---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-029085"
form_type: "8-K"
ticker: "GMBL"
cik: "0001451448"
company_name: "ESPORTS ENTERTAINMENT GROUP, INC."
filed_at: "2023-08-16T23:59:59+00:00"
generated_at: "2026-06-11T08:19:04.624505+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Esports Entertainment raises ~$1M in registered direct offering; settles registration fee liability with shares

## Summary
- Sold 1M shares at $0.1935/share and pre-funded warrants for 4,167,959 shares, gross proceeds ~$1M.
- Issued 10,000 shares to settle $21,500 in registration delay fees; additional periodic settlements possible.
- Holder waived certain antidilution and participation rights related to this offering.
- Pre-funded warrants have $0.001 exercise price, 4.99% beneficial ownership limitation (adjustable to 9.99%).
- Offering closed by August 16, 2023; net proceeds for working capital.

## SEC filing metadata
- accession: 0001493152-23-029085
- form_type: 8-K
- ticker: GMBL
- cik: 0001451448
- company_name: ESPORTS ENTERTAINMENT GROUP, INC.
- filed_at: 2023-08-16T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 3.02, 3.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1451448/000149315223029085/0001493152-23-029085-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1451448/000149315223029085/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-029085
- JSON: https://secwatch.observer/filing/0001493152-23-029085.json
- Plain text: https://secwatch.observer/filing/0001493152-23-029085.txt

## Key facts
- Material Agreements
  ESPORTS ENTERTAINMENT GROUP, INC. entered into Securities Purchase Agreement with the Holder of Series C Convertible Preferred Stock and Series D Convertible Preferred Stock valued at $1,000,000 (effective 2023-08-15).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: the Holder of Series C Convertible Preferred Stock and Series D Convertible Preferred Stock
  - Value: $1,000,000
  - Effective: 2023-08-15
  source text: August 15, 2023, Esports Entertainment Group, Inc. (the "Company," "we," "our," and "us") entered into a securities purchase agreement with the holder (the "Holder") of our Series C Convertible Preferred Stock and Series D Convertible Preferred Stock ("The SPA").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1451448/000149315223029085/0001493152-23-029085-index.htm
- Material Agreements
  ESPORTS ENTERTAINMENT GROUP, INC. entered into Settlement Agreement with the Holder valued at 10,000 shares at $0.10 per share (effective 2023-08-15).
  - Action: entry
  - Agreement: settlement
  - Counterparty: the Holder
  - Value: 10,000 shares at $0.10 per share
  - Effective: 2023-08-15
  source text: August 15, 2023, the Company also entered into a settlement agreement ("Settlement Agreement") with the Holder to issue common stock in partial settlement of Registration Rights Fees payable ("RRA Fees") by the Company under the Registration Rights Agreement, dated May 22, 2023 (the "Registration Rights Agreement"), between the Company and the Holder, in connection with a delay in the filing of a registration statement for the purpose of registering the resale of the common stock issuable under the Holder's Series D Convertible Preferred Stock and common warrants, despite the Company's best efforts to avoid such delay.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1451448/000149315223029085/0001493152-23-029085-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.