AMENDED AND RESTATED 10% original issue discount 5% Senior Convertible NOTE DUE November 14, 2019Esports Entertainment Group, Inc. • July 22nd, 2019 • Services-amusement & recreation services • New York
THIS AMENDED AND RESTATED 10% SENIOR CONVERTIBLE NOTE is one of a series of duly authorized and validly issued 5% Senior Convertible Notes issued at a 10% original issue discount by Esports Entertainment Group, Inc., a Nevada corporation (the “Company”) (this note, the “Note” and, collectively with the other notes of such series, the “Notes”). This Note replaces a prior note issued by the Company to the Holder (defined below).
COMMON STOCK PURCHASE WARRANT ESPORTS ENTERTAINMENT GROUP, INC.Esports Entertainment Group, Inc. • July 22nd, 2019 • Services-amusement & recreation services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Cavalry Fund I LP, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the three (3) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Esports Entertainment Group, Inc., a Nevada corporation (the “Company”), up to 50,000 shares of Common Stock (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Esports Entertainment Group, Inc.Esports Entertainment Group, Inc. • July 22nd, 2019 • Services-amusement & recreation services
You are being sent this letter (this “Letter Agreement”) as an investor (“Investor”) in the November 2018 bridge offering (the “Offering”) by Esports Entertainment Group, Inc. (the “Company”) pursuant to a securities purchase agreement (the “Securities Purchase Agreement”), whereby the Company sold 5% Senior Convertible Notes (the “Notes”) and warrants to purchase common stock of the Company (the “Warrants” and together with the Securities Purchase Agreement and the Notes, the “Offering Documents”).
