Super League Enterprise Files 8-K: Material Agreement & Equity Sales

TL;DR

SLGG filed an 8-K on 3/12/24 for a material agreement and equity sales.

AI Summary

Super League Enterprise, Inc. announced on March 12, 2024, that it entered into a Material Definitive Agreement. The company also reported on unregistered sales of equity securities and filed financial statements and exhibits. The filing details include the company's address in Santa Monica, California, and its former names, Super League Gaming, Inc. and Nth Games, Inc.

Why It Matters

This 8-K filing indicates significant corporate actions, including a material definitive agreement and unregistered equity sales, which could impact the company's financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing involves unregistered sales of equity securities and a material definitive agreement, which can introduce financial and operational risks.

Key Numbers

• 001-38819 — SEC File Number (Identifies the company's filing with the SEC.)
• 47-1990734 — IRS Employer Identification Number (Company's tax identification number.)

Key Players & Entities

• Super League Enterprise, Inc. (company) — Registrant
• Super League Gaming, Inc. (company) — Former Company Name
• Nth Games, Inc. (company) — Former Company Name
• March 12, 2024 (date) — Date of earliest event reported
• 2912 Colorado Avenue, Suite #203 Santa Monica, California 90404 (address) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — h registered Common Stock , par value $0.001 per share SLE Nasdaq Capital Market

Filing Documents

• slgg20240314_8k.htm (8-K) — 25KB
• ex_639394.htm (EX-10.1) — 18KB
• 0001437749-24-008044.txt ( ) — 185KB
• slgg-20240312.xsd (EX-101.SCH) — 3KB
• slgg-20240312_def.xml (EX-101.DEF) — 12KB
• slgg-20240312_lab.xml (EX-101.LAB) — 16KB
• slgg-20240312_pre.xml (EX-101.PRE) — 12KB
• slgg20240314_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On March 12, 2024, Super League Enterprise, Inc. (the " Company "), entered into that certain Mutual General Release and Settlement Agreement (the " Agreement ") with 3i, LP, a Delaware limited partnership (" 3i "), Nomis Bay Ltd., a Bermuda Corporation (" Nomis "), and BPY Limited, a Bermuda Corporation (" BPY ") (together with 3i and Nomis, the " Investors "), whereby the Company, among other things, issued an aggregate of 500,000 shares of the Company's common stock, $0.001 par value (the " Shares "), to the Investors in consideration of the mutual release of any and all claims between the Company and the Investors arising from that certain Securities Purchase Agreement, dated May 16, 2022, by and between the Company and the Investors (the " SPA "). Pursuant to the terms of the Agreement, the Company has agreed to register the Shares on a Registration Statement on Form S-3 to be filed with the Securities and Exchange Commission. Other than with respect to the Agreement, there is no relationship between the Company or its affiliates with the Investors or their affiliates. The forgoing description of the Agreement is qualified in its entirety by reference to the full text of the document, a copy of which is filed herewith as Exhibit 10.1. The forgoing description of the SPA and Note are qualified in their entirety by reference to the full text of the documents, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to the Company's Current Report on Form 8-K filed on May 16, 2022.

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. See Item 1.01.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits . (d) Exhibits Index Exhibit No. Description 10.1 Mutual General Release and Settlement Agreement by and between 3i, LP, Nomis Bay Ltd. and BPY Limited and Super League Enterprise, Inc., dated March 12, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: March 15, 2024 By: /s/ Clayton Haynes Clayton Haynes Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR