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Super League Enterprise, Inc. filed a Form S-3 prospectus to register up to 1,979,904 shares of common stock for resale by the selling stockholder, consisting of 989,952 Note Shares issuable upon conversion of 8% senior secured convertible notes and 989,952 Warrant Shares issuable upon exercise of warrants. The company received $4,000,000 in gross proceeds from the private placement that generated the notes and warrants, and the warrants could provide up to $3,538,088.45 of additional proceeds if exercised for cash. Prior to the offering the company reported 1,070,906 shares outstanding and, assuming full conversion/exercise, would have ~3,050,810 shares outstanding.
The prospectus discloses a 1-for-40 reverse split, operations reaching over 130 million monthly unique players and >1 billion monthly impressions, and material risks: Nasdaq notified the company of noncompliance with the $2.5 million stockholders' equity listing requirement (reported equity of $170,000), an auditor explanatory going-concern paragraph, extensive preferred-stock convertible amounts and approval rights, and potential litigation risk if required preferred consents or debt consents are not obtained. The registered securities are being offered by the selling stockholder and the company will not receive proceeds from resale transactions unless warrants are exercised for cash.