Golden Matrix Group Files 8-K: Material Agreement & Equity Sales
Ticker: MRDN · Form: 8-K · Filed: Sep 12, 2025 · CIK: 1437925
| Field | Detail |
|---|---|
| Company | Golden Matrix Group, INC. (MRDN) |
| Form Type | 8-K |
| Filed Date | Sep 12, 2025 |
| Risk Level | medium |
| Pages | 10 |
| Reading Time | 11 min |
| Key Dollar Amounts | $0.00001, $10,000,000, $500,000, $100,000, $1.23 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, equity-sale, filing
Related Tickers: GMGI
TL;DR
GMGI filed an 8-K on 9/9/25 for a material agreement and equity sales. Details pending.
AI Summary
Golden Matrix Group, Inc. (GMGI) entered into a material definitive agreement on September 9, 2025. The company also reported on unregistered sales of equity securities and filed financial statements and exhibits. Specific details regarding the agreement and equity sales were not provided in this excerpt.
Why It Matters
This filing indicates significant corporate activity, including a new material agreement and equity transactions, which could impact the company's financial standing and future operations.
Risk Assessment
Risk Level: medium — The filing mentions a material definitive agreement and unregistered sales of equity securities, which can introduce financial and operational risks if not managed properly.
Key Players & Entities
- Golden Matrix Group, Inc. (company) — Registrant
- September 9, 2025 (date) — Date of Report
- Nevada (jurisdiction) — State of Incorporation
- 001-41326 (identifier) — Commission File Number
- 46-1814729 (identifier) — IRS Employer Identification No.
- 3651 Lindell Road, Suite D131 (address) — Principal Business Address
- Las Vegas, NV 89103 (address) — Principal Business Address
FAQ
What is the nature of the material definitive agreement entered into by Golden Matrix Group, Inc. on September 9, 2025?
The filing indicates a material definitive agreement was entered into on September 9, 2025, but the specific terms and parties involved are not detailed in the provided excerpt.
What type of equity securities were sold in the unregistered sales reported by Golden Matrix Group, Inc.?
The filing mentions unregistered sales of equity securities, but the specific type and amount of securities are not disclosed in this excerpt.
What are the key financial statements and exhibits filed with this 8-K report?
The filing states that financial statements and exhibits are included, but their specific content is not detailed in the provided text.
When was Golden Matrix Group, Inc. incorporated or organized?
Golden Matrix Group, Inc. was incorporated or organized in Nevada.
What is the principal business address of Golden Matrix Group, Inc.?
The principal business address of Golden Matrix Group, Inc. is 3651 Lindell Road, Suite D131, Las Vegas, NV 89103.
Filing Stats: 2,853 words · 11 min read · ~10 pages · Grade level 16.4 · Accepted 2025-09-12 08:00:46
Key Financial Figures
- $0.00001 — e on which registered Common Stock, $0.00001 Par Value Per Share GMGI The NASDAQ
- $10,000,000 — , among other consideration, a total of $10,000,000 eighteen (18) months after the Closing
- $500,000 — se Agreement to provide that a total of $500,000 of the 18 Month Non-Contingent Post-Clo
- $100,000 — 2025, and effective on August 29, 2025, $100,000 of 18 Month Non-Contingent Cash Conside
- $1.23 — n stock (based on a conversion price of $1.23 per share)(which shares are in the proc
- $1.02 — n stock (based on a conversion price of $1.02 per share, the closing sales price of t
Filing Documents
- gmgi_8k.htm (8-K) — 50KB
- gmgi_ex29.htm (EX-2.9) — 39KB
- gmgi_ex101.htm (EX-10.1) — 41KB
- 0001477932-25-006671.txt ( ) — 262KB
- gmgi-20250909.xsd (EX-101.SCH) — 5KB
- gmgi-20250909_lab.xml (EX-101.LAB) — 14KB
- gmgi-20250909_cal.xml (EX-101.CAL) — 1KB
- gmgi-20250909_pre.xml (EX-101.PRE) — 9KB
- gmgi-20250909_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. Eight 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 Miloevi (" Miloevi ") and Sneana Boovi (" Boovi ", and collectively with Milovanovi and Miloevi , the " Sellers "), the former 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, " MeridianBet Group "). Pursuant to the Purchase Agreement, on April 9, 2024 (the " Closing Date "), and effective on April 1, 2024, we acquired 100% of MeridianBet Group. Boovi is a member of the Board of Directors of the Company; Miloevi is the Chief Executive Officer of MeridianBet Group and Milovanovi is a greater than 5% stockholder of the Company. As part of the consideration for the acquisition, we agreed to pay the Sellers, among other consideration, a total of $10,000,000 eighteen (18) months after the Closing Date (the " 18 Month Non-Contingent Post-Closing Cash Consideration "), a portion of which has previously been converted int
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, and plans to claim, 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 Milovanovi Shares, 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 securities 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. 2
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 Restate
SIGNATURES
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. GOLDEN MATRIX GROUP, INC. Date: September 12, 2025 By: /s/ Anthony Brian Goodman Anthony Brian Goodman Chief Executive Officer 4