Current Report Filing (8-k)
April 13 2022 - 4:29PM
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities and Exchange Act of 1934
Date
of Report (Date of earliest event reported): April 11, 2022
ESPORTS
ENTERTAINMENT GROUP, INC.
(Exact
name of Registrant as specified in its charter)
Nevada |
|
001-39262 |
|
26-3062752 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
Block
6, Triq Paceville
St.
Julians, STJ 3109
Malta
(Address
of principal executive offices, including zip code)
356
2713 1276
(Registrant’s
telephone number, including area code)
Check
the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any
of the following provisions:
☐ |
Written communication pursuant
to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common Stock |
|
GMBL |
|
The Nasdaq Stock Market
LLC |
Common Stock Purchase Warrants |
|
GMBLW |
|
The Nasdaq Stock Market
LLC |
10.0% Series A Cumulative
Redeemable Convertible Preferred Stock |
|
GMBLP |
|
The Nasdaq Stock Market
LLC |
Common Stock Purchase Warrants
expiring March 2, 2027 |
|
GMBLZ |
|
The Nasdaq Stock Market
LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
April 11, 2022, Esports Entertainment Group, Inc. (the “Company”) received a deficiency
notification letter from the Listing Qualifications Staff of the Nasdaq Stock Market LLC (“Nasdaq”) indicating that
the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) because the bid price for the Company’s common stock had
closed below $1.00 per share for the previous 30 consecutive business days.
In
accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has 180 calendar days from the date of such notice, or until October 8,
2022, to regain compliance with the minimum bid price requirement. To regain compliance, the bid price for the Company’s common
stock must close at $1.00 per share or more for a minimum of 10 consecutive business days.
Nasdaq’s
written notice has no effect on the listing or trading of the Company’s common stock at this time, and the Company is currently
evaluating its alternatives to resolve this listing deficiency.
This
Current Report on Form 8-K is filed to satisfy the obligation under Nasdaq Listing Rule 5810(b) and Item 3.01(a) of Form 8-K that the
Company publicly disclose the deficiency within four (4) business days after the date of the deficiency letter.
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.
|
|
ESPORTS
ENTERTAINMENT GROUP, INC. |
|
|
|
|
Dated: |
April
13, 2022 |
By: |
/s/
Grant Johnson |
|
|
|
Grant
Johnson
|
|
|
|
Chief
Executive Officer |
Esports Entertainment (NASDAQ:GMBL)
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