SharpLink Gaming Ltd.: M&A transaction — SharpLink Gaming completes sale of legacy telecom business; earn-up to $1M; now US domestic issuer

SharpLink Gaming Ltd.

Sold Legacy MTS telecom business to Entrypoint/MTS Technology; earn-out up to $1M based on 3x 2023 EBITD.
Effective Jan 1, 2023, SharpLink must comply with SEC reporting as U.S. domestic company (10-Q, 10-K).
Transaction allows SharpLink to focus on U.S. sports betting and iGaming core business.
Earn-out adjusted for net working capital as of closing date.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

SharpLink Gaming Ltd. completed a disposition involving Entrypoint South Ltd. for maximum earn-out payment of $1 million (closed 2022-12-31).

Action: disposition
Counterparty: Entrypoint South Ltd.
Consideration: maximum earn-out payment of $1 million
Closing: 2022-12-31

Exact text from the filing

On December 31, 2022, SharpLink Gaming Ltd. (“SharpLink” or the “Company”) consummated the sale of all rights, title, interests and benefits of SharpLink’s legacy business, Mer Telecommunications Solutions Ltd. (“Legacy MTS”), including 100% of the shares of MTS Integratrak Inc., one of the Company’s U.S. subsidiaries, pursuant to a Share and Asset Purchase Agreement (the “Agreement”) with Entrypoint South Ltd., a subsidiary of Entrypoint Systems 2004, Ltd., for consideration of an earn-out payment equal to three times Legacy MTS’ Earnings Before Interest, Taxes and Depreciation for the year ending December 31, 2023, up to a maximum earn-out payment of $1 million (adjusted to reflect net working capital as of the closing date).

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Source: SEC EDGAR

accession 0001140361-23-000652

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