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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/14/21 Simplicity Esports & Gaming Co. 10-Q 2/28/21 62:4.6M M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 376K
2: EX-10.11 Material Contract HTML 25K
3: EX-31.1 Certification -- §302 - SOA'02 HTML 22K
4: EX-31.2 Certification -- §302 - SOA'02 HTML 22K
5: EX-32.1 Certification -- §906 - SOA'02 HTML 20K
12: R1 Document and Entity Information HTML 49K
13: R2 Condensed Consolidated Balance Sheets HTML 133K
14: R3 Condensed Consolidated Balance Sheets HTML 36K
(Parenthetical)
15: R4 Condensed Consolidated Statements of Operations HTML 97K
(Unaudited)
16: R5 Condensed Consolidated Statements of Changes in HTML 128K
Stockholders' Equity (Unaudited)
17: R6 Condensed Consolidated Statements of Cash Flows HTML 124K
(Unaudited)
18: R7 Organization and Description of Business HTML 32K
19: R8 Summary of Significant Accounting Policies HTML 37K
20: R9 Property and Equipment HTML 25K
21: R10 Intangible Assets HTML 36K
22: R11 Acquisitions HTML 35K
23: R12 Operating Lease Right-of-Use (ROU) Assets and HTML 25K
Operating Lease Liabilities
24: R13 Related Party Transactions HTML 24K
25: R14 Commitments and Contingencies HTML 30K
26: R15 Debt HTML 58K
27: R16 Stockholders' Equity HTML 44K
28: R17 Subsequent Events HTML 40K
29: R18 Summary of Significant Accounting Policies HTML 48K
(Policies)
30: R19 Summary of Significant Accounting Policies HTML 23K
(Tables)
31: R20 Property and Equipment (Tables) HTML 24K
32: R21 Intangible Assets (Tables) HTML 40K
33: R22 Acquisitions (Tables) HTML 28K
34: R23 Operating Lease Right-of-Use (ROU) Assets and HTML 24K
Operating Lease Liabilities (Tables)
35: R24 Debt (Tables) HTML 33K
36: R25 Stockholders' Equity (Tables) HTML 28K
37: R26 Organization and Description of Business (Details HTML 36K
Narrative)
38: R27 Summary of Significant Accounting Policies HTML 37K
(Details Narrative)
39: R28 Summary of Significant Accounting Policies - HTML 23K
Schedule of Computation of Dilutive Loss Per
Common Share (Details)
40: R29 Property and Equipment (Details Narrative) HTML 20K
41: R30 Property and Equipment - Schedule of Property and HTML 31K
Equipment (Details)
42: R31 Intangible Assets (Details Narrative) HTML 23K
43: R32 Intangible Assets - Schedule of Intangible Assets HTML 44K
(Details)
44: R33 Intangible Assets - Schedule of Future HTML 34K
Amortization of Intangible Assets (Details)
45: R34 Intangible Assets - Schedule of Goodwill (Details) HTML 25K
46: R35 Acquisitions (Details Narrative) HTML 83K
47: R36 Acquisitions - Schedule of Business Acquisition HTML 32K
(Details)
48: R37 Acquisitions - Schedule of Fair Value of Assets HTML 31K
Acquired (Details)
49: R38 Acquisitions - Schedule of Fair Value of Assets HTML 21K
Acquired (Details) (Parenthetical)
50: R39 Operating Lease Right-of-Use (ROU) Assets and HTML 20K
Operating Lease Liabilities (Details Narrative)
51: R40 Operating Lease Right-of-Use (ROU) Assets and HTML 38K
Operating Lease Liabilities - Schedule of Future
Base Operating Lease Payments (Details)
52: R41 Related Party Transactions (Details Narrative) HTML 40K
53: R42 Commitments and Contingencies (Details Narrative) HTML 69K
54: R43 Debt (Details Narrative) HTML 242K
55: R44 Debt - Schedule of Outstanding Debt Instrument HTML 34K
(Details)
56: R45 Debt - Schedule of Amortization Payments (Details) HTML 39K
57: R46 Stockholders' Equity (Details Narrative) HTML 341K
58: R47 Stockholders' Equity - Schedule of Outstanding HTML 47K
Stock Warrants (Details)
59: R48 Subsequent Events (Details Narrative) HTML 137K
61: XML IDEA XML File -- Filing Summary XML 109K
60: EXCEL IDEA Workbook of Financial Reports XLSX 91K
6: EX-101.INS XBRL Instance -- winr-20210228 XML 1.33M
8: EX-101.CAL XBRL Calculations -- winr-20210228_cal XML 176K
9: EX-101.DEF XBRL Definitions -- winr-20210228_def XML 593K
10: EX-101.LAB XBRL Labels -- winr-20210228_lab XML 1.02M
11: EX-101.PRE XBRL Presentations -- winr-20210228_pre XML 765K
7: EX-101.SCH XBRL Schema -- winr-20210228 XSD 166K
62: ZIP XBRL Zipped Folder -- 0001493152-21-008751-xbrl Zip 129K
Exhibit 10.11
THIRD AMENDMENT TO THE SERIES A-2 EXCHANGE
CONVERTIBLE NOTE ISSUED ON DECEMBER 20, 2018
THIS THIRD AMENDMENT to the Note (as defined below) (the “Amendment”) is entered into on April 14, 2021 (the “Effective Date”), by and between Simplicity Esports and Gaming Company, a Delaware corporation (the “Company”), and Maxim Group LLC (the “Holder” and collectively with the Company, the “Parties”).
BACKGROUND
A. The Company and Holder are the parties to that certain Series A-2 exchange convertible note in the original principal amount of $1,000,000, which was issued by the Company to the Holder on December 20, 2018 (as amended from time to time, the “Note”); and
B. The Parties desire to amend the Note as set forth expressly below.
NOW THEREFORE, in consideration of the execution and delivery of the Amendment and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
1. The Maturity Date (as defined in the Note) shall be extended to October 15, 2021.
2. The principal balance of the Note shall increase by $50,000 as of the Effective Date.
3. If the Note is not repaid in the entirety (in cash and/or shares of the Company’s common stock pursuant to conversion(s) of the Note per the terms of the Note) on or before April 30, 2021, the principal balance of the Note shall increase by $50,000.
4. If the Note is not repaid in the entirety (in cash and/or shares of the Company’s common stock pursuant to conversion(s) of the Note per the terms of the Note) on or before May 15, 2021, the principal balance of the Note shall increase by $50,000.
5. If the Note is not repaid in the entirety (in cash and/or shares of the Company’s common stock pursuant to conversion(s) of the Note per the terms of the Note) on or before July 15, 2021, the principal balance of the Note shall increase by $100,000.
6. If the Note is not repaid in the entirety (in cash and/or shares of the Company’s common stock pursuant to conversion(s) of the Note per the terms of the Note) on or before September 15, 2021, the principal balance of the Note shall increase by $100,000.
7. The Company shall, within five (5) business days after the Company’s receipt of the proceeds from the consummation of the second tranche of $999,996 under that certain stock purchase agreement entered into between the Company and Tiger Trout Capital Puerto Rico, LLC on or around March 31, 2021 (the “Tiger Trout Transaction”), pay $500,000 by wire transfer to the Holder which shall reduce the principal owed under the Note by $500,000.
8. While any portion of the Note is outstanding, if the Company receives cash proceeds from public offerings or private placements of the Company’s common stock to investors (except with respect to proceeds from officers and directors of the Company), the Company shall, within five (5) business days of Company’s receipt of such proceeds, inform the Holder of such receipt, following which the Holder shall have the right in its sole discretion to require the Company to immediately apply up to 25% of such proceeds received by the Company to repay the outstanding amounts owed under the Note (with the understanding that each dollar applied towards the repayment of the outstanding amounts owed under the Note pursuant to this Section 8 of this Amendment shall reduce the balance owed under the Note by one dollar). For the avoidance of doubt, this Section 8 of this Amendment shall not apply to the Tiger Trout Transaction.
9. This Amendment shall be deemed part of, but shall take precedence over and supersede any provisions to the contrary contained in the Note. Except as specifically modified hereby, all of the provisions of the Note, which are not in conflict with the terms of this Amendment, shall remain in full force and effect.
[Signature page to follow]
C:
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first above written.
| Simplicity Esports and Gaming Company | Maxim Group LLC | |||
| By: | /s/ Roman Franklin | By: | /s/ Clifford A. Teller | |
| Name: | Roman Franklin | Name: | Clifford A. Teller | |
| Title: | Chief Executive Officer | Title: | Executive Managing Director | |
| Head of Investment Banking | ||||
C:
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 10/15/21 | ||||
| 9/15/21 | ||||
| 7/15/21 | 3, S-1/A | |||
| 5/15/21 | ||||
| 4/30/21 | ||||
| Filed on: | 4/14/21 | |||
| 3/31/21 | 8-K | |||
| For Period end: | 2/28/21 | |||
| 12/20/18 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 9/27/22 Simplicity Esports & Gaming Co. 10-K 5/31/22 69:11M M2 Compliance LLC/FA 6/10/22 Simplicity Esports & Gaming Co. S-1 66:14M M2 Compliance LLC/FA 5/11/22 Simplicity Esports & Gaming Co. POS AM 66:14M M2 Compliance LLC/FA 4/21/22 Simplicity Esports & Gaming Co. S-1 66:14M M2 Compliance LLC/FA 4/08/22 Simplicity Esports & Gaming Co. S-1/A 4/07/22 81:15M M2 Compliance LLC/FA 1/10/22 Simplicity Esports & Gaming Co. S-1/A 65:13M M2 Compliance LLC/FA 11/16/21 Simplicity Esports & Gaming Co. POS AM 64:13M M2 Compliance LLC/FA 10/12/21 Simplicity Esports & Gaming Co. S-1/A 67:12M M2 Compliance LLC/FA 10/01/21 Simplicity Esports & Gaming Co. S-1 74:7.5M M2 Compliance LLC/FA 7/15/21 Simplicity Esports & Gaming Co. S-1/A 93:11M M2 Compliance LLC/FA 4/28/21 Simplicity Esports & Gaming Co. S-1 93:10M M2 Compliance LLC/FA 4/16/21 Simplicity Esports & Gaming Co. S-1/A 93:11M M2 Compliance LLC/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/06/21 Simplicity Esports & Gaming Co. 8-K:1,9 3/31/21 2:299K M2 Compliance LLC/FA 3/29/21 Simplicity Esports & Gaming Co. 8-K:5,7,8,9 3/18/21 4:433K M2 Compliance LLC/FA 3/16/21 Simplicity Esports & Gaming Co. 8-K:1,2,9 3/10/21 3:349K M2 Compliance LLC/FA 2/24/21 Simplicity Esports & Gaming Co. 8-K:1,2,9 2/19/21 3:337K M2 Compliance LLC/FA 12/02/20 Simplicity Esports & Gaming Co. 8-K:1,2,9 11/25/20 4:414K M2 Compliance LLC/FA |