled ecosystems may create future strategic advantages and diversified revenue opportunities.

Strategic M&A & Capital Formation Activities

As part of its broader growth strategy, Allied intends to continue pursuing strategic mergers and acquisitions, joint ventures, investments, and strategic partnerships that complement or expand the Company’s evolving ecosystem.

Potential M&A opportunities may include, among others:

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Experiential entertainment assets;

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Esports and live event businesses;

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Mobile gaming platforms;

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Digital media and creator ecosystems;

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AI education and AI application platforms;

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Original IP and content studios;

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Super-computing datacenter projects;

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Fiber-optic and digital infrastructure assets;

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AI-related technology businesses;

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Interactive entertainment platforms;

The Company may pursue these opportunities through a combination of cash investments, strategic equity issuances, joint ventures, structured financings, or other strategic transaction structures.

To support future expansion initiatives, the Company may also pursue various financing activities, including private placements, strategic investments, convertible securities, infrastructure financing arrangements, project-level financings, or other capital markets transactions.

Management believes the Company’s public company platform, strategic relationships, entertainment ecosystem, and operational flexibility position Allied to pursue transformational growth opportunities across both entertainment and future technology sectors.

Long-Term Vision

Allied’s long-term vision is to evolve into an integrated experiential entertainment and future technology platform where content, community, infrastructure, AI-enabled applications, and digital commerce converge.

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By combining live entertainment experiences, multiplatform content, interactive digital services, AI technologies, education initiatives, and digital infrastructure opportunities, the Company aims to create a scalable ecosystem capable of serving both consumer entertainment and emerging technology-driven markets.

Management believes this integrated strategy may position Allied to participate in multiple high-growth sectors simultaneously while building diversified long-term revenue streams and enhancing shareholder value over time.

Corporate Organization

Our principal offices are located at 745 Fifth Avenue, Suite 500, New York, NY 10151, and our telephone number at that office is (646) 768-4240.

Allied Gaming & Entertainment Inc., (“AGAE”), formerly known as Allied Esports Entertainment Inc., or “AESE”, and prior to that was known as Black Ridge Acquisition Corp, or “BRAC”, was incorporated in Delaware on May 9, 2017 as a blank check company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities.

Allied Esports Media, Inc. (“AEM”), a Delaware corporation, was formed in November 2018 to act as a holding company for Allied Esports International Inc. (“Allied Esports”) and immediately prior to the close of the Merger (as defined below) to also include Noble Link Global Limited (“Noble Link”). Allied Esports, together with its subsidiaries described below owns and operates the esports-related businesses of AGAE. Noble Link (prior to the AEM Merger) and its wholly owned subsidiaries Peerless Media Limited, Club Services, Inc. and WPT Enterprises, Inc. operated the poker-related business of AGAE prior to their sale on July 12, 2021, and are collectively referred to herein as “World Poker Tour” or “WPT.” Prior to the Merger, as described below, Noble Link and Allied Esports were subsidiaries of Ourgame International Holdings Limited (“Ourgame”).

On December 19, 2018, BRAC, Noble Link and AEM executed an Agreement and Plan of Reorganization (as amended from time to time, the “Merger Agreement”). On August 9, 2019 (the “Closing Date”), Noble Link was merged with and into AEM, with AEM being the surviving entity, which was accounted for as a common control merger (the “AEM Merger”). Further, on August 9, 2019, a subsidiary of AGAE merged with AEM pursuant to the Merger Agreement, with AEM being the surviving entity (the “Merger”). The Merger was accounted for as a reverse recapitalization, and AEM was deemed to be the accounting acquirer. Consequently, the assets and liabilities and the historical operations that are reflected in the combined financial statements prior to the Merger are those of Allied Esports and WPT.

The Company operates through its wholly owned subsidiaries Allied Esports International, Inc. (“AEII”), Esports Arena Las Vegas, LLC (“ESALV”), Allied Mobile Entertainment Inc. (“AME”), Allied Experiential Entertainment, Inc. (“AEE”), and Allied Esports GmbH (“AEG”). AEII operates global competitive esports properties designed to connect players and fans via a network of connected arenas. ESALV operates a flagship gaming arena located at the Luxor Hotel in Las Vegas, Nevada. AME is dedicated to exploring opportunities in the massive and growing mobile games markets. AEE focuses on orchestrating live entertainment events and offers management and consultation service to experiential entertainment venue operation.

Our fiscal year ends December 31. Neither we nor any of our predecessors have been in bankruptcy, receivership, or any similar proceeding.

Government Regulation

Allied intends to offer subscribers the chance to win cash and prizes when playing esports games and tournaments on the esports gaming platform it intends to develop. Allied is subject to the complicated laws and regulations in various states or countries over sweepstakes, promotions and giveaways. Any negative finding of law regarding the characterization of the type of online activity carried out on the esports gaming platform could limit or prevent Allied’s ability to obtain subscribers in those jurisdictions. In addition, Allied is subject to a number of foreign and domestic laws and regulations that affect companies conducting business on the Internet. In addition, laws and regulations relating to user privacy, data collection, retention, electronic commerce, consumer protection, content, advertising, localization, and information security have been adopted or are being considered for adoption by many jurisdictions and countries throughout the world.

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Intellectual Property

We believe that to maintain a competitive advantage in the marketplace, we must develop and maintain protection of the proprietary aspects of our technology and our intellectual property. We rely on trademarks and other measures to protect our intellectual property, and vigorously defend such intellectual property as necessary (e.g. cease and desist letters directed to infringing third parties).

Allied has one (1) patent in the U.S. related to systems and methods for latency in networked competitive multiplayer gaming that was issued by the UPSTO in July 2020. In addition to the patent, Allied’s intellectual property portfolio includes the following: (i) approximately sixty (60) registered domain names, (ii) an exclusive worldwide (excluding the PRC) casual gaming software license, and (iii) approximately twenty-five (25) trademarks, including, but not limited to, “Allied” – which has been filed in the U.S., “Allied” – which bold mark has been filed in China and Europe; the “Allied” logos – which have been filed in the U.S. and Europe; the “Allied Member Property Network” logo – which has been filed in the U.S., China, and Europe; the “Big Betty” logos – which have been registered in Europe; “Esports Superstars” logo – which has been filed in the U.S.; “Legend Series” logo – which has been filed in the U.S. and Europe; the “Allied” emblem – which has been filed in China and Europe, and “Glory Road” – which has been filed in the U.S. Allied updates its intellectual property portfolio from time to time as appropriate.

Competition

The esports gaming industry is competitive. Competitors range from established leagues and championships owned directly, as well as leagues franchised by well-known and capitalized game publishers and developers, interactive entertainment companies, diversified media companies and emerging start-ups. New competitors will likely continue to emerge, and many of these competitors will have greater financial resources than Allied.

The esports and entertainment business is a rapidly growing industry, and there are several competitors that Allied may face. Some of the key potential competitors include:

1.Other esports organizations such as ESL and Faceit, and Blast tv, which also host esports tournaments and events.

2.Gaming lifestyle influencers network and marketing companies such as Gamesquare, 100thieves, Super League Enterprise, which owns gaming influencers and have strong brand partnerships could create competition to Allied on sponsorship and advertising revenue.

3.Gaming companies such as Riot, Tencent, Activision Blizzard, and Electronic Arts, which are involved in game development and also host their own esports events in their own selected venues.

4.Live entertainment companies such as Live Nation and AEG, which also host live events and concerts and may expand into the esports space.

5.Traditional media companies such as ESPN and Turner Broadcasting, which have created their own esports leagues and are broadcasting esports events on their networks.

Overall, the esports and entertainment industry is becoming increasingly competitive, with many players vying for a share of the growing market. To succeed in this industry, Allied will need to continue to innovate and differentiate us from our competitors, while also providing compelling and engaging experiences for their audiences.

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Territories

We sell products and services worldwide and collaborate with global brands targeting worldwide gaming communities. Our esports tournaments attract participants from North America, Latin America, Europe, the Middle East, and Asia. Our live events and original content are streamed on global platforms such as Twitch and YouTube, making them accessible to audiences around the world. Additionally, we use various social media platforms such as Twitter, Instagram, TikTok and advertising platforms such as Google ad and Facebook to increase awareness.

Employees

As of May 10, 2026, we had 48 employees, including 23 employees that operated under collective-bargaining agreements.

Available Information

Our company’s website address is https://www.alliedgaming.gg/. Through this website, Allied’s filings with the Securities and Exchange Commission (“SEC”), including its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, and any amendments to those reports, as well as proxy statements and other documents, are accessible (free of charge) as soon as reasonably practicable after materials are electronically filed or furnished to the SEC. The information provided on our website is not part of this or any other report we file or furnish to the SEC. The SEC also maintains a website that contains reports, proxy and information statements and other information regarding issues that file electronically with the SEC. Our filings with the SEC are available to the public on the SEC’s website at http://www.sec.gov.