UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
(Address of Principal Executive Offices) (Zip Code)
(Registrant’s Telephone Number, Including Area Code)
(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 (see General Instruction A.2. below):
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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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 5.07 Submission of Matters to a Vote of Security Holders.
On June 28, 2021, the special meeting of the stockholders (the “Special Meeting”) of Allied Esports Entertainment, Inc. (the “Company”) was convened and adjourned without any business being conducted due to the fact that quorum was not achieved. The Special Meeting was adjourned until July 1, 2021. At the Special Meeting on July 1, 2021, the Company’s stockholders took the following actions:
(i) | The stockholders approved the Amended and Restated Stock Purchase Agreement dated effective March 19, 2021, as amended on March 29, 2021 (as amended, the “Stock Purchase Agreement”), by and among the Company, Allied Esports Media, Inc., Club Services, Inc., and Element Partners, LLC. There were 23,791,653 votes cast approving the Stock Purchase Agreement, 110,984 votes cast against the Stock Purchase Agreement, and 28,903 votes abstentions. |
(ii) | The stockholders approved the proposal to adjourn the Special Meeting to a later date or time if necessary or appropriate, including to solicit additional proxies in favor of the proposal to adopt the Stock Purchase Agreement if there were insufficient votes at the time of the Special Meeting to approve and adopt the Stock Purchase Agreement. There were 23,663,728 votes for the proposal, 235,029 votes against, and 32,783 vote abstentions. |
The Company intends to close the sale transaction contemplated by the Stock Purchase Agreement once the remaining conditions to closing are satisfied or waived in accordance with the terms of the Stock Purchase Agreement.
SIGNATURE
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.
Dated: July 8, 2021
ALLIED ESPORTS ENTERTAINMENT, INC. | ||
By: | /s/ Anthony Hung | |
Anthony Hung Chief Financial Officer |