MGT Capital Investments, Inc. (OTCMKTS:MGTI) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into Material Definitive Agreements.
On December 8, 2017, MGT Capital Investments, Inc., a Delaware corporation (the “Company”) executed settlement agreements with two investors regarding certain of the Company’s outstanding secured convertible promissory notes and warrants issued in conjunction therewith, as described in detail below. MGT Mining One, Inc., a Delaware corporation and wholly-owned subsidiary of the Company, Iliad Research and Trading, L.P., (“Iliad”), a Utah limited partnership, and the Company entered into a settlement agreement (the “Iliad Settlement Agreement”), whereby Iliad gave the Company a Conversion Notice to convert its secured convertible promissory note (the “Iliad Note”) in the principal amount of $1,355,000, plus accrued interest thereon, into 1,909,863 shares of the Company’s Common Stock, at a conversion price of $0.75 per share. to the Iliad Settlement Agreement, the Company and Iliad also agree that the number of Exercise Shares exercisable under the warrant issued in connection with the Iliad Note is increased to 1,724,547. Additionally, Iliad, together with UAHC as defined below, acknowledges in such Settlement Agreement that Iliad and UAHC will be subject to certain penalties if they sell the Company’s Common Stock in violation of the limitations specified therein. A copy of the Iliad Settlement Agreement is attached herein as Exhibit 10.1.
On the same day, MGT Mining Two, Inc., a Delaware corporation and wholly-owned subsidiary of the Company, UAHC Ventures LLC, a Nevada limited liability company (“UAHC”), and the Company entered into a settlement agreement (the “UAHC Settlement Agreement”), whereby UAHC gave the Company a Conversion Notice to convert its secured convertible promissory note (the “UAHC Note”) in the principal amount of $2,410,000, plus accrued interest thereon, into 3,381,816 shares of the Company’s Common Stock at a conversion price of $0.75 per share. to the UAHC Settlement Agreement, the Company and UAHC also agree that the number of Exercise Shares exercisable under the warrant issued in connection with the UAHC Note is increased to 1,206,667. Additionally, UAHC acknowledges, together with Iliad, in such Settlement Agreement that Iliad and UAHC will be subject to certain penalties if they sell the Company’s Common Stock in violation of the limitations specified therein. A copy of the UAHC Settlement Agreement is attached herein as Exhibit 10.2.
Unless specifically defined herein, the capitalized terms shall have the meanings as defined in the respective documents attached herein.
Holders of an additional $810,000 principal amount of certain other convertible notes issued by the Company also converted their notes at a conversion price of $0.75 per share, into an aggregate 1,134,000 shares of the Company’s Common Stock.
As a consequence of the above actions, the Company presently has no long-term or short-term debt outstanding.
Item 9.01 Financial Statements and Exhibits.
10.1 | Iliad Settlement Agreement |
10.2 | UAHC Settlement Agreement |
MGT CAPITAL INVESTMENTS INC ExhibitEX-10.1 2 ex10-1.htm SETTLEMENT AGREEMENT This Settlement Agreement (this “Agreement”) is entered into as of December 8,…To view the full exhibit click here
About MGT Capital Investments, Inc. (OTCMKTS:MGTI)
MGT Capital Investments, Inc. (MGT), through its subsidiaries, is engaged in the business of acquiring, developing and monetizing assets in the online and mobile gaming space, as well as the social casino industry. The Company operates through two segments: Gaming and Intellectual Property. MGT’s gaming portfolio includes a social casino platform Slot Champ. It also includes minority stakes in the skill-based gaming platform MGT Play and fantasy sports operator DraftDay Gaming Group, Inc. (DDGG). The Company’s subsidiaries include Medicsight, Inc. (Medicsight), MGT Sports, Inc. (MGT Sports), MGT Studios, Inc. (MGT Studios) and MGT Gaming, Inc. (MGT Gaming). Medicsight owns medical imaging software and has designed an automated carbon dioxide insufflation device on which the Company receives royalties from an international distributor. The software is designed to detect colorectal polyps during a virtual colonoscopy performed using computed tomography.