GOOD GAMING, INC. (OTCMKTS:GMER) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Agreement.
On January 31, 2018, Good Gaming, Inc. (the “Company”) and ViaOne Services, LLC (“ViaOne”) entered into an amendment (the “Amendment”) to the Employee Services Agreement which was originally executed on March 1, 2017. to the Amendment, ViaOne shall continue providing to the Company services relating to the Company’s human resources, marketing, advertising, accounting and financing (the “Services”) for a monthly management fee of $25,000 (the” Monthly Management Fee”) for a period of one year commencing from January 1, 2018. In accordance with the terms of the Amendment, ViaOne shall have the right to convert part or all of the Monthly Management Fee into the Company’s common stock (“Common Stock”) at the Conversion Rate as defined in the following formula:
| Conversion Rate= | Conversion Amount x125% |
| Conversion Price |
“Conversion Amount” means the dollar amount of the aggregate Monthly Management Fee that is being converted into shares of the Company’s Common Stock. “Conversion Price” means the lower of (i) $0.05 per share; or (ii) the VWAP of the Common Stock on the 14th day of each month if the 14th of that month is a Trading Day. In the event the 14th day of a month falls on a Saturday, Sunday, or a trading holiday, the VWAP of the Common Stock will be valued on the last trading day before the 14th day of the month. The Volume Weighted Average Price or “VWAP” means the volume weighted average trading price of the Company’s Common Stock during the day as defined in the Conversion Price.
The foregoing description of the terms of the Amendment is not complete and is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and are incorporated by reference herein. Unless specified in this Current Report, capitalized terms have the meanings defined in the Amendment.
Item 3.02 Unregistered Sales of Equity Securities.
In January 2018, holders of 49,605 shares of Series B Preferred stock of the Company converted their shares of Series B Preferred Stock into an aggregate of 9,921,000 shares of the Company’s Common Stock in accordance with the terms of the Certificate of Designation of Series B Preferred Stock.
Item 9.01.Financial Statements and Exhibits.
(d) Exhibits.
GOOD GAMING, INC. ExhibitEX-10.1 2 ex10-1.htm AMENDED EMPLOYEE SERVICES AGREEMENT This Amended Employee Services Agreement (this “Agreement”),…To view the full exhibit click here
About GOOD GAMING, INC. (OTCMKTS:GMER)
Good Gaming, Inc., formerly HDS International Corporation, offers a tournament gaming platform and online destination to over 205 million e-sports players and participants across the world. With its technology platform, the Company offers publishers and vendors an approach to gaming interactions. The Company’s platform allows for integration of third party applications, as well as integration into other existing systems. This framework allows for clans/teams/guilds to add functionality over time to include running their own tournaments leveraging the viral nature of the online communities. The Company offers social networking functionality, which helps gamers to interact, track each other and communicate. The Company provides a content suite to offer videos, blogs, and forums. In addition, the Company focuses on hosting multiple games online that subscribers to the site can play for free or for fees depending on player level.