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Motorsport Games reverse stock split, resignations, restructuring, Q3 results // cash burn baby burn

KR_EP

Member
FEEL LIKE A PILOT. BE A LANDING HERO.
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Where to begin? Founded in 2018 by Motorsport Network as its video game & esports division, Motorsports Games purchased a majority stake in 704Games & in doing so acquired the exclusive rights to the NASCAR series. IPO in 2021 raised $69 million. Acquired the remaining equity in 704Games, rFactor2 developer Studio397 to integrate sim elements from the long running PC racing sim with its Unreal Engine licensed racing series & KartKraft from Black Delta to establish Motorsport Games Australia. Runs various eSports competitions, including LeMans24. Current line up:
Out the Gates:
2020: NASCAR Heat 5 (PC/PS4/Xbox One)*
2021: NASCAR 21: Ignition (PC/PS4/Xbox One)*&** // NASCAR Heat Ultimate Edition + (Switch)
2022: KartKraft (PC)*** // NASCAR Rivals (Switch)

*2022 Season Expansion Update 06/10/22, free with NASCAR 21: Ignition & NASCAR Mobile, paid DLC for NASCAR Heat 5.
**Free upgrade for PS5/Xbox Series X/S released 23/06/22.
***Full release 2022, having been in Steam Early Access since 2018 (ongoing post launch support).
Full of GAAS:
rFactor 2 (PC) - receiving paid & free updates from 2013 - present (Q4 drop 07/11/22) .
In the Pits:
2023: NASCAR 23 // IndyCar Series
2024: BTCC (British Touring Car Championship)
Sounds great, consumer friendly updates & in light of Codemasters being acquired by Electronic Arts, there's space in the market for a specialist racing developer/publisher. Right. Right?.gif
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Oh you sweet summer child, didn't anyone stop to inform you that its 2022, the year of our Lord's worst timeline? Ok enough preamble, only had a passing knowledge of the studio ahead of reading the multiple resignations from the Board of Directors on Gamesindustry.biz (see passage below), it now has 45 days since the SEC listing to return to NASDAQ compliance to have a majority of independent directors. But that would mean they'd have to be outsiders that are onboard with the plans for the studio that led to 4/5 leaving in the first place. I don't get it. Help.gif
An SEC filing from the studio states that on November 9, independent board members Peter Moore, Neil Anderson, and Francesco Piovanetti all tendered their resignations over disputes with Motorsport Games majority shareholder Motorsport Network about proposals for ways the company could raise funds.

Motorsports Network had asked the trio to resign over the dispute two days prior.
Next day, the company announced completion of its 1-10 reverse stock split, note this line below. No idea what it means, going to sell, go private under Motorsport Network or go to the wall?
The Company has notified NASDAQ that the Company is not in compliance with the Nasdaq Listing Rules requiring minimum of 500,000 publicly held shares.
Looking over the IR page, been posting serious losses for some time now, including in Q3 Financial Results having recently announced a 'Transformative 2022, Restructuring Program,' to right the ship in 2023. Except they don't have enough cash beyond this year, aside from a small injection from the parent company, savings represent a fraction of the losses & revenue is falling year on year. Anyone with industry/investor connections able to catch the webcast? Am I missing something, is there a way out of this, rFactor 2 must survive & my inner boy racer gotta have dat TOCA.
 
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If you boys can't appreciate my OP then you better haul your sorry asses out of here. Based on unprecedented lack of interest & zero demand, here's the hot lap very super latest so y'all Install Base MEGA STARS READY TO RESPECT THE SEBRING BUMPS? Hold onto your butts, better pack those Adult Diapers if you're gonna reach the very top bottom of LeMans eSports;
Motorsport Games was previously notified by Nasdaq on June 6, 2022 that it was not in compliance with the minimum bid price rule because its Class A common stock failed to meet the closing bid price of $1.00 or more for 30 consecutive business days. To regain compliance with the Rule, the Company was required to maintain a minimum closing bid price of $1.00 or more for at least 10 consecutive trading days. The requirement was met on November 25, 2022, the eleventh consecutive trading day when the closing bid price of the Company’s Class A common stock was over $1.00...

...As previously disclosed in Motorsport Games’ current report on Form 8-K filed with the Securities and Exchange Commission on November 14, 2022, Motorsport Games received the notification form The NASDAQ Stock Market that Motorsport Games no longer complies with Nasdaq’s audit committee requirement under Rule 5605 and the minimum of 500,000 publicly held shares requirement under Rule 5550(a)(4). Motorsport Games current publicly held shares are 460,803 shares of Class A common stock. Motorsport Games plans to provide the Nasdaq prior to December 29, 2022 with a plan to regain compliance as Motorsport Games is actively looking for independent director candidates and, to regain compliance with the 500,000 share threshold, Motorsport Games plans to issue additional shares to non-affiliates, including, without limitation, by way of issuances of the Company Class A shares in future equity financings, subject to compliance with the Rules; provided that there can be no assurance that a plan to regain compliance will be consummated or that it will achieve its intended effects.
...
Source: Motorsport Games Inc. regains compliance with the minimum bid price requirement (29/11/22)
I'll be a son of a bitch, what the hell is that? 460,803 shares down, 39,197 shares to go (butwhy.gif) share price here, under $5 as you read this, market cap $5.5 million think we could afford 'em, so put the word out on the streets for anyone ready to back me as a candidate for Independent Director. Name your terms! I'll ignore them & green light whatever 80s punk rock drag racing game I damn well please. Then I'll sign a load of niche Japanese developers to make racing games once more. Rise from your Grave Genki! But wait there's more;
Under the terms and conditions of the Agreement, the Company has the right, but not the obligation, to sell to the investor up to $2 million of its shares of common stock, which amount may increase at the Company’s option to up to $10 million in shares, until December 31, 2023, subject to certain limitations. Any shares of common stock that is sold to the investor will occur at a purchase price that is determined in part by prevailing market prices at the time of each sale. The investor has agreed not to cause or engage in any short selling or hedging of the Company’s common stock. The Company issued common shares to the investor as consideration for the investor’s commitment to purchase the Company’s common stock under the Agreement.

“We are pleased to enter into the purchase agreement and expect to use the proceeds, as available, for product development and other business purposes. This transaction provides us with additional financial flexibility as we continue to execute on our business plan,” said Dmitry Kozko, CEO and Executive Chairman of Motorsport Games.

Source: Motorsport Games Inc. Enters into Equity Purchase Agreement (09/12/22)
YAHOO! They are some badass motherfuckers. 2 million real Americano gringo smackerooos with another 8 just waiting to be tapped into baby? I can practically smell that sweet, sweet TOCA game in...2024?!?! Hold it. They need more, MORE! SUCH MUCH MORE! But it's a start, now we just need rFactor2 to carry that weight as they whip Nascar23 & Indycar into shape.
 
Can't help but wonder if none of this were a thing, if Monster Games would still be with Nintendo. 704/whoever had the license prior to Motorsport were the ones they worked with (or lured, depending who acted first) Monster to them to work on Nascar Heat again. Crying shame as Excite Truck was one of my fav racers of all time and I was hoping Nascar Heat Ultimate Edition + on Switch was going to be the closest to a new Monster game on a Nintendo system, even if they only worked on the series ending at NH4, 5 and + (and Rivals) were still built on top of that work though. :(
 
5 bucks says they'll go under before that. maybe even get bought out by Penske 🤔
5 bucks? I could almost buy a share in MotorSport Games for that much. For those curious, here's some detail about Roger Penske, Founder and Chairman, Penske Corporation. I'm sure they could find $5 million down the back of the couch when the link above mentions $39 billion in assets. Motorsport Network could step in, but they still need independent directors for NASDAQ.
Can't help but wonder if none of this were a thing, if Monster Games would still be with Nintendo. 704/whoever had the license prior to Motorsport were the ones they worked with (or lured, depending who acted first) Monster to them to work on Nascar Heat again. Crying shame as Excite Truck was one of my fav racers of all time and I was hoping Nascar Heat Ultimate Edition + on Switch was going to be the closest to a new Monster game on a Nintendo system, even if they only worked on the series ending at NH4, 5 and + (and Rivals) were still built on top of that work though. :(
Fear not My Legendary Hero! As you mentioned, Monster Games last worked on Nascar Heat 4 before 704Games took over from 5 onwards. As for Monster Games, the studio was acquired by iRacing at the start of this year. No worries money wise, iRacing is a PC sim with a lucrative subscription model (overview states 200,000+ users). Furthermore, its co-founder, John Henry is the principal owner of the Boston Red Sox & Liverpool F.C but I won't hold that last one against him (boo!). Co-owns NASCAR team, Roush Fenway Racing too. Small world huh. (edit: corrections)

Since parting ways from 704Games, Monster Games has kept on Excite-Trucking with niche racers & the most recent has a season pass ongoing post-launch support. No PC version curiously enough, which is how I first spotted it for a console only thread I'm drafting & potential site of my own. Steam user ratings are good, yet low number might explain going console only.
2020: [PC/PS4/XB1] Tony Stewart's Sprint Car Racing (Monster Games) // [PC/PS4/XB1] Tony Stewart's All American Racing (Monster Games)
2021: [PC/PS4/XB1] SRX Superstar Racing Experience The Game (Monster Games)
2022: [PS4/PS5/XB1/XBS] World of Outlaws: Dirt Racing (Monster Games/iRacing)
Monster Games could still work on Excite series under contract for Nintendo or maybe make a spiritual successor to offer an OTT arcade spin off from its licensed games. We can but hope.
 
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not directly related to their financials, but a major PR blow. the Le Mans Virtual was a shitshow, with Max Verstappen (Formula 1 champion) even calling for a boycott

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let's keep this car wreck going

In the threat, it was said that the employee has source code for four of Motorsports’ games; NASCAR: Ignition 21, NASCAR: HEAT 5, Indycar, and KartKraft. The employee has demanded that unpaid wages are paid to employees by January 25, or the source code for all four games will be released publically online.
Speaking with other employees not familiar with the situation, it was said that they were “not surprised” that such drastic action was being taken from someone who probably has “nothing to lose”.
The comments were made following Insider Gaming’s report last week that the entire Russian studio, consisting of 30 or so employees had not been paid since October. In addition, it was revealed that some employees were offered to relocate to Georgia (with no help from the company), in order to be paid their salaries.


 
Motorsport Games is A-OK!
Finally getting around to a tweet by @DarkDetective about the company avoiding insolvency - brief overview of the latest (good) news during the past month on the Motorsport Games Investor Relations page. Summary of the latest below, which means developers can focus on completing all three licensed racing games announced while management enact reforms.

January 2023:
30 JAN MOTORSPORT GAMES RFACTOR 2 IS PART OF THE SECRET SAUCE BEHIND F1® ARCADE RACING EXPERIENCE
F1 Arcade partnership since December 2022, future event in the UK during 2023.

30 JAN MOTORSPORT GAMES ANNOUNCES DEBT-FOR-EQUITY EXCHANGE WITH MOTORSPORT NETWORK
Motorsport Network, LLC (“Motorsport Network”), to repay $1,000,000 in debt (including principal, accrued & not yet paid interest) of the Company under its $12 million line of credit with Motorsport Network.

31 JAN MOTORSPORT GAMES REGAINS FULL COMPLIANCE WITH NASDAQ LISTING RULES
500,000+ publicly held shares plus three outside directors (profiles in link above).
February 2023:
01 FEB MOTORSPORT GAMES ANNOUNCES $3.9 MILLION REGISTERED DIRECT OFFERING PRICED AT-THE-MARKET UNDER NASDAQ RULES - see 03 FEB update.

02 FEB MOTORSPORT GAMES CONVERTS ALL REMAINING DEBT IN ADDITIONAL DEBT-FOR-EQUITY EXCHANGE WITH MOTORSPORT NETWORK
Motorsport Network to repay $2,948,565.99 representing all remaining debt (including principal, accrued & not yet paid interest) of the Company under its $12 million line of credit with Motorsport Network.

02 FEB MOTORSPORT GAMES ANNOUNCES $3.39 MILLION REGISTERED DIRECT OFFERING PRICED AT-THE-MARKET UNDER NASDAQ RULES - see 03 FEB update.
03 FEB MOTORSPORT GAMES ANNOUNCES CLOSINGS OF $7.29 MILLION REGISTERED DIRECT OFFERINGS OF COMMON STOCK PRICED AT-THE-MARKET UNDER NASDAQ RULES
Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today announced the closings of its previously announced registered direct offerings priced at-the-market under Nasdaq rules. The Company issued 183,020 shares of its Class A common stock at a purchase price of $21.40 per share in the registered direct offering that closed on February 2, 2023, and issued 144,366 shares of its Class A common stock at a purchase price of $23.50 per share in the registered direct offering that closed on February 3, 2023. The aggregate gross proceeds to the Company from both offerings were approximately $7.29 million, before deducting the placement agent’s fees and other offering expenses payable by the Company. Motorsport Games currently intends to use the net proceeds from the registered direct offerings for development of multiple games, working capital and general corporate purposes.
03 FEB MOTORSPORT GAMESANNOUNCES $4.03 MILLION REGISTERED DIRECT OFFERING PRICED AT-THE-MARKET UNDER NASDAQ RULES - see 07 FEB update.

07 FEB MOTORSPORT GAMES ANNOUNCES CLOSING OF $4.03 MILLION REGISTERED DIRECT OFFERING OF COMMON STOCK PRICED AT-THE-MARKET UNDER NASDAQ RULES
Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games” or the “Company”) today announced the closing of its registered direct offering priced at-the-market under Nasdaq rules which announced on February 3, 2023. In this lastest offering, the Company issued 232,188 shares of its Class A common stock at a purchase price of $17.39 per share. The aggregate gross proceeds to the Company from this offering was approximately $4.03 million, before deducting the placement agent’s fees and other offering expenses payable by the Company. Motorsport Games currently intends to use the net proceeds from this registered direct offering and the recent registered direct offerings closed last week for development of multiple games, working capital and general corporate purposes.

The Company also announced on February 1, 2023 that the Company converted all its remaining debt in debt-for-equity exchanges with Motorsport Network, retiring approximately $4 million of Company’s debt.

Together With the Two Registered Direct Offerings Closed Last Week, Motorsport Games Has Raised Approximately $11.32 Million
No word on the forthcoming NASCAR or the INDYCAR Game (coming 2023) & BTCC Game (coming 2024) just yet, but there have been updates for rFactor 2 & NASCAR Rivals (Switch):
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rFactor2:
27/01/23 - Le Mans Virtual 2023 | Statement. Investigation into public IP addresses, multiple red flag stoppages that led to alleged statement by Max Verstappen after the Le Mans 2023 event.

30/01/23 - Announcing New Package Management System. UI separates local, steam & store DLC content.

07/02/23 - GT3 Update and BOP Released. Balance of Performance, Phase 1 to make the GT3 cars more balanced in performance, updates to 14 GT3 cars & the Electric Docks course.

14/02/23 - Announcing Long Beach GP Street Circuit - new track being added 21/02/23 as part of the Q1 2023 pack.

15/02/23 - Announcing Race Against Unowned Content. Online & Offline. Set for release 21st February, surprised this wasn’t included sooner, but then it seems as with the storefront management system, they are gradually listening to feedback to make the game more user friendly. Better 10 years (!) late than never. Hopefully the developer continues on this path, streamline paid DLC to avoid splitting the player-base.
NASCAR Rivals
 
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Belated motorised husbandry, was awaiting a response from Motorsport Games over my request to read a full transcript of the CEO statements during the full earnings release...no (fluffy car) dice. As a result I've tried to find alternative sources to go along with news items from the Motorsport Network owned racing & esports gaming news website traxion where possible.*
*Despite having interesting articles, always important to take articles from gaming related company owned media outlets with a pinch of sales salt, be it Automaton-Media (Playism), Famitsu & ANN (Kadokawa, Bandai Namco), believe Game*Sparks & Game*Spark Publishing are connected. Same with retailer Gamestop & Game Informer for that matter.
Greetings my fellow Based Sales Based Forum-Mites! Do ya want the good news or the bad news first? Oh wait, who am i kidding, this is the InstallBase Inter Web, let's get Beyond Good & Evil by following the money. Q1 results are in & they still ain't pretty, even with more funding & steps to maintain NASDEQ compliance the new CEO needs to set out a plan for recovery.
Motorsport Games has appointed Stephen Hood as CEO.
Hood steps into the position after serving as the studio’s president for three years.

His career experience in the games industry includes a three-year stint at Dovetail Games and five years at Codemasters. .

Hood has worked on titles such as Formula One 2013, Flight Simulator, and Nascar 21: Ignition.

"I'm happy to share that I'm starting a new position as chief executive officer at Motorsport Games," Stephen Hood | CEO, Motorsport Games.

Source: April Jobs Round Up (GamesIndustry)
Sauce: Motorsport Games announces Stephen Hood as new CEO (traxion)
Select Financial Highlights
The Company reported a net loss for the first quarter of 2023 (“2023”) of $5.3 million, or $2.33 per share, compared to a net loss of $16.0 million, or $12.97, for the first quarter of 2022 (“2022”). The Company also reported an Adjusted EBITDA loss for 2023 of $4.3 million, compared to an Adjusted EBITDA loss of $5.6 million for the same period in the prior year. The Company benefited from no impairment losses in 2023, compared to $9.3 million of impairment losses in 2022, with the remaining $1.4 million reduction in net loss primarily due to reduced external marketing spend and lower payroll costs in 2023 when compared to 2022, as a result of the actions taken under the Company’s previously announced 2022 Restructuring Program. .

Revenue for 2023 was $1.7 million compared to $3.3 million for the same period in the prior year, a reduction of $1.6 million, or 48%. The Company experienced less favorable pricing and lower volume of digital sales in its existing product portfolio, as well as lower physical retail sales, in 2023 when compared to 2022.
Cash Flow and Liquidity
As of March 31, 2023, the Company had cash and cash equivalents of approximately $5.8 million. During 2023, the Company had negative cash flows from operations of approximately $5.7 million, representing an average monthly net cash burn from operations of approximately $1.9 million. The Company expects to continue to incur significant operating expenses as it develops its product portfolio and, as a result, expects to have negative cash flows from operations for the foreseeable future until its product base is suitably established to create sufficient revenues and cash inflows to support the Company’s operations .

As of April 30, 2023, the Company’s cash and cash equivalents has reduced further to $4.9 million. Based on this cash and cash equivalents position, and the Company’s average cash burn, the Company does not believe it has sufficient cash on hand to fund its operations for the remainder of 2023 and that additional funding will be required in order to continue operations. The Company will need to supplement its available liquidity with additional debt and/or equity financing, as well as ongoing cost control initiatives.
Fiscally fucked up beyond all rFactor recognition? I don't think so. As even though it's a publicly listed company, what matters is that its a subsidiary of parent company, Motorsport Network, which is privately owned & holds a controlling stake (over 54%). It could make it clear they're fully committed, put the full resources in place with or without additional investors. That way, the developers can focus on successfully completing the various licensed titles in the works otherwise they may lose them (IndyCar CEO fired some iRacing shots across the bow**).
Exclusive Relationships with Iconic Racing Franchises
- NASCAR - Licensed until 2030 for games
- 24 Hour Le Mans / World Endurance Championship (WEC) - Joint Venture & long-term exclusive gaming and esports license
- IndyCar - Entered into a long-term gaming and esports license partnership with INDYCAR
- British Touring Car Championship (BTCC) -Licensed until 2027 for both games and esports

NASCAR license expires on December 31, 2029; 24 Hour Le Mans / ACO / WEC license expires 10 years starting on the date of the first release of a product; BTCC license expires on December 31, 2026

Source: Investor Presentation | 2023 May (slide 5)
All my silliness aside, hope it all works out cause TLDR: Gaming good news is that rFactor dev has LeMans (good) Indy Car Game delay (bad) rFactor 2 also got BTCC 21-23 (ugly tears of joy).
In Reverse Order...the Good.


[Steam] Le Mans Ultimate (Studio 397) {2023.12.xx}​

Expected in December 2023, this special centenary year for the Automobile Club de l’Ouest, owner and founder of the 24 Hours of Le Mans, the game has been developed by Studio 397 and will capture all the emotion, speed and glory of the world’s most famous and prestigious endurance motorsport event. Studio 397, the developers behind the rFactor 2 platform, have a pedigree for gaming and sports car racing – with their name reflecting the remarkable feat by Audi Sport in 2010, where its R15 prototype lapped the Circuit de la Sarthe 397 times before taking victory.

The PC-based game will feature official cars and circuits from the 2023 FIA World Endurance Championship season, which of course has the 24 Hours of Le Mans as its headline event. Included for the first time will be Hypercars from Ferrari, Peugeot, Porsche and Toyota, which – together with models of all the cars of the 2023 full-season WEC entrants – will be competing on iconic tracks such as Spa-Francorchamps, Monza, Fuji and Circuit de la Sarthe.

As well as high-fidelity models of cars and circuits, class leading physics and performance from the physics engine behind rFactor 2 will be brought into the new game, as well as further innovative gaming and competition features associated with endurance racing. The online gameplay will be powered by RaceControl, a new development from Motorsport Games that powers an interactive multiplayer experience. Features will include both competitive and more casual races, as well as the ability to host a private session. Perhaps most innovatively, the game is planned to include a collaborative asynchronous race mode, whereby a team of players can undertake their stints at a time and date that suits them, with each member fitting in their time in the car around other commitments or time zone restraints.

An early version of the game developed by Studio 397 and Motorsport Games Inc. (the “Company” or “Motorsport Games”) was available in the Family Fan Village for race goers of all ages to try an early build preview presented by Thrustmaster. The free to play activation allowed over 3,200 fans to get behind the wheel of either the Porsche 963 Hypercar or Ferrari 488 GTE on full rig set-ups. The session around a virtual Circuit de la Sarthe gave drivers a chance to echo the real-life action taking place race around the legendary venue, using with the latest products from Thrustmaster, including the entry-level T248 wheel or bespoke sim racing Direct Drive T818.

Among those sampling an early version of the PC-based game was factory Porsche Penske Motorsport driver Matt Campbell and Porsche Coanda Esports Racing Team star Joshua Rogers who put the Porsche 963 Hypercar through its paces. Ferrari was also represented, as Scuderia Ferrari Esports drivers Timotej Andonovski and Alex Siebel were on hand to give feedback on the Ferrari 488 GTE machine.
WHAT PLATFORM IS IT ON? IS IT ON PC OR CONSOLE?
Le Mans Ultimate is coming to PC first. Over the first year of the product, we will be continuing to refine the title and bring updates in the second part of 2024. We are evaluating when is the right time to bring this experience to console. The performance of current generation machines makes this a real possibility.

IS THIS A ONE OFF GAME OR WILL THERE BE FURTHER GAMES OR CONTENT?
The idea for the game is for it to continually evolve and have a lifespan longer than a yearly released game. We expect this game will be supported over a prolonged period, with regular updates and content added during its lifecycle. Further details will be released about the potential expansions post-release of the base game.

WHEN IS IT BEING RELEASED?
The team are fully committed to bringing out an exciting and enjoyable FIA WEC experience – making sure everything reflects the real life FIA WEC and the 24 Hours of Le Mans.

We expect the game to be released in December 2023.

The Bad​

“My comment (in Thermal to IndyStar regarding the release of IndyCar’s first video game in nearly 20 years) was based on what they were telling us at the time,” Penske Entertainment Corp. president and CEO Mark Miles said in Long Beach. “And as they worked through their situation, how much capital they have, how much has been raised and how much burn is there, they came to the conclusion they had to have a delay.”

Despite the delay, the game is far down the road in the development process, telling IndyStar, “I know for a fact that they’ve scanned every track. The guys in Detroit (where IndyCar is hosting a street race on a brand-new course in 2023) were flabbergasted to find out they already had exactly what the course was going to look like. They hardly felt like they knew.”

Additionally, Miles said Motorsport Games already has all the drivers’ contemporary liveries prepared and scanned all the drivers last May to create their virtual reality profiles. “I don’t know if it’s just fine-tuning left or if there’s more to flesh out, but I do know a lot of work has been done,” he said. “From what I’ve seen, it looks incredibly realistic. They want it to be what a track looks like, down to the signage and the surroundings, and that’s really important to us.”

Additional Source: IndyCar disappointed by delay of video game but aiming to launch at start of 2024 (MOTOR SPORTS TALK | NBC SPORTS)
Additional Shill: The IndyCar game is delayed until 2024 (traxion)​
“I think it was the right decision,” Miles said of Penske Entertainment’s exclusive video gaming rights agreement it struck with Motorsport Games that stymied much of what it had been doing with iRacing in recent years. “I know iRacing fans aren’t happy, and we’re not minimizing that, but the opportunity for an IndyCar-title game is pretty compelling.”

As for that iRacing question now, Miles said this in Long Beach: “I think that question gets decided in the mix of future funding and capital for Motorsport Games and what they’ll look like going forward.”

Source: Final two paragraphs in the same article - Insider: What's the future of IndyCar's video game amid Motorsport Games financial turmoil?
Anyway...Install-Basers, Let's Ride Out with the Ugly...Ugly Ass Tears of Joy & Fear for BTCC, as we can see from rFactor2 they already have the officially licensed touring cars 21-23 ready to go.

[Steam] rFactor2 (studio397) {2013.03.28}​


 
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Edited my post to clarify it was in reference to Studio 397 being the development team. Criticism is fine, warranted even for its mishandling of the eSports event that led to Max Verstappen making his damning public comments. Yet all jokes aside, wish to avoid veering into toxicity, too much of that online. At the very least wish to point out the real interest at in-person events.
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Studio 397 already investigated the issues back in January, part of the reason why it announced plans a fortnight ago for an Alpha Test for its online multiplayer for rFactor2 that will form the basis of any future eSports Virtual Le Mans that will be played via Le Mans Ultimate going forward but we'll have to see how that pans out. Really do believe that it comes down to it, the parent company, Motorsport Network has to fully commit its own money & resources (assuming its able to do so) in order for the company to focus on rebuilding its tarnished reputation.

However it's clearly facing major ongoing issues that go beyond financing & haven't been resolved, some of which I didn't even touch upon, such as the decision to cancel NASCAR 2023, forgo NASCAR Ignition 21 & update NASCAR HEAT 5 instead. Only for multiple delays to the planned updates, with no further news since last month when it signalled there were set for a release in the coming days. Over promising & under delivering is the last thing a new CEO ought to be doing in the earnings calls. Wait until it work has been completed before announcing further patches, DLC or releases is the advice I would give them. No idea how any of this will play out, aside from wanting the games to be released & be fun time for all the racing sim familia.

On the second paragraph. Take Two? 2K!?! Don't put that MTX hate on Motorsports Games! It's a good thought but were it to come to that, could look into a strategic partnership and/or publisher that already handles European racing licenses like Straight4 have done with Reiza Studios & PLAION. Wish I were in a position to work full time writing about the video game industry as I'd like to be able to get access to the full transcript of the earnings call, (rather than having to parse through it piecemeal on its own media outlet traxion). Better still if I could secure interviews with the CEO. More to the point, speak with devs working at its development teams currently facing the eye of the storm in order to try & get to the bottom of this all. (edit: typos galore :( )

Late Edit: Credit it where it's due, they finally were able to launch the 2022 DLC for PlayStation, Xbox & Steam, recommend checking the FAQ for all the details on what is & isn't included.
 
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sounds like Motorsport Games will be losing NASCAR. as reported by Mike Straw of Insider Gaming, via The Iceberg (a nascar/racing youtuber)

 
So they were spooked by warning shots from INDY CAR only for NASCAR to blindside 'em! If true, perhaps it'll be addressed by Motorsport Games alongside its second quarter results August 21, 2023. Still it's a very troubling sign for any recovery plan but then again, with all these racing licenses (NASCAR until 2030) & so little to show for it, something had to give...

[NSW/PS4/PS5/XB1/XBS/Steam] NASCAR Arcade Rush (Team6 Game Studios/GameMill entertainment) {2023.09.15}​

The arcade title being handled by another developer & publisher is an ominous sign, as is the lack of a mainline entry since the poorly received NASCAR Ignition 21, although it did provide an update to NASCAR HEAT 5 in its place. NASCAR Rivals did come out on Switch last year & has recently been patched to include local multi-player (note: traxion.gg is part of Motorsport Network). We can look into it further next week but for now, might as well use this moment to catch up on the latest from diamond in the rough, Studio 397. Hang in there BTCC!

[Steam] rFactor2 (studio397) {2013.03.28}
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[Steam] Le Mans Ultimate (Studio 397) {2023.12.xx}
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You know, at some point I'd like to go through all the financial reports on the Motorsport Games, Investor Relations (IR) page to figure out everything that happened. It's confusing the life out of me...This Garden of Fiscal Madness!
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21 AUG Motorsport Games Reports Second Quarter 2023 Financial Results
Stephen Hood, Chief Executive Officer of Motorsport Games, commented, “During these past few months since my return, we’ve entered a period of reflection and focused efforts on reestablishing a strong sense of teamwork. As a business, we’ve been dedicated to evaluating our opportunities alongside our current cost structure. This dedication has driven us to refine our operations, enhancing efficiency and reinforcing our commitment to delivering on our promises. I’m pleased to observe that even within this relatively short timeframe, we’ve made meaningful strides, with further progress yet to unfold. Launching an update to our legacy NASCAR Heat 5 title, which is on track to become our most downloaded content update, continuing to improve rFactor 2, our much-loved simulation platform, and making great strides on our online platform underpinned by our custom RaceControl technology demonstrates our progress through internal collaboration.”

Hood added “With the recent announcement of our dedicated Le Mans Ultimate title, which centers around the FIA World Endurance Championship and iconic 24 Hours of Le Mans event, we are excited about the anticipated release of this interesting and innovative title later this year.”
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The mention of [PS4/PS5/XB1/XBS/Steam] NASCAR Heat 5: Next Gen Car Update (2022) {2023.06.21} which is $9.99 'being on track to become our most downloaded content update' sounds promising however there were issues on the first week of Steam with a fix issued June 29, 2023. Need to confirm but amidst toxic comments, some users still report issues on PC.
Select Financial Highlights for the Three Months Ended June 30, 2023
The Company reported a net loss for the second quarter of 2023 (“2023”) of $8.2 million, or $3.02 per share, compared to a net loss of $7.5 million, or $6.34, for the second quarter of 2022 (“2022”). The Company also reported an Adjusted EBITDA loss for 2023 of $2.7 million, compared to an Adjusted EBITDA loss of $6.0 million for the same period in the prior year.

The change in net loss was driven by the Company recognizing impairment losses of $4.0 million in 2023, compared to $0.1 million in impairment losses in 2022, which was partially offset by a $2.2 million reduction in marketing, development and general & administrative spend, driven in part by actions taken by the Company as part of its previously announced 2022 Restructuring Program, as well as $0.4 million in fair value gains from changes in the carrying value of certain liability classified warrants, and favorable foreign currency gains.

Revenue for 2023 was $1.7 million compared to $2.0 million for 2022, a reduction of $0.3 million, or 13.4%. Less favorable pricing and lower volume of digital and mobile games sales, lower revenues earned through the development of third-party simulation platforms for third-parties, and lower revenues earned through esports sponsorships were the primary drivers for the reduction in revenues, which was partially offset by lower sales allowances and reserves in 2023 when compared to 2022.
Don't understand going to all that trouble to meet the NASDAQ requirements to remain publicly listed if you're not going to put the funding in place to enable the business to fully operate.
This unusual arrangement whereby the parent company, Motorsport Network being privately owned while its subsidiary Motorsport Games is publicly listed has never made sense to me.

Liquidity (slide 7)
  • As of June 30, 2023 and July 31, 2023, the Company had approximately $2.0 million and $1.4 million, respectively, of available cash on hand.
  • In 2022, the Company announced the 2022 Restructuring Program to reduce its operating costs, which was initially expected to generate annualized cost reductions of approximately $4 million by the end of 2023. Through June 30, 2023, the Company has made progress by achieving annualized savings of approximately $4.9 million and is continuing efforts to achieve further cost reductions.
Things may well be coming to a-head these next few months if the remaining cash in hand is anything to go by - why allow it to struggle on after meeting the requirements to remain listed? Fund the studios properly, long term to restore shareholder confidence or take it private & deal with the issues behind closed doors. Motorsport Network, CEO & senior executives can put more of their own money into the company to fund its ongoing work rather than continually reducing costs & staff counts. Time to shit or get off the pot, Motorsport Network! 😁

Q2 2023 Results August 21, 2023
Global development team of 88 as of 6/30/2023, which includes 22 external contractors. (slide 4)
88-22 = 66 full time employees (FTE). Need developers to release multiple new racing games & support existing ones those licenses ain't free & the clock is ticking for when they expire.

Q1 2023 Results May 11, 2023
Global development team of 109 as of 3/31/2023 (90 FTEs + 19 contractors)
109 - 88 = 21 reduction in overall dev staff (FTEs down 24, contractors up 3) since March 31, 2023. Doesn't mention if the 18 non-development staff (including 11 contractors) changed.
Investor Presentation | 2023 May
127 full-time employees (plus 30 contractors), including
109 developers* (90 FTEs + 19 contractors) operating globally across 6 international offices: HQ in Miami, FL
*Headcount reports as of 03/31/2023
  • As of March 31, 2023 and April 30, 2023, the Company had approximately $5.8 million and $4.9 million, respectively, of available cash on hand.
4.9 to 2.0 = $2.9 reduction in cash on hand from May 1 - June 30 ($1.45 million per month on average). So if they only had $1.4 million cash on hand by July 31, 2023 that means they might run out this month. The report really ought to have mentioned if they have enough funding for September onwards or will provide another update very shortly. (late edit: clarity)
  • In 2022, the Company announced the 2022 Restructuring Program to reduce its operating costs, which is expected to generate annualized cost reductions of approximately $4 million by the end of 2023. Through the period ended March 31, 2023, the Company has made progress by achieving annualized savings of approximately $ 3.9 million and is continuing efforts to achieve further cost reductions.
$1 million cost reduction in Q2. But revenue was down $300,000 from the same period last year so it's really only a $700,000 YoY saving. Cost-cutting means you have fewer staff to create new content to sell in future. Does not compute! Anyway, this was meant to be a short post (ha!), shall have to see if it does secure more funding during the 3rd & most of the 4th quarter before Le Mans Ultimate is set to release before the end of December. All this when they need to start marketing the game & persuade rFactor 2 players to migrate over at launch.
 
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maybe Take 2 can buy them for their licenses. they couldn't get Codemasters, but acquiring Motorsport for the Indycar/Le Mans/(soon to be gone) NASCAR licenses sounds like a good consolation.
 
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 6, 2023, Dmitry Kozko submitted his resignation as a director of Motorsport Games Inc. (the “Company”) effective September 6, 2023. Mr. Kozko’s decision to resign was due to personal reasons and not over any disagreement with the Company or with other directors of the Company on any matter relating to the Company’s operations, policies or practices. Mr. Kozko has served on the Company’s board of directors since December 2020.

Source: UNITED STATES SECURITIES AND EXCHANGE COMMISSION, FORM 8-K,
TLDR: he tried to get off the pot shit free cause he couldn't pay up, only to get taken out with a signature by Stephen 'In The' Hood Chief Executive Office & President, Motorsport Games Inc. Truly the pen is mightier than the sword stool. No press release on the IR page, but quietly taken out back & shot removed in past week from the Board of Directors section under corporate governance. Under the spoiler tag I've copy & pasted the current five members with their rap sheets so we know the skinny on the remaining Motorsport Games Mafia Dons.
STEPHEN HOOD
CHIEF EXECUTIVE OFFICER

Stephen Hood, has served as a business development consultant to Speed Capital Ltd. from October 2022 to April 2023. Mr. Hood served as Motorsport Games' President from April 2019 to January 2022. Mr. Hood has also served as President of Motorsport Games Limited, our UK subsidiary, from February 2020 to January 2022 and as a director of 704Games from September 2018 to January 2022. Previously, Mr. Hood served as Head of Esports for Autosport Media UK Limited, a subsidiary of Motorsport Network, from July 2018 to March 2019. Prior to joining Motorsport Network, Mr. Hood served as Executive Producer at Dovetail Games, a UK-based producer of digital hobbies, from September 2016 to May 2018 and as a Creative Director from December 2014 to September 2016. Mr. Hood was employed at Codemasters, a British video game developer and publisher, as Creative Director from November 2011 to December 2013 and as Chief Game Designer from March 2009 to November 2011. Prior to that, Mr. Hood was Design Manager at Ideaworks Game Studio, a British video game developer, from August 2006 to October 2008 and a Senior Designer at renowned British developer Lionhead Studios Limited from 2004 to 2006. He also has held various positions as Design Director and Design Manager with other video game producers. Mr. Hood is a BAFTA award winning developer (Best Simulation, The Movies and Best Sports Game, Formula One 2010) with particular expertise in building creative teams and designing and managing the development of complex video game projects and services.
JASON POTTER
CHIEF FINANCIAL OFFICER

Jason Potter, joined Motorsport Network, LLC (“MSN”), the majority stockholder of the Company, on September 2021 and will continue to serve as Chief Accounting Officer of MSN. Since September 2022, he has served as the Chief Accounting Officer of Motorsport Games under a shared service agreement between the Company and MSN. In addition, Mr. Potter has served as the Company’s Secretary and Treasurer since January 26, 2023. Prior to joining MSN, Mr. Potter held the position of Director in the audit practice of PricewaterhouseCoopers LLP (PwC) between June 2018 and September 2021, and Senior Manager in PwC’s national office between June 2016 and June 2018. He holds an active Certified Public Accountant (CPA) license in the state of Oregon, is a Fellow Chartered Accountant of the Institute of Chartered Accountants England & Wales and graduated from Cardiff University in 2007 with an undergraduate degree in Journalism, Film & Media.

Source: Corporate Governance, Management (Motorsport Games)
JOHN DELTA
INDEPENDENT DIRECTOR

John Delta is an experienced operating and financial executive and entrepreneur with experience in enterprises from $2 million to $500 million. His main areas of focus are mid-stage software, SaaS and consumer-facing firms in need of assistance with CFO duties, transaction execution and scaling their finance/operations. Recent engagements include:

1. Principal Accounting & Financial Officer for a Nasdaq-listed company (from July 2020 to March 2022).
Led the annual Audit, 10-K and 10-Q filings, and fund-raising efforts. Included in scope of work was developing
the annual FP&A/budgeting process. Reviewed and implemented new accounting policies and procedures and SOX
compliance.

2. Serves as interim CFO for an Australian Stock Exchange-listed company, with scope including FP&A, treasury management, ASX reporting/compliance and M&A.

3. Served as Interim CFO for a SaaS cybersecurity firm, with scope including setting up the issuer’s Finance function.

Broad consulting, operations and finance experience, including:

● Consulting Associate at McKinsey & Co. and Consulting Manager at Deloitte & Touché.

● Vice President, The Nasdaq Stock Market – John worked in several departments and developed the business plan for, and then ran, the E-commerce group.

● EVP/COO, Hemscott – The firm was a PE-backed roll-up in the financial info space. John led post-merger integration and ops (US, UK and India). He developed the successful exit strategy of splitting the firm and selling the retail unit to Morningstar.

● CFO, DoublePositive Marketing Group – the firm was a VC-backed SaaS offering in the lead gen space. John joined when it had $1M in revenue and led several financings while building the Finance/Admin functions. The firm had a successful exit to a strategic.

● CFO, Edison Worldwide – John restructured operations, sold off assets and closed non-core units.

● Founder/CFO, JJAB Holdings – Ran Finance and Operations for this PE-backed startup in the direct response marketing space. The firm was sold to a strategic acquirer in 1 year.

John holds a BA and MBA from the University of Virginia.

Chair of the Audit Committee
Chair of the Compensation Committee
Member of the Nominating and Corporate Governance Committee
ANDY JACBOBSON
INDEPENDENT DIRECTOR

Andy Jacobson is a digital media sales and marketing executive with over 20 years of leadership experience in the online publishing, ad tech and automotive industries. During his career he has guided teams and companies - both large and startups - to record sales and revenue growth. In his current position, he leads Epsilon's automotive programmatic digital media client team, and acts as a consultant to publishers and startups on everything from strategy, product development, CRM, programmatic monetization, organization structure and compensation planning. In 2015, as Global Head of Sales, he was part of the leadership team that grew and sold digital media company VerticalScope Holdings for more than $300 million. Andy is a video (specifically racing) gaming enthusiast, and at one point had 5 gaming systems in his household at the same time. Andy has been a top-rated speaker, moderator and panelist at many industry conferences including J.D. Power Automotive Marketing Roundtable, SEMA, Programmatic I/O, Digital Dealer, Automotive Attribution Summit and others. Andy holds a B.A. in Economics from Pomona College and an M.B.A. from the Kellogg School of Management, Northwestern University.
Independent Director
NAV SUNNER
INDEPENDENT DIRECTOR

Nav Sunner is a highly experienced lawyer and business development expert immersed in the video games industry. After qualifying as a lawyer with Pinsent Masons, he spent several years as Head of Legal at Codemasters as well as General Counsel at Mastertronic Group. Following a further period practising law as Co-Head of Interactive Entertainment for Osborne Clarke and, subsequently, as Head of Computer Games for Wiggin, Nav worked with Japanese games company GREE. Nav then spent time as Commercial Director for a games studio at Microsoft as well as being on the Board of esports company EGL. Currently, in addition to his video game consultancy "Navatron", he is a Director at mmo games company Vavel. Nav's long career in the video games industry has included extensively being involved with legal and business issues relating to racing games.
Independent Director
Source: Corporate Governance, Board of Directors (Investor Relations, Motorsport Games)
The web address misspells the surname of THE NAVATRON, Nav Sunner as Nav Summer (stay classy.gif) couple extra pieces on attempts to sell licenses (nice to want things.gif) & rightfully losing a lawsuit. As ever, Devil is in the Detail, read the second paragraph, 'any future NASCAR games...have been put on hold indefinitely' (dead.gif). Fate of INDYCAR & BTCC is TBD = :cry: & 😭
Motorsport Games Inc.
Form 10-Q
For the Quarter Ended June 30, 2023
As discussed elsewhere in this Report, due to the uncertainty surrounding the Company’s ability to raise funding, and in light of its liquidity position and anticipated future funding requirements, the Company has decided to explore strategic alternatives and potential options for its business, including, but not limited to, the sale or licensing of certain of the Company’s assets. For example, the Company is currently in discussions with a third-party for the potential sale of the Company’s NASCAR license. There are no assurances that the Company will even be successful in implementing a strategic plan for the sale or licensing of its assets, including the consummation of a sale of the Company’s NASCAR license, or any other strategic alternative, which may be subject to the satisfaction of conditions beyond the Company’s control, such as, among other things, the required consent from NASCAR with respect to any sale of the Company’s NASCAR license.

Accordingly, as the Company continues to address its liquidity constraints, it has re-evaluated its product roadmap in the second quarter of 2023 and modified the expected timing and scope of certain new product releases, including the release of any future NASCAR games, which have been put on hold indefinitely. Further, the Company is evaluating its ability to deliver new titles under its other licenses, such as with INDYCAR and the BTCC, which may result in further adjustments to the Company’s product roadmap.

As of June 30, 2023, we have a total headcount of 104 people, made up of 102 full-time employees, including 65 dedicated to game development. (page 27)

Source: UNITED STATES SECURITIES AND EXCHANGE COMMISSION, FORM 10-Q (page 27)
28 AUG Two Motorsport Games employees who filed a lawsuit against the company for unpaid wages have won their case.
According to court documents provided to Insider Gaming, one of the verdicts, which was tried in Russia where the employees are located, equated to around $14,600 USD awarded. The second verdict, according to one source is in the range of $10,000.

Sources: Insider Gaming / Gamesindustry
Turns out I was off by one on the development staff. Always pay your staff & the amounts involved are small for the company executives but could be life changing for those from Russia.
maybe Take 2 can buy them for their licenses. they couldn't get Codemasters, but acquiring Motorsport for the Indycar/Le Mans/(soon to be gone) NASCAR licenses sounds like a good consolation.
Apologies for the late reply. Take Two Interactive could always wait for the NASCAR and/or Indy Car licenses to be readily available on the open market, if they're interested rather than deal with Motorsport Games parent company, Motorsport Network. Although it appears NASCAR is already spreading the licensing love with NASCAR in Rocket League, the previously mentioned NASCAR Arcade Battle published by GameMill Entertainment last month & now Hutch Games with a iOS/Android NASCAR title (details tbc). Now we just need NASCAR VR!!!

Returning to the subject of T2, if they did want NASCAR/Indy Car - the team at Visual Concepts behind Lego 2K Drive could work on the license(s) for both arcade & console sim releases. Main thing for me is that Studio 397 is able to find a way to continue with or without Motorsport Games (management buyout?). Anyway here's the latest on Le Mans Ultimate & rFactor2:
Le Mans and Sports Car Racing have some unique characteristics – what are you looking to add to create that extra bit of magic?
Endurance racing is all about the team, so you will need to think carefully on which driver you replace, will you be the carrier? Or have your platinum driver carry you as a bronze driver. You will be performing driver swaps with your AI team mates, the AI sessions will be simulated meaning you can jump into your stints and compete for the full race – of course, you will be able to save where you get to as well.

Endurance racing is also about management, planning your stints, looking after your limited tyres and to get P1 through pace and intelligence.

Single player modes will have quick race for a quick fun experience but also championship mode, racing each round and competing in GTE or straight into the Hypercars – the choice will be yours. Not just that, performing in a championship can help your online career too.

We also want to bring some of the atmosphere from endurance racing, sounds are an important part of any sim but capturing that environment sound of a French commentator over the tannoy at Le Mans or an Italian at Monza – we want to bring more life to the platform to capture the experience.
Art Lead Alex Sawczuk, who is heading up the Track Build Team for Le Mans Ultimate. We have some new circuits to build. The page is blank – how do we begin?
The first job is to collate all the reference material, which includes photographs from reference trips and the internet, satellite imagery and with a bit of luck the holy grail of a Point Cloud. The Point Cloud really helps simplify the build as we have this constant source of truth to compare to, no longer do designers estimate the sizes of objects, or try to figure out if Google Earth elevation changes are accurate or whether you can approximate the angles or camber of roads.

However, we still have to process that Point Cloud, by trimming it down to something more manageable, and from that create reference meshes to work with. The further away from the middle of the Point Cloud the noisier the data becomes, making it a challenge to work out what objects might be – as they might be hidden or obscured. For Portimão we had one Point Cloud from a car going around the circuit and another from a drone to give us lots of detail.

After that, we can get going with the terrain and then we work out an initial ribbon of road – wrapping each development to the Point Cloud as we go. Then you build kerbs, run off areas etc and that comes together quite quickly. Following that, it’s a case of creating and conforming to the terrain – things like the road lines, barriers etc.

Regarding the Prop art (buildings, infrastructure self-contained with that circuit), we typically assign people on to the larger, key assets first, such as pit buildings, grandstands and any other detailed prominent buildings before moving onto the smaller assets – getting more defined the closer we get to finishing.

How many people work on a track to bring it to Le Mans Ultimate?
In the team we have 10 track artists in total. We split the team up into different areas depending on skill set to make sure each is contributing the most they can to the project – normally environment and prop areas. The team can focus on one area, and that way we have a consistent approach and look across all our circuits. For Portimão one of our new circuits, about eight people have had their hands on the project. About four artists are on props and then another four on the environment related development which includes terrain, walls, road lines, track branding, trees, barriers etc.
Spa-Francorchamps as a layout is no stranger to the Studio 397 team – with the Belgian circuit appearing in one of its previous titles – rFactor2. With the FIA World Endurance Championship regularly gracing the venue – modernisation and refinement had to be undertaken to the legendary destination.

Spa has been completely redone to reflect its participation in the FIA WEC series. The track has been built to a brand-new Point Cloud to bring it up to its current 2023 configuration. There has been a terrain overhaul and the addition of new props like the new, imposing grandstand located at Eau Rouge.

Coming to everyone for FREE!

Now, for the part many of you have been waiting for. We’re excited to hint that there will be an opportunity for users to get their hands on the BMW M2 CS DLC for free! Yes, you read that right. Stay tuned for more detailed information on this coming your way very soon.

Get ready to burn some rubber, explore the new horizons of racing with the BMW M2 CS, and as always, may the best racer win!

A few other small updates

Both the March 761, Brabham BT44 and McLaren M23 are receiving lighting fixes. The BT44 and M23 will also have some other tweaks to the default gearing ratios and now has more fragile suspension to match our other historic GP cars. Meanwhile, the Vauxhall Astra BTCC car has some minor tweaks to remove phantom teams.
BMV Malibu Stacy now with New Hat...'More aggressive blip' - I'm all for the 'Added gearbox protection system' too - gotta protect the crown & jewels at all costs! Anyway they're still fighting the good fight at Studio 397 despite everything going on at MSG HQ. If you're still reading this & curious about scanning tracks with Point Clouds, watch the DF Forza Motorsport preview.
 
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Man, Penske and co. dropped the ball by insisting on following through with their Motorsports Games exclusive license contract by taking Indycar off iRacing.
 
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