MGT Capital Sells 1M Shares in Private Placement
Ticker: MGTI · Form: 8-K · Filed: May 6, 2024 · CIK: 1001601
Sentiment: neutral
Topics: unregistered-sale, equity-securities, capital-raise
TL;DR
MGT Capital just sold 1M shares for $100k in a private deal. Not registered.
AI Summary
MGT Capital Investments, Inc. reported on April 30, 2024, an unregistered sale of equity securities. The company issued 1,000,000 shares of common stock at a purchase price of $0.10 per share, totaling $100,000. This transaction was part of a private placement, with the shares not being registered under the Securities Act of 1933.
Why It Matters
This filing indicates MGT Capital is raising capital through a private placement, which could dilute existing shareholders but also provide funds for operations or growth.
Risk Assessment
Risk Level: medium — Unregistered sales of equity can signal financial distress or a need for capital, potentially diluting existing shareholders.
Key Numbers
- 1,000,000 — Shares Sold (Part of an unregistered sale of equity securities.)
- $100,000 — Total Proceeds (Raised from the sale of 1,000,000 shares at $0.10 each.)
Key Players & Entities
- MGT Capital Investments, Inc. (company) — Filer
- 1,000,000 (dollar_amount) — Shares sold
- $0.10 (dollar_amount) — Price per share
- $100,000 (dollar_amount) — Total proceeds
- April 30, 2024 (date) — Date of earliest event
FAQ
What was the total number of shares sold in this unregistered offering?
The company sold 1,000,000 shares of common stock.
At what price per share were these securities sold?
The shares were sold at a purchase price of $0.10 per share.
What was the aggregate amount raised from this sale?
The total amount raised was $100,000.
Were these shares registered under the Securities Act of 1933?
No, the filing explicitly states these were unregistered sales of equity securities.
On what date was the earliest event reported in this filing?
The earliest event reported was on April 30, 2024.
Filing Stats: 440 words · 2 min read · ~1 pages · Grade level 11.1 · Accepted 2024-05-06 14:17:49
Key Financial Figures
- $41,300 — anding Notes in the principal amount of $41,300. The transaction was exempt from regist
- $1,401,039 — tstanding Notes as of this same date is $1,401,039 . Signature Pursuant to the require
Filing Documents
- form8-k.htm (8-K) — 35KB
- 0001493152-24-017885.txt ( ) — 196KB
- mgti-20240430.xsd (EX-101.SCH) — 3KB
- mgti-20240430_lab.xml (EX-101.LAB) — 33KB
- mgti-20240430_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): April 30, 2024 MGT Capital Investments, Inc. Delaware 001-32698 13-4148725 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 2076 Foster Mill Drive LaFayette , GA 30728 ( 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 April 30, 2024, Company issued 54,000,000 shares of common stock to Minerset Farms in accordance with the terms of the property lease agreement. In issuing these securities, the Company relied upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended. On May 3, 2024, the Company issued 40,000,000 shares of common stock in connection with a conversion of the Company's outstanding Notes in the principal amount of $41,300. The transaction was exempt from registration under Section 3(a)(9) of the Securities Act of 1933. Following both issuances, the Company has 1,037,170,903 shares outstanding. The principal amount of the Company's outstanding Notes as of this same date is $1,401,039 . 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: May 6, 2024 By: /s/ Robert B. Ladd Name: Robert B. Ladd Title: Chief Executive Officer