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Subsequent Events
9 Months Ended
Jul. 31, 2022
Subsequent Events  
Subsequent Events

Note 15 – Subsequent Events

 

On August 1, 2022, and effective on August 4, 2022, we entered into a Settlement and Mutual Release Agreement (the “Settlement Agreement”) with Mark Weir, one of the two sellers of the 80% interest in RKings which we acquired effective on November 1, 2021, pursuant to the November 29, 2021 Sale and Purchase Agreement of Ordinary Issued Share Capital. The Settlement Agreement was entered into in order to partially settle certain breaches of the Purchase Agreement which the Sellers (Mr. Weir and Mr. Paul Hardman) were jointly and severally responsible for pursuant to the terms of the Purchase Agreement. Pursuant to the Settlement Agreement, (a) we agreed to make a payment to Mr. Weir in the amount of £450,000 (approximately $548,112), representing one-half of the £1,000,000 (approximately $1,218,027) Holdback Amount, less £50,000 (approximately $60,902) in excess salary payments made to Mr. Weir (the “Settlement Payment”); (b) Mr. Weir agreed to enter into an employment agreement with RKings; and (c) we and Mr. Weir, on behalf of ourselves and our affiliates and representatives, provided each other mutual releases, subject to certain customary exceptions. The Settlement Payment was in full satisfaction of all payments (including any portion of the Holdback Amount or Earn-Out Consideration), due to Mr. Weir under the Purchase Agreement. The Settlement Payment was paid in full on August 21, 2022. The Company’s ongoing disputes and claims against Mr. Hardman, the other Seller, relating to breaches of the terms of the Purchase Agreement by Mr. Hardman, remain outstanding and the Company is continuing to pursue such claims.

 

Pursuant to the Employment Agreement, Mr. Weir agreed to provide employment services to RKings, as business manager thereof, for a salary of £130,000 ($158,344) per year, subject to increases and discretionary bonuses which may from time to time be approved by RKings’ board of directors. The Employment Agreement includes a non-compete provision which applies for five years after the end of the term of the agreement, prohibiting Mr. Weir from competing against RKings in or around the UK and Ireland, a customary non-solicitation prohibition, which also applies for five years after the end of the term of the Agreement, and customary confidentiality obligations and work for hire language. The Employment Agreement continues in effect until terminated as provided in the agreement.