Milovanovic Group Amends Stake in Golden Matrix Group

TL;DR

Milovanovic group filed 13D/A for GMGI, updated ownership. Watch this space.

AI Summary

On August 28, 2024, Aleksandar Milovanovic, Snezana Bozovic, and Zoran Milosevic filed an amendment to their Schedule 13D for Golden Matrix Group, Inc. The filing indicates a change in beneficial ownership, with the group members collectively holding a significant stake in the company. The specific date of the event requiring this filing was June 17, 2024.

Why It Matters

This amendment signals a potential shift in control or influence for Golden Matrix Group, Inc., as key individuals have updated their beneficial ownership disclosures.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate significant ownership changes, which can lead to increased volatility and potential strategic shifts within the company.

Key Numbers

• 20240828 — Filing Date (Date the amendment was filed with the SEC)
• 20240617 — Event Date (Date of the event requiring the filing)

Key Players & Entities

• Aleksandar Milovanovic (person) — Filing party and group member
• Snezana Bozovic (person) — Group member
• Zoran Milosevic (person) — Group member
• Golden Matrix Group, Inc. (company) — Subject company
• 0001477932-24-005358 (filing_id) — Accession number for the filing

FAQ

Key Financial Figures

• $0.00001 — INC. (Name of Issuer) Common Stock, $0.00001 par value per share (Title of Class o
• $4,000,000 — anovi agreed to convert an aggregate of $4,000,000 of the Deferred Cash Consideration into
• $3.00 — Company, based on a conversion price of $3.00 per share (the " Debt Conversion Shares
• $4 million — re in full and complete satisfaction of $4 million of the Deferred Cash Consideration incl
• $3 million — ote ") which has a principal balance of $3 million and does not accrue interest unless an
• $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. Miloevi Employment Agreemen
• $396,000 — is to receive an annual basic salary of $396,000 (the " Basic Salary "), of which $174,2
• $174,240 — 96,000 (the " Basic Salary "), of which $174,240 is to be paid monthly (the " Monthly Sa
• $221,760 — nthly (the " Monthly Salary "); and (b) $221,760 is to be paid quarterly (the " Quarterl
• $216,000 — is to receive an annual basic salary of $216,000 (the " Basic Salary "), of which $145,2
• $145,200 — 16,000 (the " Basic Salary "), of which $145,200 is to be paid monthly (the " Monthly Sa
• $70,800 — nthly (the " Monthly Salary "); and (b) $70,800 is to be paid quarterly (the " Quarterl

Filing Documents

• gmgi_sc13da.htm (SC 13D/A) — 124KB
• 0001477932-24-005358.txt ( ) — 126KB

Security and Issuer

Item 1. Security and Issuer

of the Schedule 13D is amended and restated to read as follows

Item 1 of the Schedule 13D is amended and restated to read as follows: This Statement relates to the common stock, $0.00001 par value per share (the " Common Stock "), of Golden Matrix Group, Inc., a Nevada corporation (the " Issuer " or the " Company "). The principal executive offices of the Issuer are located at 3651 S. Lindell Road, Suite D131, Las Vegas, NV 89103.

Identity and Background

Item 2. Identity and Background The last paragraph of Item 2 of the Schedule 13D is amended and restated to read as follows: The Reporting Persons do not assume responsibility for the information contained in the Schedule 13Ds filed by the Separately Filing Group Members, except to the extent such information has been provided by the Reporting Persons. Based on information provided by the Separately Filing Group Members, the Reporting Persons believe that they and the Separately Filing Group Members together as a " group " may be deemed to collectively beneficially own in the aggregate 114,599,752 total voting shares or 83.8% of the Issuer's total voting shares, as of August 23, 2024. The Reporting Persons expressly disclaim beneficial ownership of any securities beneficially owned or acquired by the Separately Filing Group Members.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration

is hereby amended and supplemented by adding the following at the end thereof

Item 3 is hereby amended and supplemented by adding the following at the end thereof: Restricted Stock Grants On May 9, 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 grant of (a) 250,000 Restricted Stock Units (" RSUs "), to Zoran Miloevi, who serves as Chief Executive Officer of each of the Company's recently acquired subsidiaries, 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 (collectively, the " Meridian Companies "); and (b) 125,000 RSUs to Sneana Boovi, the Corporate Secretary of the Meridian Companies. CUSIP No. 381098300 Schedule 13D/A Page 6 of 11 The RSUs granted to Mr. Miloevi and Ms. Boovi, were issued in consideration for services rendered as employees of the Meridian Companies. The grants (and the Employee RSU grants discussed below) were required pursuant to the terms of that certain Sale and Purchase Agreement of Share Capital originally entered into on January 12, 2023 (as amended from time to time, the " Purchase Agreement "), pursuant to which the Company acquired the Meridian Companies effective April 1, 2024, from Aleksandar Milovanovi, Mr. Miloevi and Ms. Boovi (collectively, the " Sellers "). The RSUs described above vest at the rate of 1/2 of such RSUs based on (1) the Company meeting certain revenue, and (2) Adjusted EBITDA targets for the year ended December 31, 2024, as discussed below, to be settled in shares of common stock. Specifically, the RSUs

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer The information provided in Items 3 and 4 of this Schedule 13D is incorporated by reference herein. (a) and (b) The aggregate number of shares of Common Stock beneficially owned by each Reporting Person and, for each Reporting Person, the number of shares as to which there is sole power to vote or to direct the voting thereof, shared power to vote or to direct the voting thereof, sole power to dispose or to direct the disposition thereof, or shared power to dispose or to direct the disposition thereof, are set forth on rows 7 through 11 and row 13 of the cover pages of this Schedule 13D and are incorporated herein by this reference thereto. Item 2 and Item 4 of this Schedule 13D, which identifies the Reporting Persons and the Separately Filing Group Members and discloses the voting provisions of the Voting Agreement, is incorporated herein by this reference thereto. Due to the terms of the Voting Agreement, the Reporting Persons and Separately Filing Group Members may be deemed a group for the purposes of Section 13(d)(3) of the Exchange Act. The security interests reported in this Schedule 13D do not include security interests owned by the Separately Filing Group Members. The Separately Filing Group Members will file separate Schedule 13Ds reporting beneficial ownership of the Issuer's securities. The Reporting Persons assume no responsibility for the information contained in such Schedule 13Ds or any amendment thereto. The Separately Filing Group Members and the Reporting Persons may be deemed to collectively beneficially own in the aggregate 114,599,752 total voting shares or 83.8% of the Issuer's total voting shares, as of August 23, 2024. (c) The information in Item 3 is incorporated by reference into this Item 5(c) . (d) No other person has the right to receive or the power to direct the receipt of dividends from or the proceeds from the sale of the securities beneficially owned by the Reporting Persons. (e)

Contracts

Item 6. Contracts The information provided or incorporated by reference in Items 2 , 3 , 4 and 5 of this Schedule 13D, including, but not limited to the information regarding the Purchase Agreement, Series C Designation and Voting Agreement, Debt Conversion Agreement, Convertible Note, RSU Award Grant Agreements, and Employment Agreements, is hereby incorporated herein by reference.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits Exhibit No. Description 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 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) 3 Second Amendment to Amended and Restated Sale and Purchase Agreement of Share Capi

View Full Filing

View this SC 13D/A filing on SEC EDGAR