Super League Enterprise Files 8-K/A Amendment

TL;DR

SLGG filed an 8-K/A amendment for Sept 30th, updating material agreements, equity sales, and exec changes.

AI Summary

Super League Enterprise, Inc. filed an 8-K/A amendment on October 22, 2024, reporting events as of September 30, 2024. The filing includes updates on material definitive agreements, unregistered sales of equity securities, and changes in directors and officers, along with compensatory arrangements. It also covers other events and financial statements/exhibits.

Why It Matters

This amendment provides updated information on significant corporate events, including agreements, equity sales, and personnel changes, which could impact investor understanding of the company's current status.

Risk Assessment

Risk Level: medium — The filing involves updates on material agreements and unregistered equity sales, which can carry inherent risks and require careful investor scrutiny.

Key Players & Entities

• Super League Enterprise, Inc. (company) — Registrant
• September 30, 2024 (date) — Date of earliest event reported
• October 22, 2024 (date) — Filing date

FAQ

Key Financial Figures

• $0.001 — h registered Common Stock , par value $0.001 per share SLE Nasdaq Capital Market
• $20 million — operty, (c) cash in the amount of up to $20 million to come from divestiture of certain ass
• $30,000,000 — eive a credit facility in the amount of $30,000,000 from Infinite Reality, to be establishe
• $1.30 — Company's Common Stock being valued at $1.30 per share. The Exchange Agreement conta

Filing Documents

• slgg20241022_8ka.htm (8-K/A) — 42KB
• 0001437749-24-031791.txt ( ) — 182KB
• slgg-20240930.xsd (EX-101.SCH) — 3KB
• slgg-20240930_def.xml (EX-101.DEF) — 12KB
• slgg-20240930_lab.xml (EX-101.LAB) — 16KB
• slgg-20240930_pre.xml (EX-101.PRE) — 12KB
• slgg20241022_8ka_htm.xml (XML) — 3KB

01

Item 1.01 Entry into a Material Definitive Agreement. Entry into Binding Term Sheet On September 30, 2024, Super League Enterprise, Inc. (the " Company ") entered into a binding term sheet (the " Term Sheet ") with Infinite Reality, Inc. (" Infinite Reality "), whereby, subject to the satisfaction of certain conditions as more specifically set forth in the Term Sheet (including receipt of the approval of the Company's stockholders), and the entry into definitive documentation, the Company will: (i) acquire from Infinite Reality, (a) a perpetual, royalty free license to name and to create and host events for Drone Racing League, Inc., (b) to be determined esports assets and all related intellectual property, (c) cash in the amount of up to $20 million to come from divestiture of certain assets to be determined and/or other sources of capital, (d) TalentX and all related intellectual property, (e) Fearless Media and all related intellectual property, and (f) Thunder Studios and all related intellectual property (each an " Asset " and, collectively, the " Purchased Assets ")(the " Asset Acquisition "), in exchange the Company issuing that number of shares of a to-be designated class of its preferred stock equal in priority to existing Series A, AA and AAA preferred shares (the " Consideration Shares "), which Consideration Shares will be convertible into 75% of the then issued and outstanding shares of Super League's common stock, par value $0.001 per share (" Common Stock "), calculated at the time of the consummation of the Asset Acquisition; (ii) issue to Infinite Reality 2,499,090 shares of the Company's Common Stock, in exchange for 139,592 shares of Infinite Reality's common stock (the " Share Exchange "), pursuant to an Equity Exchange Agreement, and to appoint a designee of Infinite Reality to the Company's Board of Directors (the " Board ") upon the consummation of the Share Exchange (the " Closing "); and (iii) receive a credit facility in the amo

02

Item 3.02 Unregistered Sales of Equity Securities. The response to this item is included in Item 1.01, Entry into a Material Definitive Agreement, under " Entry into Equity Exchange Agreement ," and is incorporated herein in its entirety.

02

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. On October 4, 2024, the Company announced the appointment of Clark Callander to the Company's Board, together with the entry into the Exchange Agreement with Infinite Reality. Infinite Reality designated Mr. Clark to serve on the Company's Board pursuant to the Term Sheet between the Company and Infinite Reality; however, Mr. Clark's appointment was to be effective upon the consummation of the transactions contemplated by the Exchange Agreement, which Exchange Agreement is contemplated to be amended to provide for an initial closing on or before October 25, 2024, and a final closing following the Company's annual general meeting of stockholders anticipated to be held n or around December 2024. The Company will file a Current Report on Form 8-K upon execution of the contemplated amendment to the Exchange Agreement, which Current Report will disclose the formal appointment of Mr. Clark to the Company's Board as disclosed herein.

01

Item 8.01 Other Events On October 1, 2024, the Company issued a press release announcing the Transaction and the entry into the Term Sheet. A copy of the press release is attached hereto as Exhibit 99.1.

Financial Statements and Exhibits

Financial Statements and Exhibits . (d) Exhibits Index Exhibit No. Description 10.1 Binding Term Sheet, dated September 30, 2024, between Super League Enterprise, Inc., and Infinite Reality, Inc. (Incorporated by reference to Exhibit 10.1 to the Company 's Current Report on Form 8-K, filed with the SEC on October 4, 2024). 10.2 Equity Exchange Agreement, dated September 30, 2024, by and between Super League Enterprise, Inc., and Infinite Reality, Inc. (Incorporated by reference to Exhibit 10.2 to the Company 's Current Report on Form 8-K, filed with the SEC on October 4, 2024). 99.1 Press Release dated October 1, 2024. (Incorporated by reference to Exhibit 99.1 to the Company 's Current Report on Form 8-K, filed with the SEC on October 4, 2024). 104* Cover Page Interactive Data File (embedded within the Inline XBRL document) * Filed herewith. .

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 thereunto duly authorized. Super League Enterprise, Inc. Date: October 22, 2024 By: /s/ Clayton Haynes Clayton Haynes Chief Financial Officer

View Full Filing

View this 8-K/A filing on SEC EDGAR