Motorsport Games Inc. entered into Purchase Agreement with the purchaser listed on the signature page thereto valued at approximately $3.9 million (effective 2023-02-01).
“On February 1, 2023, Motorsport Games Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with the purchaser listed on the signature page thereto (the “Purchaser”), pursuant to which the Company agreed to issue and sell to the Purchaser 183,020 shares (the “Registered Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), in a registered direct offering priced at-the-market under Nasdaq rules (the “Offering”) for a purchase price of $21.40 per Registered Share.”
Material Agreements
Motorsport Games Inc. entered into Exchange Agreement with Motorsport Network, LLC valued at $1,000,000 (effective 2023-01-30).
“On January 30, 2023, Motorsport Games Inc. (the “Company”) entered into a debt-for-equity exchange agreement (the “Exchange Agreement”) with Motorsport Network, LLC (“Motorsport Network”) whereby the Company issued 338,983 shares (the “Acquired Shares”) of its Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), to Motorsport Network, which amount represents the aggregate number of shares of Class A Common Stock equal to $1,000,000 (the “Discharged Debt”)”
Material Agreements
Motorsport Games Inc. entered into Settlement Agreement with Continental General Insurance Company valued at $1,100,000 (effective 2023-01-11).
“On January 11, 2023, the Company and other defendants in this action entered into a settlement agreement (the “Settlement Agreement”) with one of the plaintiffs, Continental General Insurance Company (“Continental”), to settle the claims made by Continental against the defendants and the claims made by the defendants against Continental.”
Navtej Singh Sunner was appointed as Director at Motorsport Games Inc..
“Effective January 12, 2023, Navtej Singh Sunner was appointed to the Company’s Board of Directors to fill the vacancy from prior independent directors’ resignation.”
Andrew P. Jacobson was appointed as Director at Motorsport Games Inc..
“Effective December 23, 2022, Andrew P. Jacobson was appointed to the Company’s Board of Directors to fill the vacancy from prior independent directors’ resignation.”
Material Agreements
Motorsport Games Inc. entered into Purchase Agreement with Alumni Capital LP valued at up to $2,000,000 (effective 2022-12-09).
“On December 9, 2022, Motorsport Games Inc. (the “Company”) entered into a purchase agreement (the “Purchase Agreement”) with Alumni Capital LP (“Alumni Capital”), which provides that, upon the terms and subject to the conditions and limitations set forth therein, the Company may sell to Alumni Capital up to $2,000,000 (the “Initial Purchase Amount”) of shares of its Class A common stock”
Earnings Releases
Motorsport Games Inc. reported the nine months ended September 30, 2022 results: revenue $6.6 million, net income $32 million.
“Revenues were $6.6 million and $6.9 million for the nine months ended September 30, 2022 (“Q3 YTD 2022”) and 2021 (“Q3 YTD 2021”), respectively, a decrease of $0.3 million, or 4%, as compared to the prior period.”
Earnings Releases
Motorsport Games Inc. reported its third quarter ended September 30, 2022 results: revenue $1.2 million, net income $8.5 million.
“Revenues for Q3 2022 were $1.2 million, as compared to $2.1 million for Q3 2021.”
Dmitry Kozko was appointed as Interim Chief Financial Officer at Motorsport Games Inc..
“Dmitry Kozko was appointed to the Company's Interim Chief Financial Officer, as well as the Company's Principal Financial Officer and Principal Accounting Officer.”
John Delta was appointed as Director at Motorsport Games Inc..
“was appointed to the Company's Board of Directors and its Audit Committee”
John Delta resigned as Interim Chief Financial Officer at Motorsport Games Inc..
“John Delta, the Company's Interim Chief Financial Officer, resigned, effective November 9, 2022, such position”
James Allen resigned as Director at Motorsport Games Inc..
“On November 9, 2022, James Allen, a member of the Board, notified the Board of his resignation from the Board, effective immediately, not over a disagreement with the Company on any matter relating to the Company's operations, policies or practices, but so that, given the resignations of the above directors, a new board can be appointed.”
Francesco Piovanetti resigned as Independent Director at Motorsport Games Inc..
“On November 9, 2022, Francesco Piovanetti, the independent member of the Board and the Audit Committee of the Board, notified the Board of his resignations from the Board, effective immediately”
Peter Moore resigned as Independent Director at Motorsport Games Inc..
“Neil Anderson and Peter Moore, the independent members of the Board and the Audit Committee of the Board, notified the Board of their resignations from the Board, effective immediately”
Neil Anderson resigned as Independent Director at Motorsport Games Inc..
“Neil Anderson and Peter Moore, the independent members of the Board and the Audit Committee of the Board, notified the Board of their resignations from the Board, effective immediately”
Governance Changes
Motorsport Games Inc.: Amended bylaws to allow stockholder action by written consent (effective 2022-11-09).
“On November 9, 2022, following stockholder approval, the Company executed the Bylaws Amendment.”
Governance Changes
Motorsport Games Inc.: Amended certificate of incorporation to effect a 1-for-10 reverse stock split and allow stockholder action by written consent (effective 2022-11-10).
“On November 9, 2022, the Company filed the Certificate of Amendment to its Certificate of Incorporation (the “Certificate of Amendment”), with the Secretary of State of the State of Delaware to: (i) effect the Reverse Stock Split at the ratio of 1-for-10, which became effective as of 12:01 a.m., EST on November 10, 2022; and (ii) allow any action required or permitted to be taken by the Company’s stockholders be effected by written consent.”
Shareholder Votes
Motorsport Games Inc. shareholders approved Amendment to Bylaws to allow actions by written consent at the 2022-11-09 meeting.
“(c) a proposal to amend the Company’s Bylaws to allow any action required or permitted to be taken by the Company’s stockholders be effected by written consent (the “Bylaws Amendment”)”
Shareholder Votes
Motorsport Games Inc. shareholders approved Amendment to Certificate of Incorporation to allow actions by written consent at the 2022-11-09 meeting.
“(b) a proposal to amend to the Company’s Certificate of Incorporation to allow any action required or permitted to be taken by the Company’s stockholders be effected by written consent”
Shareholder Votes
Motorsport Games Inc. shareholders approved Reverse stock split at the 2022-11-09 meeting.
“stockholders, by an affirmative vote of at least a majority of the Company’s issued and outstanding shares of each of Class A and Class B of the Company’s common stock, approved: (a) a proposal authorizing the Company’s board of directors (the “Board”), in its discretion, to effect a reverse stock split”
John Delta was appointed as Interim Chief Financial Officer at Motorsport Games Inc..
“it has engaged John Delta, 60, as the Company's part-time Interim Chief Financial Officer until a permanent Chief Financial Officer is appointed.”
Jonathan New resigned as Chief Financial Officer at Motorsport Games Inc..
“On September 9, 2022, Jonathan New notified Motorsport Games Inc. (the “Company”) that he was resigning from his role as the Company’s Chief Financial Officer, effective September 23, 2022.”
Stephen Hood departed as President at Motorsport Games Inc..
“On January 21, 2022, Motorsport Games Inc. (the “Company”) notified Stephen Hood, the Company’s President, that his position will be eliminated effective January 21, 2022.”
Peter Moore was appointed as Director at Motorsport Games Inc..
“Effective August 25, 2021, the Company’s board of directors appointed Peter Moore as a director of the Company to fill the vacancy from Mr. Dyrdek’s resignation.”
Rob Dyrdek resigned as Director at Motorsport Games Inc..
“On August 19, 2021, Rob Dyrdek submitted his resignation as a director of Motorsport Games Inc. (the “Company”) effective August 25, 2021.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.