ContractEsports Entertainment Group, Inc. • February 22nd, 2022 • Services-amusement & recreation services • New York
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(a) UNDER THE SECURITIES ACT OR OTHER LOAN SECURED BY SUCH SECURITIES
November 2, 2021Purchase Agreement • February 22nd, 2022 • Esports Entertainment Group, Inc. • Services-amusement & recreation services • New York
Reference is made to that certain Securities Purchase Agreement, dated as of May 28, 2021 (the “Purchase Agreement”), between Esports Entertainment Group, Inc. (the “Company”) and Alto Opportunity Master Fund, SPC – Segregated Master Portfolio B (the “Purchaser” and together with the Company, the “Parties”). Defined terms used herein but not defined herein shall have the meanings ascribed to such terms in the Purchase Agreement and the Note (as defined in the Purchase Agreement).
EXCHANGE AGREEMENTExchange Agreement • February 22nd, 2022 • Esports Entertainment Group, Inc. • Services-amusement & recreation services
This Exchange Agreement (the “Agreement”) is entered into as of the 22nd day of February, 2022, by and among Esports Entertainment Group, Inc., a Nevada corporation (the “Company”) and the investor signatory hereto (the “Holder”), with reference to the following facts:
