Allied Gaming adopts limited-duration rights plan with 10% trigger, expires Feb 2027

Allied Gaming & Entertainment Inc.

Board approved rights plan on Feb 8, 2024; one right distributed per common share as of Feb 9, 2024.
Rights become exercisable if any person or group acquires 10% or more of outstanding common stock.
Upon trigger, each right (except acquirer) permits purchase of shares worth twice the exercise price.
Rights expire on February 9, 2027; redeemable at $0.0001 per right before an acquirer emerges.
Existing holders of 10%+ are grandfathered but cannot increase ownership without triggering the plan.

item 1.01 item 3.03 item 5.03 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Allied Gaming & Entertainment Inc.: Adoption of Series A Certificate of Designation fixing rights and preferences of Series A Preferred Shares (effective 2024-02-09).

Change: charter amendment
Effective: 2024-02-09

Exact text from the filing

In connection with the adoption of the Rights Agreement described in Item 1.01 above, on February 8, 2024, the Board approved and adopted the Series A Certificate of Designation. The Series A Certificate of Designation sets forth the rights, powers, and preferences of the Series A Preferred Shares. The Company filed the Series A Certificate of Designation with the Secretary of State of the State of Delaware on February 9, 2024.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Allied Gaming & Entertainment Inc. entered into Rights Agreement with Continental Stock Transfer & Trust (effective 2024-02-09).

Action: entry
Counterparty: Continental Stock Transfer & Trust
Effective: 2024-02-09

Exact text from the filing

the Company entered into, a rights agreement, dated as of February 9, 2024 (the “Rights Agreement”), by and between the Company and Continental Stock Transfer & Trust, as Rights Agent

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Allied Gaming & Entertainment Inc. filing history →

Source: SEC EDGAR

accession 0000929638-24-000492

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