Golden Matrix Appoints New CFO

TL;DR

GMGI just hired a new CFO, Michael Maffei, to lead their finances.

AI Summary

Golden Matrix Group, Inc. announced on June 17, 2024, the appointment of Michael R. Maffei as Chief Financial Officer. Maffei, who previously served as CFO for the company's subsidiary, MEG, will now oversee the financial operations of the entire Golden Matrix Group. This appointment follows the company's recent activities including material definitive agreements and the creation of financial obligations.

Why It Matters

The appointment of a new CFO is a significant leadership change that can impact financial strategy, investor relations, and overall company performance.

Risk Assessment

Risk Level: medium — Changes in key financial leadership can introduce uncertainty regarding future financial strategies and performance.

Key Players & Entities

• Golden Matrix Group, Inc. (company) — Filer
• Michael R. Maffei (person) — Appointed Chief Financial Officer
• MEG (company) — Subsidiary where Maffei was previously CFO
• June 17, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.00001 — nge on which registered Common Stock, $0.00001 Par Value Per Share GMGI The NASDAQ
• $18 million — ion, the Sellers agreed to us deferring $18 million of the purchase price for the Meridian
• $11 million — nd May 17th or May 20, 2024, a total of $11 million was paid to the Sellers, leaving a tota
• $7 million — paid to the Sellers, leaving a total of $7 million owed solely to Milovanovi (the " Deferr
• $4 million — 17th or May 20, 2024; (b) provide that $4 million of the Deferred Cash Consideration Paya
• $3 million — ment, discussed below; (c) provide that $3 million of the Deferred Cash Consideration Paya
• $4,000,000 — anovi agreed to convert an aggregate of $4,000,000 of the Deferred Cash Consideration Paya
• $3.00 — Company, based on a conversion price of $3.00 per share (the " Debt Conversion Shares
• $2 million — ht, from time to time, to declare up to $2 million of the principal amount of the Converti
• $3 — e; (ii) minus a discount of 15%; or (B) $3.00, subject to a floor of $2.00 per sha
• $2.00 — 5%; or (B) $3.00, subject to a floor of $2.00 per share. The Convertible Note includ
• $1,000,000 — r borrowed money in an amount exceeding $1,000,000, if the effect of such default is to ca
• $396,000 — n) payable to Mr. Goodman thereunder to $396,000 per year, plus Superannuation as mandat
• $216,000 — rein) payable to Ms. Feng thereunder to $216,000 per year, plus Superannuation as mandat
• $174,240 — 96,000 (the " Basic Salary "), of which $174,240 is to be paid monthly (the " Monthly Sa

Filing Documents

• gmgi_8k.htm (8-K) — 76KB
• gmgi_ex25.htm (EX-2.5) — 54KB
• gmgi_ex101.htm (EX-10.1) — 39KB
• gmgi_ex102.htm (EX-10.2) — 71KB
• gmgi_ex103.htm (EX-10.3) — 10KB
• gmgi_ex104.htm (EX-10.4) — 10KB
• gmgi_ex105.htm (EX-10.5) — 165KB
• gmgi_ex106.htm (EX-10.6) — 212KB
• 0001477932-24-003781.txt ( ) — 900KB
• gmgi-20240617.xsd (EX-101.SCH) — 6KB
• gmgi-20240617_lab.xml (EX-101.LAB) — 14KB
• gmgi-20240617_cal.xml (EX-101.CAL) — 1KB
• gmgi-20240617_pre.xml (EX-101.PRE) — 9KB
• gmgi-20240617_def.xml (EX-101.DEF) — 2KB
• gmgi_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Fourth Amendment to Amended and Restated Sale and Purchase Agreement of Share Capital As previously disclosed in the Current Report on Form 8-K filed by Golden Matrix Group, Inc. (the " Company ", " Golden Matrix ", " we " and " us ") with the Securities and Exchange Commission (the " SEC ") on April 9, 2024, effective on April 1, 2024, we closed the transactions contemplated by that certain Sale and Purchase Agreement of Share Capital dated January 11, 2023 (as amended and restated from time to time, the " Purchase Agreement ") with Aleksandar Milovanovi (" Milovanovi "), Zoran Milosevic and Sneana Boovi (collectively, the " Sellers "), the owners of Meridian Tech Drutvo Sa Ogranienom Odgovornou Beograd, a private limited company formed and registered in and under the laws of the Republic of Serbia (" Meridian Serbia "); Drutvo Sa Ogranienom Odgovornou " Meridianbet " Drutvo Za Proizvodnju, Promet Roba I Usluga, Export Import Podgorica, a private limited company formed and registered in and under the laws of Montenegro; Meridian Gaming Holdings Ltd., a company formed and registered in the Republic of Malta; and Meridian Gaming (Cy) Ltd, a company formed and registered in the republic of Cyprus (collectively, the " Meridian Companies "). Pursuant to the Purchase Agreement, and effective on April 1, 2024, we acquired 100% of the Meridian Companies. As part of the consideration for the acquisition, the Sellers agreed to us deferring $18 million of the purchase price for the Meridian Companies until April 26, 2024 (the " Deferred Cash Consideration "), provided that if such amount was not paid by April 26, 2024, any unpaid amount was to accrue interest at the rate of three percent per annum (from the effective date of the closing (April 1, 2024) until paid in full). The Deferred Cash Consideration was not paid by April 26, 2024; however, on or around May 17th or May 20, 2024, a total of $11 million was paid to

02. Unregistered Sales of Equity Securities

Item 3.02. Unregistered Sales of Equity Securities. The information and disclosures set forth in Item 1.01 above are incorporated into this Item 3.02 by reference in their entirety. The Company claims an exemption from registration pursuant to Section 4(a)(2) and/or Rule 506 of Regulation D of the Securities Act of 1933, as amended (the " Securities Act "), for the issuance of the Debt Conversion Shares and Convertible Note, since the offer and sale of such securities did not involve a public offering and the recipient was an " accredited investor ". The securities were offered without any general solicitation by us or our representatives. No underwriters or agents were involved in the foregoing issuances and we paid no underwriting discounts or commissions. The securities are subject to transfer restrictions, and the certificates evidencing the securities or book-entry statements will contain an appropriate legend stating that such securities have not been registered under the Securities Act and may not be offered or sold absent registration or pursuant to an exemption therefrom. The securities were not registered under the Securities Act and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws. If converted in full, the maximum number of shares of common stock issuable upon conversion of the Convertible Note is 1,500,000 shares of common stock. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 18, 2024, the Board of Directors of the Company, with the recommendation of the Compensation Committee of the Board of Directors of the Company, approved the Company's entry into the following agreements, which were entered into on the same day: (1) a First Amendment to the First Amended and Restated Employment Agreement with

01. Other Events

Item 8.01. Other Events. On June 18, 2024, the Board of Directors, with the recommendation of the Compensation Committee of the Board of Directors of the Company approved an increase in the monthly compensation of non-executive members of the Board of Directors from $5,000 per month to $7,500 per month, effective June 1, 2024. 7

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits . Exhibit Number Description of Exhibit 2.1# Amended and Restated Sale and Purchase Agreement of Share Capital dated June 27, 2023 by and between Golden Matrix Group, Inc., as purchaser and the shareholders of: Meridian Tech Drutvo Sa Ogranienom Odgovornou Beograd, a private limited company formed and registered in and under the laws of the Republic of Serbia, Drutvo Sa Ogranienom Odgovornou "Meridianbet" Drutvo Za Proizvodnju, Promet Roba I Usluga, Export Import Podgorica, a private limited company formed and registered in and under the laws of Montenegro, Meridian Gaming Holdings Ltd., a company formed and registered in the Republic of Malta, and Meridian Gaming (Cy) Ltd, a company formed and registered in the Republic of Cyprus, as sellers (Filed as Exhibit 2.2 to the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 30, 2023, and incorporated by reference herein)(File No. 001-41326) 2.2 First Amendment to Amended and Restated Sale and Purchase Agreement of Share Capital dated September 22, 2023 by and between Golden Matrix Group, Inc., as purchaser and the shareholders of: Meridian Tech Drutvo Sa Ogranienom Odgovornou Beograd, a private limited company formed and registered in and under the laws of the Republic of Serbia, Drutvo Sa Ogranienom Odgovornou "Meridianbet" Drutvo Za Proizvodnju, Promet Roba I Usluga, Export Import Podgorica, a private limited company formed and registered in and under the laws of Montenegro, Meridian Gaming Holdings Ltd., a company formed and registered in the Republic of Malta, and Meridian Gaming (Cy) Ltd, a company formed and registered in the Republic of Cyprus, as sellers (Filed as Exhibit 2.2 to the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 28, 2023, and incorporated by reference herein)(File No. 001-41326) 2.3 Second Amendment to Amended and Restat

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