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IL0010826191

SharpLink Gaming Ltd. Completes Domestication Merger with SharpLink Gaming, Inc.

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MINNEAPOLIS, Feb. 13, 2024 (GLOBE NEWSWIRE) — SharpLink Gaming Ltd. (Nasdaq: SBET) (“SharpLink Israel”) today announced that effective today, February 13, 2024, SharpLink Israel has completed its previously announced change of jurisdiction of incorporation from Israel to the State of Delaware through an agreement and plan of merger (“Merger Agreement”) with SharpLink Gaming, Inc. (“SharpLink US”). Pursuant to the Merger Agreement, which was approved by shareholders at an Extraordinary Meeting of Shareholders held on December 6, 2023, SharpLink Merger Sub Ltd., an Israeli company and a wholly owned subsidiary of SharpLink US, has merged with and into SharpLink Israel, with SharpLink Israel surviving the merger and becoming a wholly owned subsidiary of SharpLink US.

Each outstanding ordinary and preferred share of SharpLink Israel will automatically be exchanged for one share of SharpLink US’s common stock or preferred stock, as applicable, and all outstanding options and warrants to purchase ordinary shares of SharpLink Israel will convert to the options and warrants to purchase the same number of shares of common stock of SharpLink US under similar terms. For more detailed information regarding the domestication merger, please refer to the definitive proxy statement filed with the U.S. Securities and Exchange Commission on October 23, 2023.

SharpLink US’s common stock will commence trading on the Nasdaq Capital Market under the same trading symbol, SBET, effective at the market open tomorrow, February 14, 2024. The new CUSIP number for SharpLink US’ common stock is 820014108.

Changes to Board of Directors

In connection with the completion of the domestication merger, Joseph Housman, Paul Abdo, Scott Pollei and Thomas Doering resigned as directors of SharpLink Israel and SharpLink US. Remaining on the SharpLink US board is Rob Phythian, CEO of SharpLink US, who has also been appointed as SharpLink US’ new Chairman; and Adrienne Anderson, an independent member of the Board, who will also serve as Chair of SharpLink US’s Audit Committee and as a member of the Compensation Committee. Obie McKenzie and Leslie Bernhard have been newly appointed to serve as independent members of SharpLink US’ Board of Directors. McKenzie will also serve as Chair of the Compensation Committee and member of the Audit Committee; and Bernhard will serve as a member of both the Audit and Compensation Committees.

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About Obie McKenzie

Beginning in January 2019 through to the present, McKenzie has served as Vice Chairman of Cordiant Capital, a global infrastructure and real assets investment firm focused on digital infrastructure, renewable energy infrastructure and agriculture. In his role as Managing Director of BlackRock Inc. from January 2000 through December 2018, he was wholly responsible for managing relationships with some of the largest pension funds in the United States to include the Teacher Retirement System of Texas, New York City Employees’ Retirement System and the Federal Reserve Employee Benefits System, among others.

During his accomplished career, McKenzie served as Managing Director at Merrill Lynch from 1990 through 2006; Executive Director at UBS Asset Management and Managing Director at Chase Investors from 1987 through 1990; as well as Founder and President of McKenzie & Company, an NASD registered broker-dealer from 1984 through 1987. During the late 1970’s and early 1980’s, he held positions at Citibank, Chemical Bank and Freedom National Bank as a commercial banker. McKenzie was also Manager of Banking and Pensions at The New York Times in 1975 and began his career as a Corporate Finance Associate for Morgan Stanley in 1972.

McKenzie was a founding board member of the National Association of Securities Professionals, where he received the “Wall Street Hall of Fame Award” in 2001. In 2010, he received the AIMSE Richard A. Lothrop Outstanding Achievement Award in recognition for his outstanding achievements in the investment management industry and his community. In 2011, McKenzie was named by Black Enterprise Magazine as one of the 75 Most Powerful Blacks on Wall Street; and in 2013, he was named Public Fund Marketer of the Year by Money Management Intelligence. McKenzie earned a Bachelor of Science degree from Tennessee State University and an MBA from Harvard Business School. 

About Leslie Bernhard

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Bernhard has served as chairman of the board of Nasdaq-listed Nexalin Technology, Inc. since November 2023. From February 2017 through the present, she has also been an independent director of Sachem Capital Corp., a NYSE American-listed REIT real estate investment trust). In addition, she has served as the non-executive chairman of the board of Milestone Scientific Inc. (‘Milestone”), an NYSE American-listed developer and manufacturer of medical and dental devices, since October 2009, and as an independent director of Milestone since May 2003. She also served as Interim Chief Executive Officer of Milestone from October 2017 to December 2017. From 2007 through September 2018, Bernhard was an independent director of Universal Power Group, Inc., a global supplier of power solutions (“UPG”), and since September 2018, she has been serving as a consultant to UPG. In 1986, she co-founded AdStar, Inc., an electronic ad intake service to the newspaper industry, and served as its president, chief executive officer and executive director until 2012.

Earlier in her career, Bernhard held management positions at Revlon, Inc., Walt Disney Productions, Inc. and the Gillette Company. She earned a Bachelor of Science Degree in Education from St. John’s University.

Rob Phythian, Chairman and CEO of SharpLink US, stated, “The completion of the domestication merger represents an exclamation mark on the end of a series of strategic initiatives that SharpLink has successfully executed over the past several months, including completing the equity sale of our fantasy sports and free-to-play sports game development business for $22.5 million; retiring all of our interest-bearing debt; regaining full compliance with Nasdaq’s continued listing standards; and positioning our Company to be a pure-play performance marketing company focused on serving the sports betting and casino gaming industries. We believe that the extraordinary time, effort and resources that we’ve dedicated to these initiatives has resulted in our establishing a solid foundation on which we hope to build and optimize value creation for our shareholders as we move into the next chapter of SharpLink’s evolutionary process.”

“I’d like to extend my heartfelt thanks to SharpLink Israel’s former Board of Directors, whose tireless commitment to our Company over the past several years was a defining factor in our achieving numerous mission critical objectives. Looking forward, through the continued guidance and support of Adrienne, complemented by the new Board appointments of Obie and Leslie, SharpLink US has a highly accomplished, diverse and motivated new leadership team in place that is expected to measurably impact our Company as the future of our business continues to unfold,” concluded Phythian.

About SharpLink Gaming Ltd.

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Headquartered in Minneapolis, Minnesota, SharpLink Israel is an online performance marketing company that delivers unique fan activation solutions to its sportsbook and casino partners. Through its iGaming and affiliate marketing network, known as PAS.net, SharpLink Israel focuses on driving qualified traffic and player acquisitions, retention and conversions to U.S. regulated and global iGaming operator partners worldwide. In fact, PAS.net won industry recognition as the European online gambling industry’s Top Affiliate Website and Top Affiliate Program for four consecutive years by both igamingbusiness.com and igamingaffiliate.com. For more information, please visit www.sharplink.com.

Forward-Looking Statements

This release contains forward-looking statements that are subject to various risks and uncertainties. Such statements include statements regarding SharpLink Israel’s ability to grow its business, the potential benefits of SharpLink Israel’s products, services and technologies and other statements that are not historical facts, including statements which may be accompanied by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or similar words. Actual results could differ materially from those described in these forward-looking statements due to certain factors, including without limitation, SharpLink Israel’s ability to achieve profitable operations, government regulation of online betting, customer acceptance of new products and services, the demand for its products and its customers’ economic condition, the impact of competitive products and pricing, the lengthy sales cycle, proprietary rights of SharpLink Israel and its competitors, general economic conditions and other risk factors detailed in SharpLink Israel’s annual report and other filings with the SEC. SharpLink Israel does not undertake any responsibility to update the forward-looking statements in this release.

CONTACT INFORMATION:

INVESTOR AND MEDIA RELATIONS
[email protected]

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IL0010826191

SharpLink Gaming Announces Board and Audit Committee Changes

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Company Welcomes Sports, Entertainment and Media Icon,
Robert Gutkowski, to Board of Directors

MINNEAPOLIS, Feb. 21, 2024 (GLOBE NEWSWIRE) — SharpLink Gaming, Inc. (Nasdaq: SBET) (“SharpLink” or the “Company”) today announced recent changes to its Board of Directors (the “Board”) and Audit Committee.

On February 16, 2024, the Board accepted the resignation of Adrienne Anderson as a director, Chair of the Audit Committee and member of the Compensation Committee, effective February 16, 2024. The resignation of Anderson was not the result of any disagreement with the Company, its management, the Board or any committee of the Board. The Board subsequently elected Leslie Bernhard, a current member of the Board, to serve as the new Chairperson of the Audit Committee, effective February 16, 2024.

In addition, the Board elected Robert Gutkowski as a new director and appointed him to serve as a member of the Audit and Compensation Committees, effective immediately.

Over a career spanning more than five decades, Gutkowski has proven to be a significant asset builder in the sports, entertainment and media industries. Among his key achievements was the landmark New York Yankees-Madison Square Garden Network $486 million cable distribution deal. This transaction forever changed the sports economic landscape, increased the value of the MSG Network by nearly 2,000%, and enabled the Yankees to dominate Major League Baseball media during the past two decades. In addition, he was the original architect behind radio entrepreneur Bob Sillerman’s roll-up of regional, independent concert promoters, which created SFX Entertainment – the first nationwide, vertically-integrated, concert promotion company widely recognized for transforming the multi-billion dollar live music concert industry.

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From October 2014 through the present, Gutkowski has led RMG Sports Ventures LLC, a company he founded to originate and advise private equity and other institutional capital on investments in sports, entertainment and media. He recently co-originated the acquisition of True Temper Sports (the largest producer of golf shafts in the world) for Lincolnshire Management and made a substantial investment alongside Lincolnshire in True Temper.

In December 1991, Gutkowski was named President of Madison Square Garden, where he was responsible for the operations of the New York Knicks basketball team; the New York Rangers hockey team – which won the 1994 Stanley Cup Championship; MSG Communications – including the MSG Network, the nation’s largest regional cable network; MSG Entertainment and the MSG Facilities Group, which operated The Garden Arena and The Paramount Theater. He originally joined Madison Square Garden in 1985 and over the next six years held various senior executive positions, including President of the MSG Network. Under his leadership, the subscriber base of the MSG Network – the oldest and largest regional sports network in the country – more than doubled to 5.1 million subscribers. The Yankees, together with the New York Knicks and the New York Rangers, became the foundations of MSG Network’s year-round operation. In 1993 and 1994, the Garden was the most active building in the country in bookings and revenues and was named “Arena of the Year” by Pollstar Magazine.

In 1996, Gutkowski founded The Marquee Group, a worldwide sports and entertainment firm that managed, produced and marketed sports and entertainment events, as well as provided representation for athletes, entertainers and broadcasters. The Marquee Group, which became a public company in 1996, acquired many related companies, including Athletes and Artists, Sports Marketing and Television International, QBQ Entertainment, Tollin-Robbins Productions, Park Associates, Alphabet City Records, Cambridge Golf and ProServ, before being acquired by SFX Entertainment in 1999 for over $100 million.

Gutkowski is a graduate of Hofstra University, where he earned a Bachelor of Business Administration degree.

Commenting on the Board changes, Rob Phythian, Chairman and CEO of SharpLink, stated, “There are no words to adequately express our appreciation to Adrienne for the sound and thoughtful guidance and support she has provided our leadership while serving as a director on the board of SharpLink Gaming, Ltd. since July 2021. I’m also very pleased to welcome new director Bob Gutkowski to our team. A true industry visionary renowned for his strategic brilliance, love of sports and big league deal-making success, Bob is an incredible addition to our Board and is a director whose experience will undoubtedly prove invaluable to SharpLink as we move our Company forward.”

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About SharpLink Gaming, Inc.

Headquartered in Minneapolis, Minnesota, SharpLink is an online performance marketing company that delivers unique fan activation solutions to its sportsbook and casino partners. Through its iGaming and affiliate marketing network, known as PAS.net, SharpLink focuses on driving qualified traffic and player acquisitions, retention and conversions to U.S. regulated and global iGaming operator partners worldwide. In fact, PAS.net won industry recognition as the European online gambling industry’s Top Affiliate Website and Top Affiliate Program for four consecutive years by both igamingbusiness.com and igamingaffiliate.com. For more information, please visit www.sharplink.com.

Forward-Looking Statements

This release contains forward-looking statements that are subject to various risks and uncertainties. Such statements include statements regarding SharpLink’s ability to grow its business and other statements that are not historical facts, including statements which may be accompanied by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or similar words. Actual results could differ materially from those described in these forward-looking statements due to certain factors, including without limitation, SharpLink’s ability to achieve profitable operations, government regulation of online betting, customer acceptance of new products and services, the demand for its products and its customers’ economic condition, the impact of competitive products and pricing, the lengthy sales cycle, proprietary rights of SharpLink and its competitors, general economic conditions and other risk factors detailed in SharpLink’s filings with the SEC. SharpLink does not undertake any responsibility to update the forward-looking statements in this release.

CONTACT INFORMATION:

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INVESTOR AND MEDIA RELATIONS
[email protected]

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IL0010826191

SharpLink Gaming Regains Full Compliance with Nasdaq Continued Listing Standards

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MINNEAPOLIS, Feb. 08, 2024 (GLOBE NEWSWIRE) — SharpLink Gaming Ltd. (Nasdaq: SBET) (“SharpLink” or the “Company”) today announced that it received formal notification from the Nasdaq Stock Market (“Nasdaq”) that its deficiency under Listing rule 5550(b) has been cured, and that the Company is back in compliance with all applicable continued listing standards. As a result, the hearing before the Nasdaq Listing Qualifications Panel, originally scheduled for February 20, 2024, has been cancelled; and SharpLink’s ordinary shares will continue to be listed and traded on Nasdaq.

About SharpLink Gaming Ltd.

Founded in 2019, SharpLink is an online performance marketing company that delivers unique fan activation solutions to its sportsbook and casino partners. Through its iGaming and affiliate marketing network, known as PAS.net, SharpLink focuses on driving qualified traffic and player acquisitions, retention and conversions to U.S. regulated and global iGaming operator partners worldwide. In fact, PAS.net won industry recognition as the European online gambling industry’s Top Affiliate Website and Top Affiliate Program for four consecutive years by both igamingbusiness.com and igamingaffiliate.com. For more information, please visit www.sharplink.com.

Forward-Looking Statements

This release contains forward-looking statements that are subject to various risks and uncertainties. Such statements include statements regarding the Company’s ability to grow its affiliate marketing business, the potential benefits of the Company’s products, services and technologies and other statements that are not historical facts, including statements which may be accompanied by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or similar words. Actual results could differ materially from those described in these forward-looking statements due to certain factors, including without limitation, the Company’s ability to achieve profitable operations, government regulation of online betting, customer acceptance of new products and services, the demand for its products and its customers’ economic condition, the impact of competitive products and pricing, the lengthy sales cycle, proprietary rights of the Company and its competitors, general economic conditions and other risk factors detailed in the Company’s annual report and other filings with the United States Securities and Exchange Commission. The Company does not undertake any responsibility to update the forward-looking statements in this release.

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IL0010826191

SharpLink Gaming Sells Fantasy Sports and Sports Game Development Business Units to RSports Interactive

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MINNEAPOLIS, Jan. 23, 2024 (GLOBE NEWSWIRE) — SharpLink Gaming Ltd. (Nasdaq: SBET) (“SharpLink” or the “Company”) today announced that on January 18, 2024, the Company entered into an agreement to sell all of the issued and outstanding shares of common stock or membership interests, as applicable, in its SportsHub/fantasy sports and free to play sports game development business units to RSports Interactive, Inc. (“RSports”) for $22.5 million in an all-cash transaction. Nearly all employees of these acquired business units will also move to RSports to help ensure a seamless transition.

SharpLink further reported that it used approximately $14.9 million of the proceeds from the sale to repay in full all outstanding term loans and lines of credit with its lender; in addition, SharpLink paid approximately $4.5 million to redeem an 8% Interest, 10% Original Issue Discount Senior Convertible Debenture issued to an existing shareholder in connection with a Securities Purchase Agreement signed in February 2023. As a result, the Company is now free of interest bearing debt.

As further detailed in a Current Report on Form 8-K to be filed by the Company with the U.S. Securities and Exchange Commission later today, SharpLink’s Board of Directors considered the following factors, among others, in reaching their decision to approve the sale:

  • With the sale consummated, SharpLink expects to significantly reduce its operating expenses, primarily due to a significant reduction in headcount, lower office lease costs, greatly diminished state licensing requirements, elimination of interest bearing debt service and other resulting cost savings, thereby positioning the Company with the ability to achieve positive cash flow from its remaining performance marketing business on an accelerated basis;
  • The sale significantly strengthens the Company’s working cash position and total shareholders’ equity and provides the capital necessary to extinguish nearly $19.4 million in interest bearing debt – all without having to rely on dilutive equity financings to support the Company’s future growth;
  • The improvement in the Company’s total shareholders’ equity position is expected to enable SharpLink to regain compliance with Nasdaq’s minimum continued listing requirements; and
  • The sale of the Company’s fantasy sports and free-to-play games development businesses positions SharpLink as a pure-play, performance marketing company serving the global sports betting and iGaming industries.

In connection with the sale, Chris Nicholas, the Company’s Chief Operating Officer and a member of the Board of Directors, resigned as an officer and director of the Company, effective immediately.

Commenting on the sale, Rob Phythian, SharpLink’s Chief Executive Officer, stated, “This sale represents a pivotal milestone for SharpLink, allowing us to unlock significant value in our fantasy sports and game development businesses and achieve multiple critical objectives without having to turn to a potentially dilutive equity financing to strengthen our financial footing, regain compliance with Nasdaq, and support our efforts to ultimately create sustainable long-term value for our shareholders. Moreover, we are confident that our fantasy sports and sports game development businesses will continue to thrive and prosper in the great hands of RSports, which has exciting plans to elevate the combined businesses to new heights.”

Continuing, Phythian said, “Our remaining sports betting and iGaming performance marketing business will be more focused and simplified, allowing us to prioritize innovation and organic growth, while empowering us to look for strategic opportunities to strengthen SharpLink’s position as a trusted solutions provider to both current and future business partners.”

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About RSports Interactive, Inc.
RSports was founded by Randy Eccker, one of the leading digital media and technology figures in the sports industry. He has founded, led, managed or advised over 30 properties or groups across the industry and has participated in over $400 million in corporate transactions over the past 30 years. His experience as a Founder, CEO, Chairman, Board Member or Advisor has been instrumental in the success of many of these companies and has provided him with a powerful view of the industry and extensive relationships with many of its leaders.

About SharpLink Gaming Ltd.
Founded in 2019, SharpLink is an online performance marketing company that delivers unique fan activation solutions to its sportsbook and casino partners. Through its iGaming and affiliate marketing network, known as PAS.net, SharpLink focuses on driving qualified traffic and player acquisitions, retention and conversions to U.S. regulated and global iGaming operator partners worldwide. In fact, PAS.net won industry recognition as the European online gambling industry’s Top Affiliate Website and Top Affiliate Program for four consecutive years by both igamingbusiness.com and igamingaffiliate.com. For more information, please visit www.sharplink.com.

Forward-Looking Statements

This release contains forward-looking statements that are subject to various risks and uncertainties. Such statements include statements regarding the future growth of the fantasy sports and game development businesses sold to RSports Interactive, the Company’s ability to grow its business, the potential benefits of the Company’s products, services and technologies and other statements that are not historical facts, including statements which may be accompanied by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or similar words. Actual results could differ materially from those described in these forward-looking statements due to certain factors, including without limitation, the Company’s ability to achieve profitable operations, government regulation of online betting, customer acceptance of new products and services, the demand for its products and its customers’ economic condition, the impact of competitive products and pricing, the lengthy sales cycle, proprietary rights of the Company and its competitors, general economic conditions and other risk factors detailed in the Company’s annual report and other filings with the United States Securities and Exchange Commission. The Company does not undertake any responsibility to update the forward-looking statements in this release.

CONTACT INFORMATION:

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[email protected]

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