Allied Gaming & Entertainment Terminates Material Agreement
Ticker: AGAE · Form: 8-K · Filed: Sep 20, 2024 · CIK: 1708341
Sentiment: neutral
Topics: material-agreement-termination, corporate-update
TL;DR
Allied Gaming & Entertainment just terminated a big deal. Big changes ahead?
AI Summary
Allied Gaming & Entertainment Inc. announced on September 16, 2024, the termination of a material definitive agreement. The company, formerly known as Allied Esports Entertainment, Inc., is incorporated in Delaware and headquartered in New York.
Why It Matters
The termination of a material definitive agreement can significantly impact a company's future operations, financial performance, and strategic direction.
Risk Assessment
Risk Level: medium — Termination of a material definitive agreement introduces uncertainty regarding the company's future business relationships and financial stability.
Key Players & Entities
- Allied Gaming & Entertainment Inc. (company) — Registrant
- September 16, 2024 (date) — Date of earliest event reported
- Allied Esports Entertainment, Inc. (company) — Former company name
- Black Ridge Acquisition Corp. (company) — Former company name
- 745 Fifth Avenue, Suite 500 New York, New York 10151 (location) — Principal executive offices
FAQ
What was the specific material definitive agreement that was terminated?
The filing does not specify the exact nature or counterparty of the terminated material definitive agreement.
What is the effective date of the termination?
The earliest event reported is September 16, 2024, which is also the date of report and the date as of change.
What are the potential consequences of this termination for Allied Gaming & Entertainment Inc.?
The filing does not detail the specific consequences, but such terminations can impact operations, finances, and strategic plans.
Has Allied Gaming & Entertainment Inc. entered into any new agreements following this termination?
This filing only reports the termination of an agreement and does not provide information on subsequent agreements.
What was the previous name of Allied Gaming & Entertainment Inc.?
The company was formerly known as Allied Esports Entertainment, Inc. and prior to that, Black Ridge Acquisition Corp.
Filing Stats: 717 words · 3 min read · ~2 pages · Grade level 13.3 · Accepted 2024-09-20 17:03:02
Key Financial Figures
- $5 million — pany's common stock to the Investor for $5 million (the "Purchase Price"). The Purchase P
- $3,000,000 — ill be released from escrow as follows: $3,000,000 to the Investor and $2,000,000 to the C
- $2,000,000 — follows: $3,000,000 to the Investor and $2,000,000 to the Company. The parties have furthe
Filing Documents
- a8k.htm (8-K) — 26KB
- 0000929638-24-003202.txt ( ) — 158KB
- agae-20240916.xsd (EX-101.SCH) — 4KB
- agae-20240916_lab.xml (EX-101.LAB) — 21KB
- agae-20240916_pre.xml (EX-101.PRE) — 16KB
- a8k_htm.xml (XML) — 4KB
02. Termination of a Material Definitive Agreement
Item 1.02. Termination of a Material Definitive Agreement As previously disclosed in a Form 8-K on January 21, 2020, Allied Gaming and Entertainment, Inc. (the "Company") entered into a Share Purchase Agreement (the "SPA") with BPR Cumulus LLC (the "Investor"), an affiliate of Brookfield Property Partners, pursuant to which the Company sold 758,725 shares of the Company's common stock to the Investor for $5 million (the "Purchase Price"). The Purchase Price was deposited into an escrow account pending release upon the completion and satisfaction of certain events and conditions agreed to by the Parties. Pursuant to the SPA, the Purchase Price was to be used by the Company or its subsidiaries to develop integrated esports experience venues at mutually agreed upon shopping malls owned and/or operated by the Investor or any of its affiliates. However, following the execution of the SPA, the COVID-19 pandemic and related restrictions have materially changed the dynamics in esports venue businesses, and the initial agreement on the use of proceeds by the Company contemplated under the SPA was no longer feasible. On September 16, 2024, the Company and Investor entered into the Settlement Agreement and Release (the "Settlement Agreement") to resolve and terminate all obligations under the SPA and related agreements, and to agree to the release of the Purchase Price between the Company and Investor. Pursuant to the Settlement Agreement, the Purchase Price will be released from escrow as follows: $3,000,000 to the Investor and $2,000,000 to the Company. The parties have further agreed that upon receipt of such funds, the parties will release and discharge each other from any and all present and future obligations under the SPA and related agreements. The foregoing description of the Settlement Agreement is a summary, does not purport to be a complete description of the Settlement Agreement, and is subject to, and qualified entirely by reference to, the full text of the S