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 event reported): March 108, 2023

SIMPLICITY ESPORTS AND GAMING COMPANY

(Exact name of registrant as specified in its charter)

Delaware

001-38188

82-1231127

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

7000 W. Palmetto Park Rd., Suite 505

Boca Raton, FL 33433

(Address of Principal Executive Offices)

(855) 345-9467

Registrant’s telephone number, including area code

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		N/A		N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01. Entry into Material Definitive Agreement.

AsMarch ~~previously~~2023 ~~disclosed~~Ionic bySPA ~~Simplicity~~& Esports and Gaming Company (the “Company”) in its Current Report on Form 8-K filed on September 28, 2022 with the Securities and Exchange Commission (the “SEC”), on September 28, 2022, the Company entered into an exchange agreement (the “Exchange Agreement”), dated as of September 28, 2022, by and among the Company, Diverted River Technology, LLC (“Diverted River”), the member(s) of Diverted River from time to time (the “Members”) and Zachary Johnson, as the Members’ representative. Pursuant to the terms of the Exchange Agreement, the Company agreed to acquire from the Members 10012% ofConvertible the membership interests of Diverted River held by the Members as of the closing (the “Closing”), in exchange for the issuance by the Company to the Members of shares of the Company’s common stock equal to 80% of the issued and outstanding shares of the Company’s common stock as of the Closing.Note

~~Pursuant~~On toMarch ~~the~~8, ~~terms~~2023, ofSimplicity ~~the~~Esports ~~Exchange~~and ~~Agreement,~~Gaming ~~following~~Company (the ~~Closing,~~“Company”) ~~Diverted~~entered ~~River~~into ~~will become~~ a ~~wholly~~securities ~~owned~~purchase ~~subsidiary~~agreement of (the ~~Company. Also~~“March ~~following~~2023 ~~the~~Ionic ~~Closing~~SPA”), itdated isas ~~expected~~of ~~that~~March ~~the~~8, ~~Company’s~~2023, ~~name~~with ~~will~~Ionic beVentures, ~~changed~~LLC ~~to Diverted River Technology~~(“Ionic”), ~~Inc.,~~pursuant ~~and~~to which the ~~business~~Company issued ofa ~~the~~12% ~~Company~~convertible ~~will~~promissory ~~become~~note ~~that~~to ofIonic ~~Diverted~~(the ~~River,~~“March an2023 ~~ETO~~Ionic ~~focused~~Note”) onwith a ~~sustainable,~~maturity ~~high~~date ~~margin,~~of ~~recurring~~July ~~revenue~~8, ~~business~~2023, ~~model~~in ~~that~~the principal ~~requires~~sum ~~limited~~of ~~capital expenditures~~$16,500.

AtPursuant to the ~~Closing,~~terms of the ~~Company~~March ~~will~~2023 ~~expand~~Ionic Note, the ~~size~~Company ofagreed ~~the~~to ~~Company’s~~pay ~~Board~~to ofIonic ~~Directors~~$16,500 ~~(the~~and ~~“Board”)~~to bypay ~~three~~interest ~~persons,~~on tothe principal balance at athe ~~total~~rate of ~~seven~~12% ~~persons,~~per ~~and~~annum. ~~will~~The ~~name~~March ~~Mr.~~2023 ~~Johnson~~Ionic ~~and,~~Note ~~within~~carries 90an ~~days~~original ~~after~~issue ~~Closing,~~discount ~~two~~of ~~other~~$1,500. ~~persons~~Accordingly, asIonic ~~directors~~paid on the ~~Board,~~purchase ~~one~~price of ~~whom~~$15,000 ~~will~~in beexchange anfor ~~independent~~the ~~director~~March 2023 Ionic Note. ~~Also~~The atCompany ~~the~~intends ~~Closing,~~to use the ~~Company~~proceeds ~~will~~for ~~name~~working Mrcapital. ~~Johnson~~Ionic asmay ~~Chief~~convert the ~~Executive~~March ~~Officer~~2023 ofIonic Note into the Company.’s ~~Within~~common 90stock ~~days~~(subject to the beneficial ownership limitations of ~~Closing,~~4.99% in the ~~Board~~March 2023 ~~will~~Ionic ~~name~~Note; aprovided ~~Chief~~however, ~~Technology~~that ~~Officer,~~the ~~subject~~limitation toon ~~Mr.~~conversion ~~Johnson’s~~may ~~approval~~be waived (up to 9.99%) Atby ~~the~~Ionic ~~Closing~~upon, at the ~~Company~~election ~~will~~of ~~also~~Ionic, not ~~enter~~less ~~into~~than ~~employment~~61 ~~agreements~~days’ ~~with~~prior ~~Mr.~~notice ~~Johnson~~to ~~and~~the ~~certain~~Company) ~~other~~at ~~Diverted~~any ~~River~~time ~~employees~~at asa ~~identified~~conversion ~~and agreed~~price byequal ~~the~~to ~~parties~~$0.0175 ~~Within~~per ~~90 days of Closing~~share, as the ~~Company~~same ~~will~~may be ~~hire~~adjusted ~~Velocity~~as 42provided ~~Limited~~in asthe ~~its~~March ~~primary~~2023 ~~software~~Ionic ~~developer~~Note.

The ~~Exchange~~Company ~~Agreement~~may ~~contains~~prepay ~~certain covenants, representations and warranties customary for an agreement of this type. In addition,~~ the ~~Closing~~ isMarch ~~subject~~2023 toIonic ~~the~~Note satisfaction or waiver of certain conditions, including, but not limited to, (i) the increase by the Company of its authorized shares of common stock to 250,000,000 shares; (ii) execution by Diverted River of agreements with clients generating at least $60,000 per month in ~~revenue~~accordance ~~for at least 24 months following the Closing,~~ with ~~such agreements being in form and substance as agreed to by~~ the ~~Company~~terms ~~and~~of ~~Diverted River; (iii) settlement by~~ the ~~Company~~March of2023 ~~any~~Ionic ~~debt~~Note, with ~~landlords related to~~ the ~~closure~~understanding ~~of the~~that ~~Company’s gaming center venues; (iv) the Company having obtained binding commitments from investors to invest at least~~ $~~4,000,000,~~660 ~~through the issuance~~ of ~~shares~~interest ofunder ~~Company common stock; (v) repayment by~~ the ~~Company~~March of2023 ~~its~~Ionic ~~convertible~~Note ~~notes,~~is orguaranteed ~~execution~~and ofearned ~~agreements with~~in ~~noteholders~~full toas ~~convert such notes into shares~~ of ~~Company~~March ~~common~~8, ~~stock comprising no more than 12~~2023.5% ofThe ~~the~~March ~~issued~~2023 ~~and~~Ionic ~~outstanding~~Note contains ~~common~~customary ~~stock~~events of ~~the~~default ~~Company~~relating ~~after giving effect~~ to, ~~the~~among ~~Closing;~~other ~~(vi)~~things, ~~reaching~~payment andefaults, ~~agreement~~breach ~~with warrant holders to amend the exercise price to be $1.00 per share; (vii) execution~~ of ~~note~~representations ~~amendments by holders of Company promissory notes that are not presently convertible into shares of Company common stock such that the notes will be converted into Company common stock~~ and ~~such notes shall have been converted~~warranties, ~~with~~ ~~such~~and ~~shares~~breach ~~being included in the 12.5% limitation set forth in clause (v) hereof; (viii) provision by Diverted River~~ of ~~audited~~ ~~financial~~provisions ~~statements; and (ix) completion~~ of ~~satisfactory~~the ~~due~~March ~~diligence~~2023 ~~reviews~~Ionic bySPA or the ~~Company~~March ~~and~~2023 ~~Diverted~~Ionic ~~River~~Note.

~~Pursuant~~Upon to the ~~terms~~occurrence of any Event of Default (as defined in the ~~Exchange~~March ~~Agreement~~2023 Ionic Note), which has not been cured within the ~~parties~~time ~~could~~prescribed in ~~terminate~~the respective March 2023 Ionic Note, the ~~Exchange~~March ~~Agreement~~Ionic ~~pursuant~~2023 toNote shall become immediately due and payable and the ~~terms~~Company ofshall pay to the ~~Exchange~~holder ~~Agreement~~thereof, ~~including,~~ ~~but~~in ~~not~~full ~~limited~~satisfaction toof its obligations thereunder, ifan ~~the~~amount ~~conditions~~equal to ~~Closing~~the ~~had~~principal ~~not~~amount ~~been~~then ~~satisfied~~outstanding orplus accrued ~~waived~~interest multiplied by ~~December 15, 2022~~125%.

The ~~description~~March of2023 ~~the~~Ionic ~~Exchange~~SPA ~~Agreement~~contains ~~does~~certain ~~not~~scrivener’s ~~purport~~errors toreferencing bea ~~complete~~warrant ~~and~~although isthe ~~qualified~~parties into ~~its~~the ~~entirety~~March by2023 ~~reference~~Ionic toSPA did ~~the~~not ~~Exchange~~contemplate ~~Agreement, a~~the ~~copy~~issuance of ~~which~~a ~~was~~warrant ~~filed~~in asthis ~~Exhibit 10~~transaction.1 toThe ~~the~~ Company’s ~~Current~~is ~~Report~~in onthe ~~Form~~process ~~8-K~~of ~~filed~~preparing ~~with~~an amendment to the ~~SEC~~March 2023 onIonic ~~September~~SPA ~~28,~~to ~~2022 is~~remove ~~incorporated~~the ~~herein~~inadvertent byreferences ~~reference~~to a warrant.

~~Also~~March as previously disclosed, on December 15, 2022, the parties entered into Amendment No. 1 to Exchange Agreement (“Amendment No. 1”). Pursuant to the terms of Amendment No. 1, the termination date was amended to be February 1, 2023. ~~Except~~FirstFire asSPA ~~set~~& ~~forth~~12% inConvertible ~~Amendment No. 1, the Exchange Agreement remains in full force and effect.~~Note

~~The~~On ~~description~~March of8, ~~Amendment~~2023, ~~No.~~the 1Company ~~does~~entered ~~not~~into ~~purport~~a tosecurities bepurchase ~~complete~~agreement ~~and~~(the is“March ~~qualified~~2023 inFirstFire ~~its~~SPA”), ~~entirety~~dated byas ~~reference~~of toMarch 8, ~~Amendment No. 1~~2023, awith ~~copy of~~FirstFire ~~which~~Global ~~was~~Opportunities ~~filed~~Fund asLLC ~~Exhibit~~(“FirstFire”), ~~10.1~~pursuant to which the Company’s ~~Current~~issued ~~Report~~a on12% ~~Form~~convertible promissory ~~8-K~~note ~~filed~~to ~~with~~FirstFire (the ~~SEC~~“March on2023 ~~December~~FirstFire 16Note”) with a maturity date of July 8, ~~2022~~2023, ~~and~~in isthe ~~incorporated~~principal sum ~~herein~~of ~~by reference~~$16,500.

OnPursuant ~~March~~to ~~10,~~the terms of the March 2023 FirstFire Note, the ~~parties~~Company agreed to pay to FirstFire $16,500 and to pay interest on the ~~Exchange~~principal ~~Agreement~~balance at ~~entered~~the ~~into~~rate ~~Amendment~~of No12% per annum. 2The toMarch ~~Exchange~~2023 ~~Agreement~~FirstFire ~~(“Amendment~~Note ~~No.~~carries ~~2”). Amendment~~an Nooriginal issue discount of $1,500. 2Accordingly, ~~was~~FirstFire ~~executed~~paid the onpurchase ~~March~~price 10of $15,000 in exchange for the March 2023 ~~and~~FirstFire ~~placed~~Note. inThe ~~escrow~~Company intends to use the proceeds for working capital. FirstFire ~~Amendment~~may Noconvert the March 2023 FirstFire Note into the Company’s common stock (subject to the beneficial ownership limitations of 4.99% 2in ~~was~~the ~~released~~March ~~from~~2023 ~~escrow~~FirstFire Note; provided however, that the limitation on ~~March~~conversion 28may be waived (up to 9.99%) by FirstFire upon, at the election of FirstFire, not less than 61 days’ prior notice to the Company) at any time at a conversion price equal to $0.0175 per share, as the same may be adjusted as provided in the March 2023 FirstFire Note.

~~Pursuant~~The toCompany ~~the~~may ~~terms~~prepay ~~of Amendment No. 2,~~ the ~~termination~~March ~~date was amended to be July 14,~~ 2023. InFirstFire ~~addition,~~Note ~~pursuant to the terms of Amendment No. 2, the Company agreed to acquire from the Members 100% of the membership interests of Diverted River held by the Members as of the Closing~~ in ~~exchange~~accordance ~~for~~with the ~~issuance~~terms ~~by the Company to the Members~~ of ~~shares of~~ the ~~Company’s~~March ~~common~~2023 ~~stock~~FirstFire ~~equal to 75% of the issued and outstanding shares of the Company’s common stock as of the Closing. The parties acknowledge that the Company is currently~~Note, or shall shortly become, a party to the Notes Exchange Agreement by and between the Company and the Noteholders (as hereinafter defined) of the Notes (as hereinafter defined), pursuant to which, at or simultaneous with the ~~Closing hereunder, such Notes shall be exchanged~~understanding ~~for~~that a$660 ~~number~~ of ~~shares~~interest ofunder ~~Company common stock equal to 5% of~~ the ~~Company’s~~March ~~outstanding~~2023 ~~shares~~FirstFire ~~of common stock following the Closing and the closing of the Offering (as hereinafter defined) (the “~~Note ~~Exchange~~is ~~Transactions”).~~guaranteed ~~The parties also acknowledge~~ and ~~agree~~earned ~~that~~ in ~~connection~~full ~~with~~as ~~the~~of ~~transactions~~March ~~and the Note Exchange Transactions~~8, ~~the Company expects to complete an offering of Company common stock to certain additional investors (the “Offering”)~~2023. The ~~number~~March of2023 ~~shares of common stock to be issued~~FirstFire ~~and~~Note ~~sold~~contains incustomary ~~the~~events ~~Offering, when added to the shares~~ of ~~common~~default ~~stock~~relating ~~issued and outstanding prior~~ to ~~the closing of the Note Exchange Transactions and the Closing~~, ~~will~~among comprise no more than 20% of the issued and outstanding shares of Company common stock following the closing of the Offering, the closing of the Note Exchange Transactions and the Closing, such that the ending capitalization of the Company at such time shall be comprised of (i) the investors in the Offering and the other ~~shareholders of the Company~~things, ~~holding~~payment ~~20% of the issued and outstanding shares of the Company’s common stock~~defaults, ~~(ii)~~breach ~~the DRT Members holding 75%~~ of ~~the~~representations ~~issued~~ and ~~outstanding shares of the Company’s common stock; and (iii) the Noteholders~~warranties, ~~collectively, holding 5% of the issued and outstanding shares of the Company’s~~ ~~common stock,~~ and ~~provided~~breach ~~that such 5% number may be reduced as set forth in the Note Exchange Agreement, in which event the proportion~~ of ~~the~~provisions ~~shares~~ of ~~common stock to be held by~~ the ~~investors~~March in2023 ~~the~~FirstFire ~~Offering~~SPA ~~and~~or the ~~other~~March ~~shareholders~~2023 ofFirstFire ~~the Company other than the DRT Members and the Noteholders, shall be adjusted from such current 20% number~~Note.

~~Except~~Upon asthe ~~set~~occurrence ~~forth~~of any Event of Default (as defined in ~~Amendment~~the ~~No.~~March 22023 FirstFire Note), which has not been cured within the ~~Exchange~~time ~~Agreement,~~prescribed in asthe ~~amended~~respective March 2023 FirstFire Note, ~~remains~~the March FirstFire 2023 Note shall become immediately due and payable and the Company shall pay to the holder thereof, in full ~~force~~satisfaction ~~and~~of ~~effect~~its obligations thereunder, an amount equal to the principal amount then outstanding plus accrued interest multiplied by 125%.

The ~~description~~March of2023 ~~Amendment~~FirstFire ~~No.~~SPA 2contains ~~does~~certain ~~not~~scrivener’s ~~purport~~errors referencing a warrant although the parties to bethe ~~complete~~March ~~and~~2023 isFirstFire SPA ~~qualified~~did innot ~~its~~contemplate ~~entirety~~the byissuance ~~reference~~of toa ~~Amendment~~warrant Noin this transaction. 2,The aCompany ~~copy~~ is in the process of ~~which~~preparing isan ~~filed~~amendment asto ~~Exhibit~~the March ~~10.3~~2023 ~~hereto~~FirstFire ~~and~~SPA isto ~~incorporated~~remove ~~herein~~the byinadvertent ~~reference~~references to a warrant.

OnThe ~~March~~description ~~21,~~of ~~2023,~~ the ~~Company,~~March ~~Ionic~~2023 ~~Ventures, LLC (“~~Ionic~~”),~~ ~~FirstFire Global Opportunities Fund (“FirstFire”)~~SPA, ~~Jefferson~~ ~~Street~~the ~~Capital~~March ~~(“Jefferson”),~~2023 ~~Labrys~~Ionic ~~Fund (“Labrys”)~~Note, GSthe ~~Capital~~March ~~Partners~~2023 ~~(“GS”), and Lucas Ventures & LGH Investments (“Lucas” and collectively with Ionic,~~ FirstFire, ~~Jefferson~~SPA, ~~Labrys~~ and ~~GS,~~ the ~~“Noteholders”) entered~~March ~~into~~2023 aFirstFire ~~letter~~Note ~~agreement~~does not ~~(the~~purport ~~“Letter Agreement”) pursuant~~ to ~~which~~be ~~the~~complete ~~Noteholders~~and ~~agreed~~is toqualified ~~convert~~in ~~their~~its ~~Notes into~~entirety aby ~~number~~reference ofto ~~shares of~~ the ~~Company’s~~March ~~common~~2023 ~~stock~~Ionic ~~equal~~SPA, ~~to 5% of~~ the ~~outstanding shares of common stock on~~ March ~~21,~~ 2023 ~~(the “Equity~~Ionic ~~Percentage Shares”). Each Noteholder agreed to convert its respective~~ Note~~(s)~~, ~~into~~ the March ~~equity~~2023 ~~percentage~~FirstFire ~~based~~SPA, ~~on the~~and ~~ratio which~~ the ~~principal~~March ~~amount~~2023 ofFirstFire ~~such Noteholder’s~~ Note, ~~bears~~copies toof ~~the~~which ~~aggregate~~are ~~principal~~filed ~~amount~~as ofExhibits ~~all Noteholders~~10.1, ~~Pursuant to the terms of the Letter Agreement~~10.2, ~~“Notes”~~10.3 isand ~~defined~~10.4 tohereto ~~include~~and are ~~the~~incorporated ~~following~~herein ~~promissory~~by ~~notes:~~reference.

Noteholder	Origination	Principal and Interest Balance (In Dollars)
FirstFire	3/21/22		120,819
FirstFire	7/14/22		29,196
FirstFire	6/10/21		1,364,167
FirstFire	3/10/21		528,847
GS	3/21/22		90,614
GS	7/14/22		29,196
GS	6/10/21		299,678
GS	9/13/22		11,440
Ionic	3/21/22		120,819
Ionic	7/14/22		29,196
Ionic	9/29/21		1,526,014
Jefferson	4/1/22		90,162
Jefferson	8/24/21		327,529
Jefferson	7/14/22		29,196
Labrys	2/19/21		1,021,697
LGH	9/2/21		248,000
Lucas	9/2/21		248,000

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The ~~following~~disclosure ~~promissory~~set ~~notes~~forth ~~are~~under ~~expressly~~Item ~~omitted~~1.01 ~~from~~of this Current Report on Form 8-K with respect to the ~~definition~~March of2023 ~~Notes:~~Ionic Note and the March 2023 FirstFire Note and is incorporated herein by reference.

Noteholder	Origination	Principal and Interest Balance (In Dollars)
FirstFire	9/8/22		68,640
FirstFire	1/30/23		35,200
FirstFire	3/8/23		16,500
Ionic	9/8/22		68,640
Ionic	1/30/23		35,200
Ionic	3/8/23		16,500
Jefferson	9/8/22		28,600
Jefferson	1/30/23		35,200

Notwithstanding the terms of the Letter Agreement, the Noteholders are entitled to continue conversions from March 21, 2023 until the Closing. Any conversions that occur in accordance with the Letter Agreement will reduce the number of shares of common stock that would be issued to each Noteholder upon conversion of each of its respective Notes equal to the ratio multiplied by the Equity Percentage Shares.

The description of the Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the Letter Agreement, a copy of which is filed as Exhibit 10.4 hereto and is incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

On March 31, 2023, the Company issued a press release announcing entry into Amendment No. 2 and the Letter Agreement. A copy of the press release is attached hereto as Exhibit 99.1.

The information included in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth under this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		~~Exchange~~Securities Purchase Agreement, dated as of ~~September~~March 288, ~~2022~~2023, by and ~~among~~between the registrant, ~~Diverted River Technology, LLC, the member(s) of Diverted River Technology, LLC from time to time~~ and ~~Zachary~~Ionic ~~Johnson~~Ventures, ~~as the Members’ representative (incorporated by reference to Exhibit 10~~LLC.~~1 to the registrant’s Current Report on Form 8-K filed on September 28, 2022).~~
10.2		~~Amendment~~Convertible ~~No.~~Promissory ~~1 to Exchange Agreement~~Note, dated as of ~~December~~March 158, ~~2022~~2023, issued by ~~and among~~ the registrant, ~~Diverted~~in ~~River~~favor ~~Technology, LLC, the member(s)~~ of ~~Diverted~~Ionic ~~River Technology~~Ventures, LLC ~~from time to time and Zachary Johnson, as the Members’ representative (incorporated by reference to Exhibit 10~~.~~1 to the registrant’s Current Report on Form 8-K filed on December 16, 2022).~~
10.3		~~Amendment~~Securities ~~No.~~Purchase ~~2 to Exchange~~ Agreement, dated as of March 108, 2023, by and ~~among~~between the registrant, ~~Diverted~~and ~~River~~FirstFire ~~Technology,~~Global ~~LLC,~~Opportunities ~~the member(s) of Diverted River Technology~~Fund, LLC ~~from time to time and Zachary Johnson, as the Members’ representative~~.
10.4		~~Letter~~Convertible ~~Agreement~~Promissory Note, dated as of March 218, 2023, issued by ~~and among~~ the registrant, ~~Ionic~~in ~~Ventures,~~favor ~~LLC,~~of FirstFire Global Opportunities Fund, ~~Jefferson Street Capital, Labrys Fund, GS Capital Partners, and Lucas Ventures & LGH Investments~~LLC.
99.1		Press release issued by the registrant on March 31, 2023.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SIMPLICITY ESPORTS AND GAMING COMPANY
Date: March 31, 2023	By:	/s/ Roman Franklin
Date: April 19, 2023	By:	/s/ Roman Franklin
		Roman Franklin
		Chief Executive Officer

Filing Compare · SIMPLICITY ESPORTS & GAMING Co