<SEC-DOCUMENT>0001080319-17-000018.txt : 20171108
<SEC-HEADER>0001080319-17-000018.hdr.sgml : 20171108
<ACCEPTANCE-DATETIME>20171108161345
ACCESSION NUMBER: 0001080319-17-000018
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20170930
ITEM INFORMATION: Regulation FD Disclosure
ITEM INFORMATION: Financial Statements and Exhibits
FILED AS OF DATE: 20171108
DATE AS OF CHANGE: 20171108
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: Newgioco Group, Inc.
CENTRAL INDEX KEY: 0001080319
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 330823179
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-50045
FILM NUMBER: 171186763
BUSINESS ADDRESS:
STREET 1: 130 ADELAIDE STREET, WEST
STREET 2: SUITE 701
CITY: TORONTO
STATE: A6
ZIP: M5H 2K4
BUSINESS PHONE: 647-229-0136
MAIL ADDRESS:
STREET 1: 130 ADELAIDE STREET, WEST
STREET 2: SUITE 701
CITY: TORONTO
STATE: A6
ZIP: M5H 2K4
FORMER COMPANY:
FORMER CONFORMED NAME: EMPIRE GLOBAL CORP.
DATE OF NAME CHANGE: 20051004
FORMER COMPANY:
FORMER CONFORMED NAME: TRADESTREAM GLOBAL CORP.
DATE OF NAME CHANGE: 20050727
FORMER COMPANY:
FORMER CONFORMED NAME: VIANET TECHNOLOGY GROUP LTD
DATE OF NAME CHANGE: 20050707
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>nwgi171108-8k.txt
<DESCRIPTION>2017 THIRD QUARTER RESULTS DISCLOSURE
<TEXT>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________
FORM 8-K
CURRENT REPORT Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest reported event): November 8, 2017
NEWGIOCO GROUP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000 - 50045 33-0823179
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification Number)
incorporation or
organization)
130 Adelaide Street West, Suite 701
Toronto, Ontario M5H 2K4, Canada
(Address of principal executive offices)
+39 391 306 4134
(Registrant's telephone number)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registration 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))
<PAGE>
ITEM 7.01 - FD DISCLOSURE
On November 18, 2017 Newgioco Group, Inc. (the "Company") issued a press release
announcing that the Company has filed its quarterly report on form 10-Q.
The news release announcing this matter is furnished as Exhibit 99.1 and
incorporated by reference herein. The information in this Item 7.01 and Exhibit
99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that Section, nor shall it be deemed incorporated by reference into any filing
under the Securities Act of 1933, as amended, except as expressly set forth by
specific reference in such filing.
This Current Report on Form 8-K contains forward looking statements and are
indicated by words such as "shall", "will" and other similar words or phrases.
Actual events or results may differ materially from those described herein. Such
forward-looking statements are subject to a number of risks and uncertainties
that could cause the actual results or performance of the Company to differ
materially from those described herein, include but not limited to the impact of
the global economic environment on the Company's customer base (particularly in
gaming and betting) and the resulting uncertainties; changes in technology and
market requirements; decline in demand for the Company's products; inability to
timely develop and introduce new software, services and applications;
difficulties or delays in absorbing and integrating acquired operations,
technologies and personnel; loss of market share; pressure on pricing resulting
from competition; and inability to maintain certain marketing and distribution
arrangements.
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits. The following exhibits are filed with this report:
Exhibit No. Description
______________ _____________________________________
Exhibit 99.1 Press Release dated November 8, 2017.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DATED: November 8, 2017. NEWGIOCO GROUP, INC.
By: /s/ MICHELE CIAVARELLA, B.Sc.
------------------------------
MICHELE CIAVARELLA
Chairman of the Board
Chief Executive Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>nwgi171108-ex99.txt
<DESCRIPTION>TEXT OF PRESS RELEASE
<TEXT>
Exhibit 99.1
Newgioco Group Reports Consecutive Quarterly Profits on 2017 Third Quarter
Results
New York, November 8, 2017. Newgioco Group, Inc. (OTCQB:NWGI) a leisure betting
technology company providing regulated lottery and gaming products and services
throughout licensed subsidiaries in Europe, announced today that it has filed
its 2017 third quarter results with the U.S. Securities and Exchange Commission
reflecting consecutive quarterly profits.
The Company reports a record income before income tax of $543,629 resulting in a
profit of $0.01 per share for the third quarter of 2017. During the three
months ended September 30, 2017, transactional sales of Betting Turnover almost
doubled from $24.9 million during the same period in 2016 to $48.1 million,
while gross profits grew dramatically from $2.6 million to $5.1 million and,
despite early challenges and expenses for software certification encountered in
the first half of the year, the Company exceeded annual projected gross profits
by more than 30% to $13.1 million with one full quarter remaining in the fiscal
2017. These strong results keep the Company on pace to reach its projected 2017
transactional sales target of approximately $200 million.
Additional report highlights include:
* Cash reserves grew substantially from $1.68 million to $3.19 million;
* Total Assets grew from approximately $7.15 million to $8.85 million;
* GAAP revenue reached $13.1 million for the nine months ended September 30,
2017, compared to $5.88 million for the same period in 2016, an increase of
122.8%;
* Non-GAAP transactional sales of betting turnover reached $150.4 million for
the nine months ended September 30, 2017, an increase of 88.24% from $79.9
million over the same period in 2016.
Further noteworthy developments during the third quarter 2017, saw the Company
switch-over bet transaction processing onto our Odissea ELYS betting platform,
the launch of our own mobile application also powered by ELYS as well as the
opening of our own in-house bet risk management office.
"Strong 2017 third quarter results not only mark the Company's second
consecutive quarter of profitability and third over the last five quarters, it
also demonstrates that the momentum of our growth trajectory is meeting and
exceeding the business blueprint the Company set out in 2014 as well as the
dedication of our management and employees," stated company Chairman and CEO,
Michele Ciavarella. "With the Company's subsidiary operations now fully
integrated, Newgioco management is pushing forward from positioning our core
operations, into driving sustainable enterprise growth and improving shareholder
value through diversifying distribution both in Italy and additional regulated
international countries."
About Newgioco Group, Inc.
Newgioco Group, Inc., together with its wholly owned subsidiaries, is a fully
integrated, licensed gaming technology company. The company conducts its
business primarily through retail neighborhood betting shops and internet-based
betting software platform under the registered brand Newgioco through our
licensed website www.newgioco.it situated in Italy.
The company offers its clients a full suite of leisure gaming products and
services, such as sports betting, virtual sports, online casino, poker, bingo,
lottery, interactive games and slots, as well as an innovative betting platform
(www.odissea.at) providing both B2B and B2C bet processing. Additional
information is available on our corporate website at www.newgiocogroup.com.
This Press Release contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. The company
has tried, whenever possible, to identify these forward-looking statements using
words such as "anticipates," "believes," "estimates," "expects," "forecast,"
"plans," "intends," "potential" and similar expressions. These statements
reflect the company's current beliefs and are based upon currently available
information. Accordingly, such forward-looking statements involve known and
unknown risks, uncertainties and other factors which could cause the company's
actual results, performance or achievements to differ materially from those
expressed in or implied by such statements.
Investor Relations Contact
Newgioco Group, Inc.
investor@newgiocogroup.com
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>