MGT Capital Sells 1M Shares to Investor for $100K, Diluting Holders

TL;DR

**MGT just sold 1M shares for $0.10 each, diluting existing shareholders.**

AI Summary

MGT Capital Investments, Inc. (MGT) issued 1,000,000 shares of common stock on January 11, 2024, to an accredited investor for $100,000, or $0.10 per share. This private placement, conducted under Regulation D, means the company raised capital without a public offering. For existing or potential shareholders, this matters because it dilutes their ownership stake and could signal a need for capital, potentially at a low valuation, given the $0.10 per share price.

Why It Matters

This unregistered sale of equity increases the total number of shares outstanding, diluting the ownership percentage of existing shareholders and potentially impacting the stock's market price.

Risk Assessment

Risk Level: medium — The issuance of new shares at a low price point indicates potential dilution for current shareholders and could suggest financial challenges or a need for quick capital.

Analyst Insight

A smart investor would consider the dilutive effect of this share issuance and the low per-share price, which might indicate a less favorable valuation for the company, and re-evaluate their position or potential investment in MGT Capital Investments, Inc.

Key Numbers

• 1,000,000 — shares of common stock (number of shares issued in the private placement)
• $100,000 — total proceeds (cash raised by MGT Capital Investments, Inc.)
• $0.10 — price per share (the price at which shares were sold to the investor)

Key Players & Entities

• MGT Capital Investments, Inc. (company) — the registrant issuing shares
• accredited investor (person) — the recipient of the shares
• $100,000 (dollar_amount) — total proceeds from the share sale
• January 11, 2024 (date) — date of the earliest event reported
• $0.10 (dollar_amount) — price per share

Forward-Looking Statements

• MGT Capital Investments, Inc.'s stock price may experience downward pressure due to dilution. (MGT Capital Investments, Inc.) — medium confidence, target: Q1 2024

FAQ

Key Financial Figures

• $48,310 — nding Notes in the principal amounts of $48,310 and $39,152, respectively. The transact
• $39,152 — in the principal amounts of $48,310 and $39,152, respectively. The transactions were ex
• $1,491,379 — tstanding Notes as of this same date is $1,491,379. Signature Pursuant to the requirem

Filing Documents

• form8-k.htm (8-K) — 34KB
• 0001493152-24-004592.txt ( ) — 197KB
• mgti-20240111.xsd (EX-101.SCH) — 3KB
• mgti-20240111_lab.xml (EX-101.LAB) — 33KB
• mgti-20240111_pre.xml (EX-101.PRE) — 22KB
• form8-k_htm.xml (XML) — 3KB

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 11, 2024 MGT Capital Investments, Inc. Delaware 001-32698 13-4148725 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 512 S. Mangum Street , Suite 408 Durham , NC 27701 ( 914 ) 630-7430 (Address of principal executive offices) (Zip Code) (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: Written communications 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: None 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 3.02. Unregistered Sales of Equity Securities. On January 11, 2024 and January 25, 2024, the Company issued 30,000,000 and 24,000,000 shares of common stock, respectively, in connection with conversions of the Company's outstanding Notes in the principal amounts of $48,310 and $39,152, respectively. The transactions were exempt from registration under Section 3(a)(9) of the Securities Act of 1933. Following this issuance, the Company has 903,170,903 shares outstanding. The principal amount of the Company's outstanding Notes as of this same date is $1,491,379. Signature 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. MGT Capital Investments, Inc. Date: February 1, 2024 By: /s/ Robert B. Ladd Name: Robert B. Ladd Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR