Current Report Filing (8-k)
February 17 2021 - 5:08PM
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 16, 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
2.02 Results of Operations and Financial Condition.
On
February 16, 2021, Esports Entertainment Group, Inc. (the “Company”) issued a press release announcing the financial
and operating results of the Company for the quarter ended December 31, 2020. The text of the press release is furnished as Exhibit
99.1 and incorporated herein by reference.
Additionally,
on February 16, 2021, the Company held an earnings phone call open to the public (the “Earnings Call”). Mr. Grant
Johnson, the Company’s Chief Executive Officer along with Mr. Daniel Michael Marks, the Company’s Chief Financial
Officer, discussed the financial and operating results of the Company for the quarter ended December 31, 2020. The script for
the Earnings Call is furnished hereto as Exhibit 99.2 and incorporated herein by reference.
Item
7.01 Regulation FD Disclosure.
The
information set forth in Item 2.02 of this Current Report on Form 8-K is incorporated by reference into this Item 7.01.
Cautionary
Note Regarding Forward-Looking Statements
This
Current Report on Form 8-K includes information that may constitute forward-looking statements. These forward-looking statements
are based on the Company’s current beliefs, assumptions and expectations regarding future events, which in turn are based
on information currently available to the Company. By their nature, forward-looking statements address matters that are subject
to risks and uncertainties. Forward looking statements include, without limitation, statements relating to projected industry
growth rates, the Company’s current growth rates and the Company’s present and future cash flow position. A variety
of factors could cause actual events and results, as well as the Company’s expectations, to differ materially from those
expressed in or contemplated by the forward-looking statements. Risk factors affecting the Company are discussed in detail in
the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update
or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent
required by applicable securities laws.
The
information in Item 2.02 and Item 7.01 to this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, is being furnished
and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or
otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
The
Press Release and script of the Earnings Call can also be found on our website at https://esportsentertainmentgroup.com.
Item
9.01 Financial Statements and 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 17, 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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