0001469709-18-000067.txt : 20180426 0001469709-18-000067.hdr.sgml : 20180426 20180426112830 ACCESSION NUMBER: 0001469709-18-000067 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180426 ITEM INFORMATION: Changes in Registrant's Certifying Accountant ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20180426 DATE AS OF CHANGE: 20180426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ESPORTS ENTERTAINMENT GROUP, INC. CENTRAL INDEX KEY: 0001451448 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 263062752 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-156302 FILM NUMBER: 18777101 BUSINESS ADDRESS: STREET 1: 155 JOLLY HARBOUR STREET 2: UNITS 13/14 CITY: ST MARY'S STATE: B9 ZIP: 00000 BUSINESS PHONE: 268-562-9111 MAIL ADDRESS: STREET 1: 155 JOLLY HARBOUR STREET 2: UNITS 13/14 CITY: ST MARY'S STATE: B9 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: VGambling Inc. DATE OF NAME CHANGE: 20150402 FORMER COMPANY: FORMER CONFORMED NAME: VGambling, Inc. DATE OF NAME CHANGE: 20140815 FORMER COMPANY: FORMER CONFORMED NAME: DK Sinopharma, Inc. DATE OF NAME CHANGE: 20100615 8-K 1 gmbl8k_042618apg.htm GMBL 8-K 04/26/18 GMBL 8-K 04/26/18

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K


CURRENT REPORT


Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported) April 26, 2018


ESPORTS ENTERTAINMENT GROUP, INC.
(Exact name of registrant as specified in its charter)


Nevada

333-156302

26-3062752

(State or other jurisdiction of

(Commission File Number)

(IRS Employer

incorporation)

 

Identification No.)

  

 

 

Commercial Centre, Jolly Harbour

St. Mary’s, Antigua and Barbuda

(Address of principal executive offices)


Registrant’s telephone number, including area code (268) 562-9111


_____________________________________________
(Former name or former address, if changed since last report.)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 
[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12) 
[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b)) 
[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c)) 


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (/Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter).


Emerging growth company [X]


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    [  ]



 

Item 4.01        Changes in Registrant’s Certifying Accountant

 

(b)

New independent registered public accounting firm

 

(1)

On April 24, 2018, the Company engaged UHY McGovern Hurley LLP, Chartered Professional Accountants as its new independent registered public accounting firm. During the two most recent fiscal years and through April 24, 2018, the Company had not consulted with UHY McGovern Hurley LLP, Chartered Professional Accountants regarding any of the following:

 

 

 

 

 

 

(i)

The application of accounting principles to a specific transaction, either completed or proposed;

 

 

 

 

 

 

(ii)

The type of audit opinion that might be rendered on the Company’s financial statements, and none of the following was provided to the Company: (a) a written report, or (b) oral advice that UHY McGovern Hurley LLP, Chartered Professional Accountants concluded was an important factor considered by the Company in reaching a decision as to accounting, auditing or financial reporting issue; or

 

 

 

 

 

 

(iii)

Any matter that was subject to a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K.

 

 

Item 7.01      Regulation FD Disclosure

 

A copy of the news release dated April 26, 2018 announcing the appointment of a new auditor is filed as Exhibit 99.1 to this current report and is hereby incorporated by reference.


 

Item 9.01      Financial Statements and Exhibits


99.1

Press Release dated April 26, 2018


SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



ESPORTS ENTERTAINMENT GROUP, INC.

 

 

 

/s/ Grant Johnson

 

Grant Johnson

 

CEO, Principal Executive Officer

 

 

 

Date: April 26, 2018

 




 EX-99.1 2 ex99_1apg.htm EXHIBIT 99.1 EXHIBIT 99.1


EXHIBIT 99.1


Esports Entertainment Group Appoints International Audit Firm UHY as Auditor


ST. MARY'S, ANTIGUA, April 26, 2018 (GLOBE NEWSWIRE) – Esports Entertainment Group, Inc. (OTCQB:GMBL) (or the "Company"), a licensed online gambling company with a specific focus on esports wagering and 18+ gaming, announced today the appointment of UHY McGovern Hurley LLP (“UHY”) as its auditors, replacing PLS CPA (“PLS”).


The appointment of UHY, part of an international network of accounting and consulting firms with 320 offices across 95 countries, is a reflection of the growing and anticipated needs of the Company, which currently has offices and licences in North America, The Caribbean and Europe, with further geographic expansion anticipated in the future.


The UHY network is a member of the Forum of Firms, an association of international networks of accounting firms. The Forum's goal is to promote consistent and high-quality standards of cross-border financial reporting and auditing practices worldwide, and the adoption of international auditing standards. For additional information on the Forum of Firms, visit www.forumoffirms.org.


The UHY network is currently ranked 16th among the largest international audit, accounting, tax and consultancy networks by fee income (source: International Accounting Bulletin, February 2018).  For additional information about the UHY network, visit www.uhy.com.


Grant Johnson, CEO of Esports Entertainment Group stated “UHY is recognized as a leader providing audit services to industry worldwide, and we are pleased to work with a firm that truly understands our global needs. Moreover, the appointment of UHY continues our philosophy of providing the safest, most secure, transparent and regulated esports wagering platform in the world.”


This press release is available on our Online Investor Relations Community for shareholders and potential shareholders to ask questions receive answers and collaborate with management in a fully moderated forum at: https://agoracom.com/ir/EsportsEntertainmentGroup


About Esports Entertainment Group


Esports Entertainment Group, Inc. is a next generation online gambling and 18+ gaming company. Initially, Esports Entertainment offers bet exchange style wagering on esports events in a licensed, regulated and secured platform to the global esports audience, excluding the US and EU. In addition, Esports Entertainment intends to offer users from around the world the ability to participate in multi-player mobile and PC video game tournaments for cash prizes. Esports Entertainment is led by a team of industry professionals and technical experts from the online gambling and the video game industries, and esports. The Company holds licenses to conduct online gambling and 18+ gaming on a global basis, excluding the US and EU, in Curacao, Kingdom of the Netherlands and the Kahnawake Gaming Commission in Canada. The Company maintains offices in Antigua and Curacao. Esports Entertainment common stock is listed on the OTCQB under the symbol GMBL. For more information visit www.esportsentertainmentgroup.com.




FORWARD-LOOKING STATEMENTS


The information contained herein includes forward-looking statements. These statements relate to future events or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. The safe harbor for forward-looking statements contained in the Securities Litigation Reform Act of 1995 protects companies from liability for their forward-looking statements if they comply with the requirements of the Act.


Contact:

Corporate Finance Inquiries
Stephen Cotugno
Vice President, Corporate Development
steve@esportsentertainmentgroup.com
201-220-5745

Investor Relations Inquiries
AGORACOM 
ESPO@agoracom.com
http://agoracom.com/ir/eSportsEntertainmentGroup