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NextPlay Technologies, Inc. Form 8-K: Current report, 2017

NextPlay Technologies, Inc. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2017-12-07: Form 8-K; Period of report 2017-12-07; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
  • 2017-11-27: Form 8-K; Period of report 2017-11-21; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; Details 1.01.
  • 2017-11-17: Form 8-K; Period of report 2017-10-17; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; Details 1.01.
  • 2017-09-25: Form 8-K; Period of report 2017-09-22; Description 1.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 1.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2017-12-078-K2017-12-072.02 Results of Operations and Financial Condition2.02 Results of Operations and Financial Condition.mkgi-8k_120717.htm
2017-11-278-K2017-11-211.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
2.01 As described above in Item 1.01, which information is incorporated in this Item 2.01 by reference, on November 21, 2017, we entered into the Property Purchase Agreement and acquired rights to the Property.
3.02 As described above in Item 1.01, in connection with the Property Purchase Agreement and Purchase Addendum, we issued 600,000 shares of restricted common stock to A-Tech.
mkgi-8k_112117.htm
2017-11-178-K2017-10-171.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
2.01 As described above in Item 1.01, which information is incorporated in this Item 2.01 by reference, on November 14, 2017, we entered into the Purchase Agreement and acquired rights to the Source Code.
3.02 As described above in Item 1.01 in October 2017 we issued the XPO Shares to XPO pursuant to the Platform Purchase Agreement and in November 2017 we issued the License Shares to the Licensors pursuant to the Purchase Agreement.
mkgi-8k_101717.htm
2017-09-258-K2017-09-221.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year1.01 Entry into a Material Definitive Agreement..
5.03 The Company previously designated (a) 3,000,000 shares of preferred stock as Non-Voting Series B 10% Cumulative Convertible Preferred Stock; (b) 3,000,000 shares of preferred stock as Non-Voting Series C 10% Cumulative Convertible Preferred Stock; and (c) 3,000,000 shares of preferred stock as Non-Voting Series D 10% Cumulative Convertible Preferred Stock.
mkgi-8k_092217.htm
2017-09-218-K2017-09-151.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
mkgi-8k_091517.htm
2017-09-058-K2017-08-241.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.
3.02 Unregistered Sales of Equity Securities.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
mkgi-8k_082417.htm
2017-08-148-K2017-08-113.02 Unregistered Sales of Equity Securities; 5.01 Changes in Control of Registrant; 7.01 Regulation FD Disclosure3.02 On August 11, 2017, Monaker Group, Inc. (the “Company”, “we” and “us”), closed the transactions contemplated by that certain July 31, 2017, Common Stock and Warrant Purchase Agreement (the “Purchase Agreement”), entered into between the Company and the 17 accredited investors named therein (collectively, the “Purchasers”), as described in greater detail in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on August 1, 2017 (the “Prior Form 8-K”).
5.01 As a result of the conversion of the Series A Preferred Stock described in Item 3.02 above (which description is incorporated by reference in this Item 5.01), effective on August 3, 2017, Mr. Kerby and Mr. Monaco no longer hold voting control over the Company’s voting securities and the Company does not, to the knowledge of the Company and its management, have one shareholder, or a group of shareholders, who have voting control over the Company (i.e., the ability to vote more than 51% of the Company’s outstanding voting stock).
7.01 The Company issued a press release on August 14, 2017, announcing the closing of the Offering.
mkgi-8k_081117.htm
2017-08-018-K2017-07-271.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure1.01 Entry into Material Definitive Agreement.
3.02 The Shares and Warrants were offered and will be sold to the Purchasers under the Purchase Agreement in transactions exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and state securities laws, in reliance on Section 4(a)(2) thereof and Rule 506(b) of Regulation D of the Securities Act and in reliance on similar exemptions under applicable state laws.
5.03 Effective July 27, 2017, the Board of Directors of the Company adopted Amended and Restated Bylaws (“Amended Bylaws”) completely replacing the Company’s prior Bylaws.
7.01 The Company issued a press release on August 1, 2017, announcing the Offering.
mkgi-8k_073117.htm
2017-04-258-K/A2017-04-193.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events3.02 We claim an exemption from registration for the issuance of the shares described above in Item 1.01 pursuant to Section 4(a)(2) and/or Rule 506 of Regulation D of the Securities Act of 1933, as amended (the “Securities Act”), since the foregoing issuance did not involve a public offering, the recipient was (i) an “accredited investor”; and/or (ii) had access to similar documentation and information as would be required in a Registration Statement under the Securities Act, and the recipient acquired the securities for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof.
5.02 On April 19, 2017, Monaker Group, Inc. (the “Company”, “we” and “us”) issued Omar Jimenez, the Company’s Chief Financial Officer, Chief Operating Officer and director, 100,000 shares of restricted common stock valued at $250,000 or $2.50 per share, as bonus compensation for the fiscal year ended February 28, 2017.
8.01 On April 18, 2017, the Board of Directors of the Company adopted charters of the Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee of the Board of the Directors, copies of which are filed herewith as Exhibits 99.1, 99.2 and 99.3, respectively.
mkgi-8k_041917.htm
2017-04-258-K2017-04-193.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events3.02 We claim an exemption from registration for the issuance of the shares described above in Item 1.01 pursuant to Section 4(a)(2) and/or Rule 506 of Regulation D of the Securities Act of 1933, as amended (the “Securities Act”), since the foregoing issuance did not involve a public offering, the recipient was (i) an “accredited investor”; and/or (ii) had access to similar documentation and information as would be required in a Registration Statement under the Securities Act, and the recipient acquired the securities for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof.
5.02 On April 19, 2017, Monaker Group, Inc. (the “Company”, “we” and “us”) issued Omar Jimenez, the Company’s Chief Financial Officer, Chief Operating Officer and director, 100,000 shares of restricted common stock valued at $250,000 or $2.50 per share, as bonus compensation for the fiscal year ended February 28, 2017.
8.01 On April 18, 2017, the Board of Directors of the Company adopted charters of the Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee of the Board of the Directors, copies of which are filed herewith as Exhibits 99.1, 99.2 and 99.3, respectively.
mkgi-8k_041917.htm
2017-03-108-K2017-03-011.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
3.02 We claim an exemption from registration for the issuances and sales of the Units described above in Item 1.01 (which descriptions are incorporated in this Item 3.02 by reference) pursuant to Section 4(a)(2) and/or Rule 506 of Regulation D of the Securities Act of 1933, as amended (the “Securities Act”), since the foregoing issuances did not involve a public offering, the recipients were “accredited investors”, the recipients acquired the securities for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof.
mkgi-8k_030117.htm
2017-02-088-K2017-01-271.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
3.02 We claim an exemption from registration for the issuances and sales of the Units, 20,000 shares issued to Mr. Orange and 20,000 warrants granted to Mr. Orange pursuant to the September 8, 2016 consulting agreement, the shares of common stock issued upon exercise of the Warrants, and the grant of the January 26, 2017 warrants described above in Item 1.01 (which descriptions are incorporated in this Item 3.02 by reference) pursuant to Section 4(a)(2) and/or Rule 506 of Regulation D of the Securities Act of 1933, as amended (the “Securities Act”), since the foregoing issuances and grants did not involve a public offering, the recipients were (a) “accredited investors”; and/or (b) had access to similar documentation and information as would be required in a Registration Statement under the Securities Act, the recipients acquired the securities for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof.
5.02 On January 27, 2017, the Board of Directors of the Company, pursuant to the power vested in the Board of Directors by the Company’s Bylaws and the Nevada Revised Statutes, appointed Robert J. Post and Omar J. Jimenez, as members of the Board of Directors.
7.01 On January 31, 2017, the Company issued a press release disclosing the appointment of Mr. Post.
mkgi-8k_012717.htm
2017-01-318-K2017-01-055.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 On January 5, 2017, the Board of Directors of Monaker Group, Inc. (the “Company”), pursuant to the power vested in the Board of Directors by the Company’s Bylaws and the Nevada Revised Statutes, appointed Simon Orange as a member of the Board of Directors.
7.01 On January 5, 2017, the Company issued a press release discussing the appointment of Mr. Orange.
mkgi-8k_010517.htm