8-K
filed March 13, 2024, 7:59 PM ET
ticker GMBL
CIK 0001451448
debt
confidence high
sentiment positive
materiality 0.70
ESPORTS ENTERTAINMENT GROUP, INC. (GMBL): debt financing — Esports Entertainment secures $1.42M secured note, restructures convertible preferred stock with conversion standstill
ESPORTS ENTERTAINMENT GROUP, INC.
- Issued secured promissory note for $1.42M in cash, 10% interest paid in-kind quarterly, matures March 7, 2026.
- Amended Series C and D Preferred Stock: six-month standstill on conversions (through Sept 7, 2024), then limited to $0.15M per month.
- Dividends on preferred stock frozen through new maturity date (March 7, 2026) unless triggering event; dividend rate increased to 10%.
- First $10M raised (including $1.42M note) excluded from repayment if used for operating expenses.
- Director Chul Woong Lim resigned effective March 7, 2024, not due to disagreement.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
ESPORTS ENTERTAINMENT GROUP, INC. incurred loan of $1.42 million at 10% per annum maturing March 7, 2026.
- Instrument
- loan
- Principal
- $1.42 million
- Rate
- 10% per annum
- Maturity
- March 7, 2026
- Event
- incurrence
Exact text from the filing
the Company issued the Holder a secured promissory note (the “Secured Note”), for approximately $1.42 million in cash and certain amendments to the terms of the Series C Preferred Stock and Series D Preferred Stock. The key terms of the Secured Note Agreement include: ● Security of the Secured Note balance by a first priority security interest in all of the Company’s tangible and intangible personal property; ● Accrued interest to the outstanding principal balance of the Secured Note at a rate of 10% per annum. All interest shall be quarterly in-kind by adding the amount of accrued interest to the outstanding principal balance of the Secured Note on the last Business Day of each calendar quarter; ● Maturity date of March 7, 2026;
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Chul Woong Lim resigned as Director at ESPORTS ENTERTAINMENT GROUP, INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
Mr. Lim updated the Company that his resignation from the Board and the Audit Committee and the Compensation, Nominating and Corporate Governance Committee will be effective on March 7, 2024.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
ESPORTS ENTERTAINMENT GROUP, INC.: Amendments to Series C and Series D Convertible Preferred Stock certificates of designation, including standstill, conversion limits, maturity date, dividend rate change, and subsequent placement redemption terms (effective 2024-03-07).
- Change
- charter amendment
- Effective
- 2024-03-07
Exact text from the filing
On March 7, 2024, in connection with the Secured Note Purchase Agreement and Secured Note Agreement, the Company filed certificates of designations with the Secretary of State of the State of Nevada regarding the Company’s Series C Preferred Stock and Series D Preferred Stock (the “Preferred Stock CODs”), to amend certain powers, designations, preferences and other rights set forth therein, effective immediately.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
ESPORTS ENTERTAINMENT GROUP, INC. entered into Secured Note Purchase Agreement with the holder of Series C Convertible Preferred Stock and Series D Convertible Preferred Stock valued at approximately $1.42 million (effective 2024-03-07).
- Action
- entry
- Agreement
- notes offering
- Counterparty
- the holder of Series C Convertible Preferred Stock and Series D Convertible Preferred Stock
- Value
- approximately $1.42 million
- Effective
- 2024-03-07
Exact text from the filing
On March 13, 2024, Esports Entertainment Group, Inc. (the “Company”) announced that it entered into an agreement, dated March 7, 2024 (the “Secured Note Purchase Agreement”) with the holder (the “Holder”) of its Series C Convertible Preferred Stock (“Series C Preferred Stock”) and Series D Convertible Preferred Stock (the “Series D Preferred Stock”), pursuant to which the Company issued the Holder a secured promissory note (the “Secured Note”), for approximately $1.42 million in cash and certain amendments to the terms of the Series C Preferred Stock and Series D Preferred Stock.
View on SEC.gov
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