Item 1.01 Entry into a Material Definitive Agreement.
Sale of Verus Series A Preferred Stock
On January 22, 2020, the Company entered into Stock Purchase Agreements with
William Kerby, the Chief Executive Officer and director of the Company
("Kerby"), (the "Purchaser" and the "Stock Purchase Agreement"). Pursuant to the
Stock Purchase Agreement, the Company agreed to sell the Purchaser 1,562,500
shares of restricted Series A Convertible Preferred Stock of Verus
International, Inc. (formerly known as RealBiz Media Group, Inc. ("Verus"),
which the Company then held (out of the 31,970,101 shares of Series A
Convertible Preferred Stock of Verus which the Company then held) for an
aggregate of $25,000, or $0.016 per share. The purchase price for the Verus
shares was determined by the Board of Directors of the Company, based on among
other things, the recent trading prices of Verus' common stock on the OTCQB
Market, as publicly reported. The sale contemplated by the Stock Purchase
Agreement closed on January 22, 2020.
The above summary of the Stock Purchase Agreement is qualified in its entirety
by reference to the actual terms and conditions of the Stock Purchase Agreement,
which is filed as Exhibit 10.1 and incorporated into this Item 1.01 by reference
in its entirety.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(b) and (c)
On January 17, 2020, Mr. Omar Jimenez, the Chief Financial Officer, Chief
Operating Officer, Treasurer and Secretary of Monaker Group, Inc. (the
"Company"), provided notice of his resignation as an officer of the Company,
effective on January 31, 2020. His resignation was not the result of a
disagreement with the Company.
On January 23, 2020, and to be effective on February 1, 2020, the Company
appointed (a) Mr. Sirapop 'Kent' Taepakdee, the Controller of the Company, who
has been serving as the principal financial officer and principal accounting
officer of the Company since October 9, 2019, as the Vice President of Finance,
acting Chief Financial Officer, Treasurer, and Secretary of the Company
(executive officer positions); and (b) Mr. Tim Sikora (who had previously been
serving as the Chief Information Officer (as a non-executive officer) of the
Company as the Chief Operating Officer and the Chief Information Officer
(executive officer positions) of the Company.
Mr. Taepakdee and Mr. Sikora are not a party to any material plan, contract or
arrangement (whether or not written) with the Company.
Mr. Taepakdee and Mr. Sikora are not a participant in any related party
transaction required to be reported pursuant to Item 404(a) of Regulation S-K.
There are no family relationships between any director or executive officer of
the Company, including, but not limited to Mr. Taepakdee and Mr. Sikora.
Mr. Taepakdee's biographical information was disclosed in the Current Report
on Form 8-K filed by the Company with the Securities and Exchange Commission
on October 11, 2019, which is incorporated by reference herein.
Mr. Sikora's biographical information is disclosed below:
Mr. Tim Sikora, age 46
Mr. Sikora joined the Company as Chief Information Officer (non-executive) in
October 2019, where he is responsible for managing all of the Company's
information technology (IT), including the ongoing integrations of travel
distributors with the Company's Monaker Booking Engine (MBE), a customizable,
instant-booking platform and managing the Company's technical teams. Mr. Sikora
served as director of North America Sales at The Boeing Company, the world's
largest aerospace company, prior to joining the Company, from May 2013 to
October 2019. Prior to working with Boeing, he managed and led the expansion of
two IT services companies: Peak 10, a leading data center and cloud services
company, where he served as Director Information Technology Service Delivery
from July 2012 to May 2013, and CIBER, Inc., a global information technology
infrastructure services provider, where he served as Information Technology
Infrastructure Service Delivery Manager from November 2010 to July 2012. Prior
to that, from November 2007 to November 2010, Mr. Sikora served as director of
Information Technology End User Services at US Airways, Inc. While there, Mr.
Sikora led the airline's integration of IT end-user platforms following its
merger with America West and was responsible for governing IT resource planning,
budgeting, and operational management for end-user services. Prior to joining US
Airways, Mr. Sikora served as VP of Airline Operations and Chief Information
Officer at Caribbean Sun Airlines Holdings (September 2005 to November 2007),
where he directed all IT and airline resource planning, budgeting and
operational initiatives. Prior to that, Mr. Sikora served as manager of
Information technology at DHL Airways, a $500 million cargo airline where he
directed the Information Technology group, a provider of contract aircraft
services to DHL Worldwide Express. Mr. Sikora has also held several other
software development positions, including at Midwest Express Airlines. Mr.
Sikora received a Bachelor's of Science in Business Administration (Magna Cum
Laude) and a Master's of Science in Leadership, from Embry-Riddle Aeronautical
University.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
10.1 Stock Purchase Agreement between Monaker Group, Inc. and William Kerby,
dated January 22, 2020,
relating to the sale of Verus International, Inc. Series A Convertible
Preferred Stock
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