o None
Entity Type
0001454742
HDS INTERNATIONAL CORP.
GMV Wireless, Inc.
 
x Corporation
o Limited Partnership
o Limited Liability Company
o General Partnership
o Business Trust
o Other
Name of Issuer
 GOOD GAMING, INC.
Jurisdiction of Incorporation/Organization
NEVADA
 
Year of Incorporation/Organization
  x Over Five Years Ago
  o Within Last Five Years (Specify Year)  
  o Yet to Be Formed  



2. Principal Place of Business and Contact Information
Name of Issuer  
 GOOD GAMING, INC.  
Street Address 1 Street Address 2
 415 MCFARLAN ROAD  SUITE 108
City State/Province/Country ZIP/Postal Code Phone No. of Issuer
 KENNETT SQUARE  PENNSYLVANIA  19348  888-295-7279 



3. Related Persons
Last Name First Name Middle Name
Dorwart David
Street Address 1 Street Address 2
415 McFarlan Road Suite 108
City State/Province/Country ZIP/Postal Code
Kennett Square PENNSYLVANIA 19348
Relationship: x Executive Officer x Director o Promoter
Clarification of Response (if Necessary)
 

Last Name First Name Middle Name
Fontana Domenic
Street Address 1 Street Address 2
415 McFarlan Road Suite 108
City State/Province/Country ZIP/Postal Code
Kennett Square PENNSYLVANIA 19348
Relationship: x Executive Officer x Director o Promoter
Clarification of Response (if Necessary)
 

Last Name First Name Middle Name
Axt Jordan
Street Address 1 Street Address 2
415 McFarlan Road Suite 108
City State/Province/Country ZIP/Postal Code
Kennett Square PENNSYLVANIA 19348
Relationship: x Executive Officer x Director o Promoter
Clarification of Response (if Necessary)
 

 


4. Industry Group
o Agriculture   Health Care o Retailing
  Banking & Financial Services   o Biotechnology o Restaurants
  o Commercial Banking   o Health Insurance   Technology
  o Insurance   o Hospitals & Physicians   o Computers
  o Investing   o Pharmaceuticals   o Telecommunications
  o Investment Banking   o Other Health Care   x Other Technology
  o Pooled Investment Fund

        Travel
  o Other Banking & Financial Services o Manufacturing   o Airlines & Airports
  Real Estate   o Lodging & Conventions
  o Commercial   o Tourism & Travel Services
  o Construction   o Other Travel
  o REITS & Finance o Other
  o Residential  
  o Other Real Estate  
o Business Services  
  Energy  
  o Coal Mining  
  o Electric Utilities  
  o Energy Conservation  
  o Environmental Services  
  o Oil & Gas  
  o Other Energy  


5. Issuer Size
Revenue Range Aggregate Net Asset Value Range
o No Revenues o No Aggregate Net Asset Value
x $1 - $1,000,000 o $1 - $5,000,000
o $1,000,001 - $5,000,000 o $5,000,001 - $25,000,000
o $5,000,001 - $25,000,000 o $25,000,001 - $50,000,000
o $25,000,001 - $100,000,000 o $50,000,001 - $100,000,000
o Over $100,000,000 o Over $100,000,000
o Decline to Disclose o Decline to Disclose
o Not Applicable o Not Applicable


6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
o Rule 504(b)(1) (not (i), (ii) or (iii)) o Rule 505
o Rule 504 (b)(1)(i) x Rule 506(b)
o Rule 504 (b)(1)(ii) o Rule 506(c)
o Rule 504 (b)(1)(iii) o Securities Act Section 4(a)(5)
  o Investment Company Act Section 3(c)

7. Type of Filing
o New Notice Date of First Sale  2021-11-16 o First Sale Yet to Occur
x Amendment

8. Duration of Offering
Does the Issuer intend this offering to last more than one year? o Yes x No

9. Type(s) of Securities Offered (select all that apply)
o Pooled Investment Fund Interests x Equity
o Tenant-in-Common Securities o Debt
o Mineral Property Securities x Option, Warrant or Other Right to Acquire Another Security
x Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security o Other (describe)
   


10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? o Yes x No
 
Clarification of Response (if Necessary)  
  

11. Minimum Investment
Minimum investment accepted from any outside investor $ 0 USD

12. Sales Compensation
Recipient Recipient CRD Number o None
 H.C. Wainwright & Co., LLC  375
(Associated) Broker or Dealer x None (Associated) Broker or Dealer CRD Number x None
     
Street Address 1 Street Address 2
 430 PARK VANUE   
City State/Province/Country ZIP/Postal Code
 NEW YORK  NEW YORK  10022
State(s) of Solicitation o All States o Foreign/Non-US
 NEVADA
 NEW JERSEY
 NEW YORK
 

 



13. Offering and Sales Amounts
Total Offering Amount $ 3100000 USD o Indefinite
Total Amount Sold $ 3100000 USD  
Total Remaining to be Sold $ 0 USD o Indefinite
 
Clarification of Response (if Necessary)
 Consists of 15,922,156 shares of common stock, pre-funded warrants to purchase 4,811,181 shares of common stock and warrants to purchase up to an aggregate of 20,733,337 shares of common stock at an exercise price of $.20 per share.


14. Investors
o Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of such non-accredited investors who already have invested in the offering
 
  Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering: 6


15. Sales Commissions & Finders’ Fees Expenses
Provide separately the amounts of sales commissions and finders' fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
Sales Commissions $ 232500 USD o Estimate
Finders' Fees $ 0 USD o Estimate
 
Clarification of Response (if Necessary)
 Also paid (i) 1.0% management fee; (ii) $35,000 for non-accountable expenses; (iii) up to $50,000 for fees, legal, and other expenses; and (iv) 1,658,667 placement agent warrants at an exercise price of $0.1875 per share.


16. Use of Proceeds
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
  $ 0 USD x
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