Form S-8 POS - Securities to be offered to employees in employee benefit plans, post-effective amendments
June 14 2024 - 4:08PM
Edgar (US Regulatory)
Registration
No. 333-250970
As
filed with the Securities and Exchange Commission on June 14, 2024.
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
Post-Effective
Amendment No. 1 to FORM S-8 Registration No. 333-250970
REGISTRATION
STATEMENT UNDER THE SECURITIES ACT OF 1933
ESPORTS
ENTERTAINMENT GROUP, INC.
(Exact
name of registrant as specified in its charter)
Nevada |
|
7900 |
|
26-3062752 |
(State
or other jurisdiction of
incorporation
or organization) |
|
(Primary Standard Industrial
Classification Code Number) |
|
(I.R.S.
Employer
Identification
Number) |
Block
6, Triq Paceville
St.
Julians, Malta, STJ 3109
+356
2713-1276
(Address,
including zip code, and telephone number, including area code, of
registrant’s principal executive offices)
State
Agent and Transfer Syndicate
112
North Curry St
Carson
City, Nevada 89703
(775)
882-1013
(Name,
address, including zip code, and telephone number,
including area code, of agent for service)
Copies
to:
Shane
Segarra, Esq.
Holland
& Knight LLP
701
Brickell Avenue, Suite 3300
Miami,
Florida 33131
Tel:
(305) 374-8500
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company,
or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller
reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
☐ |
Accelerated filer |
☐ |
Non-accelerated filer |
☒ |
Smaller reporting company |
☒ |
|
|
Emerging growth company |
☐ |
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
EXPLANATORY
NOTE
DEREGISTRATION
OF SECURITIES
This
Post-Effective Amendment (this “Post-Effective Amendment”), filed by Esports Entertainment Group, Inc., a Nevada corporation
(the “Company”), relates to the Registration Statement on Form S-8 (File No. 333-250970), originally filed by the Company
with the Securities and Exchange Commission on November 25, 2020, pertaining to the registration of 38 shares (1,500,000 shares pre reverse
stock splits subsequent to the initial filing of this Form S-8) of the Company’s common stock, $0.001 par value per share (“Common
Stock”), under the Company’s 2020 Equity Incentive Plan.
The
Company has terminated all offerings of its Common Stock pursuant to the Registration Statement. In accordance with the undertakings
made by the Company in the Registration Statement to remove from registration by means of a post-effective amendment any of the securities
that remain unsold or unissued at the termination of the offering, the Company is filing this Post-Effective Amendment to the Registration
Statement to withdraw and remove from registration any and all shares of Common Stock that remain unsold or otherwise unissued under
the Registration Statement.
SIGNATURES
Pursuant
to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8, and has duly caused this Post-Effective Amendment to Form S-8 Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City of Carson City, State of Nevada, on June 14, 2024.
|
ESPORTS ENTERTAINMENT GROUP, INC. |
|
|
|
By: |
/s/
Alex Igelman |
|
|
Alex
Igelman |
|
|
Chief
Executive Officer |
No
other person is required to sign this Post-Effective Amendment No. 1 in reliance upon Rule 478 under the Securities Act of 1933, as amended.
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