NextPlay Technologies, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2019-12-27: Form 8-K; Period of report 2019-12-27; Description 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 2.03.
- 2019-12-09: Form 8-K; Period of report 2019-12-09; Description 1.01 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; Details 1.01.
- 2019-11-07: Form 8-K/A; Period of report 2019-10-29; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 1.01.
- 2019-11-04: Form 8-K; Period of report 2019-10-29; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2019-12-27 | 8-K | 2019-12-27 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 On December 27, 2019, Monaker Group, Inc. (the “Company”, “we” and “us”), borrowed an additional $300,000 from the Donald P. Monaco Insurance Trust, of which Donald P. Monaco is the trustee and the Chairman of the Board of Directors of the Company (the “Monaco Trust”), under the terms of an Amended and Restated Promissory Note. | mkgi-8k_122719.htm |
| 2019-12-09 | 8-K | 2019-12-09 | 1.01 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 | 1.01 Entry into a Material Definitive Agreement. 2.03 The information in Item 1.01 regarding the Revolving Monaco Trust Note is incorporated in this Item 2.03 by reference. | mkgi-8k_120919.htm |
| 2019-11-07 | 8-K/A | 2019-10-29 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.01 The information and disclosures in Item 1.01 above relating to the Stock Purchase Agreements and the sale of Verus shares are incorporated into this Item 2.01 by reference in their entirety. 2.03 On October 29, 2019, the Company entered into Promissory Notes in the amount of $150,000 and $25,000, with Robert J. Mendola, Jr. and Pasquale LaVecchia, respectively, two of its directors (the “Promissory Notes”) to evidence amounts borrowed from such directors. | mkgi-8ka_102919.htm |
| 2019-11-04 | 8-K | 2019-10-29 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.01 The information and disclosures in Item 1.01 above relating to the Stock Purchase Agreements and the sale of Verus shares are incorporated into this Item 2.01 by reference in their entirety. 2.03 On October 29, 2019, the Company entered into Promissory Notes in the amount of $150,000 and $25,000, with Robert J. Mendola, Jr. and Pasquale LaVecchia, respectively, two of its directors (the “Promissory Notes”) to evidence amounts borrowed from such directors. | mkgi-8k_102919.htm |
| 2019-10-30 | 8-K | 2019-10-24 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 24, 2019, the Board of Directors (the “Board”) of Monaker Group, Inc. (the “Company”, “we” and “us”), pursuant to the power provided to the Board of Directors by the Bylaws of the Company, as amended, increased the number of members of the Board of Directors of the Company from seven (7) to eight (8), and immediately thereafter, on October 24, 2019, the Board and the Nominating and Corporate Governance Committee of the Board appointed Alexandra C. Zubko as a member of the Board to fill such newly created vacancy. | mkgi-8k_102419.htm |
| 2019-10-11 | 8-K | 2019-10-09 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective on October 9, 2019, the Board of Directors of Monaker Group, Inc. (the “Company”), appointed Mr. Sirapop ‘Kent’ Taepakdee, the Controller of the Company, as the principal financial and accounting officer of the Company, taking the position of Mr. Omar Jimenez, the Chief Financial Officer of the Company, who is dealing with certain health issues. | mkgi-8k_100919.htm |
| 2019-08-22 | 8-K | 2019-08-21 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.01 The discussion of the acquisition of the IP Assets and the IP Purchase Agreement in Item 1.01 above is incorporated by reference into this Item 2.01 in its entirety. 2.03 The discussion of the Management Agreement in Item 1.01 above is incorporated by reference into this Item 2.03 in its entirety. 3.02 In consideration for the acquisition of the IP Assets, as discussed in Item 1.01, above, the Company issued IDS 1,968,000 shares of restricted common stock. 8.01 On August 22, 2019, the Company released a press release announcing the closing of the acquisition described in Item 1.01 above. | mkgi-8k_082119.htm |
| 2019-08-21 | 8-K | 2019-08-21 | 8.01 Other Events | 8.01 As previously reported by Monaker Group, Inc. (the “Company”, “we” and “us”) on: (a) March 5, 2019, the Company received a letter from The Nasdaq Listing Qualifications Staff of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that the Company was not in compliance with the rules for continued listing as set forth in Nasdaq Listing Rule 5620(a)(the “Annual Meeting Rule”), because the Company had not yet held an annual meeting of shareholders within twelve months of the end of the Company’s fiscal year ended February 28, 2018; and (b) February 11, 2019, the Company received a letter from Nasdaq notifying the Company that the Company no longer complied with Nasdaq’s independent director requirement as set forth in Listing Rule 5605(b)(1)(the “Independent Director Rule”) because a majority of the Company’s Board of Directors was not comprised of “independent directors” as defined in Rule 5605. | mkgi-8k_082119.htm |
| 2019-08-20 | 8-K | 2019-08-14 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 As previously reported by Monaker Group, Inc. (the “Company”, “we” and “us”) in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 5, 2019, on February 4, 2019, the Company entered into a revolving Promissory Note in the amount of up to $700,000 (the “Revolving Note”), with the Donald P. Monaco Insurance Trust, of which Donald P. Monaco is the trustee and the Chairman of the Board of Directors of the Company (the “Monaco Trust”). | mkgi-8k_081419.htm |
| 2019-08-19 | 8-K | 2019-08-15 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders | 5.02 On August 15, 2019, Monaker Group, Inc. (“we”, “us” or the “Company”) held its combined 2019/2020 Annual Meeting of Stockholders (the “Meeting”). 5.07 At the Meeting, an aggregate of 4,804,610 shares of voting stock, or 44.8% of our 10,713,806 total outstanding voting shares as of June 20, 2019, the record date for the Meeting (the “Record Date”), were present at or were voted at the Meeting, constituting a quorum. | mkgi-8k_081519.htm |
| 2019-08-02 | 8-K | 2019-07-29 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 As previously reported by Monaker Group, Inc. (the “Company”, “we” and “us”) in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 5, 2019, on February 4, 2019, the Company entered into a revolving Promissory Note in the amount of up to $700,000 (the “Revolving Note”), with the Donald P. Monaco Insurance Trust, of which Donald P. Monaco is the trustee and the Chairman of the Board of Directors of the Company (the “Monaco Trust”). | mkgi-8k_072919.htm |
| 2019-07-12 | 8-K | 2019-07-11 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 As previously reported by Monaker Group, Inc. (the “Company”, “we” and “us”) in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 5, 2019, on February 4, 2019, the Company entered into a revolving Promissory Note in the amount of up to $700,000 (the “Revolving Note”), with the Donald P. Monaco Insurance Trust, of which Donald P. Monaco is the trustee and the Chairman of the Board of Directors of the Company (the “Monaco Trust”). | mkgi-8k_071119.htm |
| 2019-06-28 | 8-K | 2019-06-25 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.03 As previously reported by Monaker Group, Inc. (the “Company”, “we” and “us”) in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 5, 2019, on February 4, 2019, the Company entered into a Promissory Note in the amount of up to $700,000 (the “Note”), with the Donald P. Monaco Insurance Trust, of which Donald P. Monaco is the trustee and the Chairman of the Board of Directors of the Company (the “Monaco Trust”) and on the same date borrowed $150,000 under the Note. 5.02 (b) Effective on June 25, 2019, Mr. Omar Jimenez, the Chief Operating Officer, Chief Financial Officer, Treasurer, Secretary and Director of the Company, provided notice to the Company of the fact that he does not intend to stand for re-election at the Company’s combined 2020/2019 annual meeting of shareholders to be held on August 15, 2019. | mkgi-8k_062519.htm |
| 2019-06-27 | 8-K | 2019-06-27 | 8.01 Other Events | 8.01 On June 27, 2019, Monaker Group, Inc. released a press release disclosing the nomination of two new members to the board of directors of the company, for appointment to the company’s board of directors at the combined 2020/2019 annual meeting of the company which will be held on August 15, 2019. | mkgi-8k_062719.htm |
| 2019-06-19 | 8-K | 2019-06-19 | 8.01 Other Events | 8.01 On June 19, 2019, Monaker Group, Inc. released a press release disclosing the date of its combined 2020/2019 annual meeting and information regarding the date shareholder proposals for that meeting need to be received by. | mkgi-8k_061919.htm |
| 2019-06-17 | 8-K | 2019-06-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective on June 14, 2019, the Compensation Committee of the Board of Directors of Monaker Group, Inc. (the “Company”, “we” and “us”) approved a bonus to be paid to Mr. William Kerby, the Chief Executive Officer of the Company (which bonus was ratified by the Board of Directors), equal to 40% of his base salary ($400,000 or a bonus of $160,000 (the “Bonus”)), for his efforts and actions on behalf of the Company during fiscal 2019. | mkgi-8k_061419.htm |
| 2019-05-21 | 8-K | 2019-05-16 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 Effective on May 16, 2019, M&K CPAS, PLLC (“M&K”) resigned as the independent registered public accounting firm of Monaker Group, Inc. (the “Company”, “we” and “us”). | mkgi-8k_051619.htm |
| 2019-05-09 | 8-K | 2019-05-09 | 8.01 Other Events | 8.01 On May 9, 2019, Monaker Group, Inc. released a press release disclosing the status of the integration of its Monaker Booking Engine (MBE) with Trisept Solutions. | mkgi-8k_050919.htm |
| 2019-04-30 | 8-K | 2019-04-30 | 8.01 Other Events | 8.01 On April 30, 2019, Monaker Group, Inc. disclosed the closing of its previously announced public offering and the full exercise of the underwriters’ over-allotment option in connection therewith. | mkgi-8k_043019.htm |
| 2019-04-25 | 8-K | 2019-04-25 | 1.01 Entry into a Material Definitive Agreement | 1.01 On April 25, 2019, Monaker Group, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with the several Underwriters named in the Underwriting Agreement (the “Underwriters”) for whom Roth Capital Partners, LLC is acting as representative, relating to the public offering, issuance and sale by the Company of 870,000 shares of its common stock, par value $0.00001 per share (“Common Stock”), at an offering price to the public of $2.00 per share. | mkgi-8k_042519.htm |
| 2019-04-24 | 8-K | 2019-04-24 | 8.01 Other Events | 8.01 On April 24, 2019, Monaker Group, Inc. announced that it has commenced an underwritten public offering of its common stock. | mkgi-8k_042419.htm |
| 2019-04-11 | 8-K | 2019-04-10 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | mkgi-8k_041119.htm |
| 2019-04-04 | 8-K | 2019-04-03 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 On April 3, 2019, Monaker Group, Inc. (the “Company”, “we” and “us”), borrowed $125,000 from William Kerby, the Chief Executive Officer and member of the Board of Directors of the Company. | mkgi-8k_040319.htm |
| 2019-03-29 | 8-K | 2019-03-27 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 As previously reported by Monaker Group, Inc. (the “Company”, “we” and “us”) in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 5, 2019, on February 4, 2019, the Company entered into a Promissory Note in the amount of up to $700,000 (the “Note”), with the Donald P. Monaco Insurance Trust, of which Donald P. Monaco is the trustee and the Chairman of the Board of Directors of the Company (the “Monaco Trust”) and on the same date borrowed $150,000 under the Note. | mkgi-8k_032719.htm |
| 2019-03-15 | 8-K | 2019-03-12 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | mkgi-8k_031219.htm |
| 2019-03-08 | 8-K | 2019-03-05 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On March 5, 2019, Monaker Group, Inc. (the “Company”, “we” or “us”) received a letter (the “Letter”) from The Nasdaq Listing Qualifications Staff of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that, the Company was not in compliance with the rules for continued listing as set forth in Nasdaq Listing Rule 5620(a), because the Company has not yet held an annual meeting of shareholders within twelve months of the end of the Company’s fiscal year ended February 28, 2018. | mkgi-8k_030519.htm |
| 2019-03-06 | 8-K | 2019-03-05 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 Entry into a Material Definitive Agreement. 3.02 We claim an exemption from registration for the issuance 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(b) 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 is (a) an “accredited investor”; and/or (b) had access to similar documentation and information as would be required in a Registration Statement under the Securities Act, 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. | mkgi-8k_030519.htm |
| 2019-02-15 | 8-K | 2019-02-14 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 As previously reported by Monaker Group, Inc. (the “Company”, “we” and “us”) in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 5, 2019, on February 4, 2019, the Company entered into a Promissory Note in the amount of up to $700,000 (the “Note”), with the Donald P. Monaco Insurance Trust, of which Donald P. Monaco is the trustee and the Chairman of the Board of Directors of the Company (the “Monaco Trust”) and on the same date borrowed $150,000 under the Note. | mkgi-8k_021419.htm |
| 2019-02-12 | 8-K | 2019-02-11 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On February 11, 2019, Monaker Group, Inc. (the “Company”, “we” or “us”) received a letter (the “Letter”) from The Nasdaq Listing Qualifications Staff of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that, as a result of the resignation from the Board of Directors of the Company, on January 23, 2019, of Mr. Robert J. Post (as previously reported in the Current Report on Form 8-K filed by the Company on January 24, 2019), the Company no longer complies with Nasdaq’s independent director requirement as set forth in Listing Rule 5605. | mkgi-8k_021119.htm |
| 2019-02-05 | 8-K | 2019-02-04 | 1.01 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; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.03 The information in Item 1.01 regarding the Monaco Trust Note is incorporated in this Item 2.03 by reference. 8.01 On February 5, 2019, the Company filed a press release disclosing the items described in Item 1.01 above. | mkgi-8k_020419.htm |
| 2019-01-24 | 8-K | 2019-01-23 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 23, 2019, Mr. Robert J. Post, a member of the Board of Directors of Monaker Group, Inc. (the “Company”), resigned from the Board of Directors to pursue other business opportunities. | mkgi-8k_012319.htm |