Current Report Filing (8-k)
February 16 2021 - 5:14PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): February 10, 2021
ESPORTS
ENTERTAINMENT GROUP, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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001-39262
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26-3062752
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(State
or other jurisdiction of
incorporation or organization)
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(Commission
File Number)
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(IRS
Employer
Identification No.)
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13/14
Penthouse Office, Mannarino Road
Birkirkara,
Malta, BKR 9080
(Address
of principal executive offices)
356
2713 1276
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock
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GMBL
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The
Nasdaq Stock Market LLC
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Common
Stock Purchase Warrants
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GMBLW
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The
Nasdaq Stock Market LLC
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
Appointment
of Chief Risk and Compliance Officer
On February 10, 2021, the Company’s board of directors (the
“Board”) evaluated the duties and responsibilities of Chief Risk and Compliance Officer position and determined it
to be an Executive Officer position. On July 1, 2020, the Company appointed Mr. Adrien Lefevre to serve as Chief Risk & Compliance
Officer (“CCO”) of the Company (the “CCO Appointment”), and. Mr. Lefevre continues to serve the Company
in the capacity as CCO, pursuant to the terms of the employment agreement between the Company and Mr. Lefevre entered into on July
1, 2020 (“Lefevre Employment Agreement”). As a result of the Board’s determination that the CCO position is an
Executive Officer position, the Company now deems the Lefevre Employment Agreement to be material.
Adrien
Lefevre, age 35
Adrien Lefèvre brings over ten years
of experience in compliance and senior management. Previously, he had been involved in more than ten organizations within the gaming
industry holding positions including chief risk and compliance officer, group secretary, legal officer, compliance officer, risk
officer and consultant. From 2019 through June 2020, he was a Consultant for various B2B and B2C I-gaming companies involved in
multiple jurisdictions and gaming verticals. From 2016 through January 2019, Mr. Lefèvre was the Multigroup Ltd, chief risk
& compliance officer and group secretary, a subsidiary of 500.com Ltd, an iGaming B2B & B2C company specializing in secondary
lottery. From 2015 to 2016, he held the position of compliance officer with GVC Holdings and Videoslots Ltd. From 2010 to 2015,
he was compliance analyst and executive escalation specialist at PayPal Europe Services Ltd. Mr. Lefèvre holds a postgraduate
degree in Financial Services Law, Regulation and Compliance from London Metropolitan University.
Pursuant to the Lefevre Employment Agreement, Mr. Lefevre is entitled
to receive an annual base salary of £130,000. Mr. Lefevre will be eligible for discretionary cash bonuses as determined from
time to time by the Board or the Compensation Committee of the Board. The Company may, at its sole discretion, terminate the Lefevre
Employment Agreement immediately by paying all amounts that otherwise would have been due and owing during the notice period of
such termination. On the date of termination, for any reason whatsoever, Mr. Lefevre will only be entitled to any outstanding fees
or consideration earned and owed though the date of such termination.
Item 5.02 of this Current Report on Form 8-K
contains only a brief description of the material terms of and does not purport to be a complete description of the rights and
obligations of the parties to the Lefevre Employment Agreement, and such descriptions is qualified in its entirety by reference
to the full text of the Lefevre Employment Agreement, a copy of which is filed herewith as Exhibits 10.1.
Item
9.01. Exhibits.
(d)
Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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ESPORTS
ENTERTAINMENT GROUP, INC.
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Dated:
February 16, 2021
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By:
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/s/
Grant Johnson
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Grant
Johnson
Chief Executive Officer
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