Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Issuance of Common Stock in Connection with DraftKings’ Acquisition of Sports IQ Analytics Inc.
On May 7, 2024, we issued an aggregate of 248,684 shares of our Class A common stock (such issuance, the “SIQ Closing Stock Consideration”) in connection with, and as partial consideration for, the completion of our acquisition of Sports IQ Analytics Inc. (the “SIQ Transaction”).
The issuance of the SIQ Closing Stock Consideration did not involve any underwriters, any underwriting discounts or commissions, or any public offering. The SIQ Closing Stock Consideration was issued in reliance upon the exemption from registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended. The recipients of the SIQ Closing Stock Consideration represented their intentions to acquire the securities for investment only and not with views to or for sale in connection with any distribution thereof, and appropriate legends were placed upon the securities issued in connection with such issuance. There was no advertising or solicitation involved, and each of the recipients was an accredited or sophisticated investor and had adequate access to information about the Company’s business and operations.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
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