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| CIK | 1886894 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Snail, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41556 SNAIL, INC. |
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| August 19, 2025 |
Snail, Inc. Reports Second Quarter 2025 Financial Results Exhibit 99.1 Snail, Inc. Reports Second Quarter 2025 Financial Results CULVER CITY, Calif., August 19, 2025 (GLOBE NEWSWIRE) – Snail, Inc. (Nasdaq: SNAL) (“Snail Games” or the “Company”), a leading global independent developer and publisher of interactive digital entertainment, today announced financial results for its second quarter ended June 30, 2025. Second Quarter 2025 and Recent Operational |
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| August 19, 2025 |
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): August 19, 2025 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period |
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| August 7, 2025 |
Snail, Inc. Announces Entry Into At The Market Offering Agreement Exhibit 99.1 Snail, Inc. Announces Entry Into At The Market Offering Agreement Culver City, California - August 7, 2025 - Snail, Inc. (Nasdaq: SNAL) (“Snail” or the “Company”), a leading global independent developer and publisher of interactive digital entertainment, announced that it has entered into an At The Market Offering Agreement (the “Sales Agreement”) with H.C. Wainwright & Co. as sales a |
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| August 7, 2025 |
Up to $4,500,000 of Shares of Class A Common Stock Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-282030 Prospectus Supplement (To Prospectus dated September 20, 2024) Up to $4,500,000 of Shares of Class A Common Stock We have entered into an At The Market Offering Agreement dated August 7, 2025 (the “Sales Agreement”) with H.C. Wainwright & Co., LLC (“Wainwright” or the “Sales Agent”), relating to shares of our Class A common sto |
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| August 7, 2025 |
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): August 7, 2025 Snail, Inc. (Exact name of Registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of Incorporation or organization) (Commiss |
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| August 7, 2025 |
AT THE MARKET OFFERING AGREEMENT August 7, 2025 Exhibit 1.1 AT THE MARKET OFFERING AGREEMENT August 7, 2025 H.C. Wainwright & Co., LLC 430 Park Avenue New York, New York 10022 Ladies and Gentlemen: Snail Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows: 1. Definitions. The terms that follow, when used in this Agreement a |
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| June 25, 2025 |
Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits 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): June 19, 2025 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41556 SNAIL, INC |
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| May 14, 2025 |
Snail, Inc. Reports First Quarter 2025 Financial Results Exhibit 99.1 Snail, Inc. Reports First Quarter 2025 Financial Results CULVER CITY, Calif., May 14, 2025 (GLOBE NEWSWIRE) – Snail, Inc. (Nasdaq: SNAL) (“Snail Games” or the “Company”), a leading global independent developer and publisher of interactive digital entertainment, today announced financial results for its first quarter ended March 31, 2025. First Quarter 2025 and Recent Operational Highl |
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| May 14, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 14, 2025 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| May 13, 2025 |
Snail, Inc. 12049 Jefferson Boulevard Culver City, California 90230 (310) 988-0643 Snail, Inc. 12049 Jefferson Boulevard Culver City, California 90230 (310) 988-0643 May 13, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Mitchell Austin Re: Snail, Inc. Registration Statement on Form S-1 Filed on May 8, 2025 File No: 333-287057 Request For Acceleration Dear Mr. Austin: On May 12, |
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| May 13, 2025 |
Snail, Inc. 12049 Jefferson Boulevard Culver City, California 90230 (310) 988-0643 Snail, Inc. 12049 Jefferson Boulevard Culver City, California 90230 (310) 988-0643 May 12, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Mitchell Austin Re: Snail, Inc. Registration Statement on Form S-1 Filed on May 8, 2025 File No: 333-287057 Request For Acceleration Dear Mr. Austin: Snail, Inc |
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| May 8, 2025 |
As filed with the Securities and Exchange Commission on May 7, 2025 As filed with the Securities and Exchange Commission on May 7, 2025 Registration No. |
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| May 8, 2025 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) SNAIL, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to be paid Equity |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2) ☒ Definitive |
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| April 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement SNAIL, INC. (Name of Registrant as Specified in its |
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| April 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement SNAIL, INC. (Name of Registrant as Specified in its |
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| March 26, 2025 |
Exhibit 19.1 SNAIL, INC. Statement of Policy Concerning Trading in Company Securities Adopted November 9, 2022 TABLE OF CONTENTS Page No. I. SUMMARY OF POLICY CONCERNING TRADING IN COMPANY SECURITIES 1 II. THE USE OF INSIDE INFORMATION IN CONNECTION WITH TRADING IN SECURITIES 1 A. General Rule. 1 B. Who Does the Policy Apply To? 2 C. Other Companies’ Stock. 3 D. Hedging and Derivatives. 3 E. [Pled |
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| March 26, 2025 |
Snail, Inc. Reports Fourth Quarter & Full Year 2024 Financial Results Exhibit 99.1 Snail, Inc. Reports Fourth Quarter & Full Year 2024 Financial Results Culver City, CA – March 26, 2025 – Snail, Inc. (NASDAQ: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced financial results for its fourth quarter and full year ended December 31, 2024. Fourth Quarter & Full Year 2024 Highlig |
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| March 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41556 SNAIL, INC. (Ex |
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| March 26, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 26, 2025 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number) |
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| February 25, 2025 |
Form of Convertible Promissory Notes Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| February 25, 2025 |
Form of Registration Rights Agreements, dated February 21, 2025 Exhibit 10.2 FORM OF REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 21, 2025, by and between SNAIL, INC., a Delaware corporation (the “Company”), and [] (together with it permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the securities purchase agre |
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| February 25, 2025 |
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): February 21, 2025 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Numb |
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| February 25, 2025 |
Form of Securities Purchase Agreements, dated February 21, 2025 Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 21, 2025, by and between SNAIL, INC., a Delaware corporation, with headquarters located at 12049 Jefferson Blvd, Culver City, CA 90230 (the “Company”), and [] (the “Buyer”). WHEREAS: A. The Company and the Buyer are executing and delivering this Agreement in reliance upon t |
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| November 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41556 SNAIL, |
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| November 13, 2024 |
Snail, Inc. Reports Third Quarter 2024 Financial Results Exhibit 99.1 Snail, Inc. Reports Third Quarter 2024 Financial Results Culver City, CA – November 13, 2024 – Snail, Inc. (NASDAQ: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced financial results for its third quarter ended September 30, 2024. Tony Tian, Co-Chief Executive Officer of Snail, commented, “Sin |
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| November 13, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 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): November 13, 2024 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Numb |
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| October 21, 2024 |
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): October 18, 2024 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| October 21, 2024 |
Snail Games Regains Compliance with Nasdaq Minimum Bid Price Requirement Exhibit 99.1 Snail Games Regains Compliance with Nasdaq Minimum Bid Price Requirement CULVER CITY, Calif., October 21, 2024 (GLOBE NEWSWIRE) – Snail, Inc. (Nasdaq: SNAL) (“Snail Games” or the “Company”), a leading global independent developer and publisher of interactive digital entertainment, announced today that the Company received written notice from the staff of the Listing Qualifications Dep |
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| September 23, 2024 |
Snail, Inc. Class A Common Stock Preferred Stock Debt Securities Filed Pursuant to Rule 424(b)(5) Registration No. 333-282030 PROSPECTUS Snail, Inc. $50,000,000 Class A Common Stock Preferred Stock Debt Securities Warrants Units We may, from time to time, offer and sell up to $50,000,000 of any combination of our Class A common stock, par value $0.0001 per share (the “Class A common stock”), preferred stock, par value $0.0001 (the “preferred stock”), debt secur |
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| September 18, 2024 |
Snail, Inc. 12049 Jefferson Boulevard Culver City, California 90230 (310) 988-0643 Snail, Inc. 12049 Jefferson Boulevard Culver City, California 90230 (310) 988-0643 September 18, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Lauren Pierce and Matthew Derby Re: Snail, Inc. Registration Statement on Form S-3 File No: 333-282030 Request for Acceleration of Effectiveness Ladies an |
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| September 17, 2024 |
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): September 13, 2024 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Num |
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| September 11, 2024 |
As filed with the Securities and Exchange Commission on September 11, 2024 As filed with the Securities and Exchange Commission on September 11, 2024 Registration Statement No. |
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| September 11, 2024 |
Exhibit 4.7 SNAIL, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of , 202 Debt Securities TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’s Certificate 8 Section 2.03 Denom |
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| September 11, 2024 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) SNAIL, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to b |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41556 SNAIL, INC. |
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| August 13, 2024 |
Snail, Inc. Reports Second Quarter 2024 Financial Results Exhibit 99.1 Snail, Inc. Reports Second Quarter 2024 Financial Results Culver City, CA – August 13, 2024 – Snail, Inc. (NASDAQ: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced financial results for its second quarter ended June 30, 2024. Tony Tian, Co-Chief Executive Officer commented, “I’m honored to lea |
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| August 13, 2024 |
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): August 13, 2024 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number |
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| June 28, 2024 |
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): June 27, 2024 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 25, 2024 |
Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits 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): June 24, 2024 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 15, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 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): May 15, 2024 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| May 15, 2024 |
Snail, Inc. Reports First Quarter 2024 Financial Results Exhibit 99.1 Snail, Inc. Reports First Quarter 2024 Financial Results Culver City, CA – May 15, 2024 – Snail, Inc. (NASDAQ: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced financial results for its first quarter ended March 31, 2024. Tony Tian, Co-Chief Executive Officer commented, “I’m absolutely thrille |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41556 SNAIL, INC |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2) ☒ Definitive |
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| April 19, 2024 |
Exhibit 10.1 12049 Jefferson Blvd. Culver City, CA 90230 310.928.7429 April 15, 2024 Xuedong (Tony) Tian 7202 Hana Road Edison, NJ 08817 Dear Tony, On behalf of Snail Games USA, Inc., a California corporation (“Snail Games” or the “Company”), We are excited to make an offer of employment as Co-Chief Executive Officer of the Company and its affiliates, including Snail, Inc., a Delaware corporation |
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| April 19, 2024 |
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): April 15, 2024 Snail, Inc. (Exact name of Registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of Incorporation or organization) (Commiss |
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| April 1, 2024 |
Snail, Inc. Clawback Policy, adopted November 30, 2023 Exhibit 97.1 Snail, Inc. Compensation Recovery Policy 1. Purpose. The purpose of this Compensation Recovery Policy of the Company (as amended from time to time, the “Policy”), dated as of November 30, 2023 to describe the circumstances in which current and former Executive Officers will be required to repay or return Erroneously Awarded Compensation to members of the Company Group. The Company has |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41556 SNAIL, INC. (Ex |
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| January 12, 2024 |
SNAIL, INC. 12049 Jefferson Blvd. Culver City, CA 90230 SNAIL, INC. 12049 Jefferson Blvd. Culver City, CA 90230 January 12, 2024 Anastasia Kaluzienski and Robert Littlepage U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Snail, Inc. Form 10-Q for the quarterly period ended September 30, 2023 Filed November 14, 2023 File No. 001-41556 Ladies and Gentleman: Thank you for your letter, dated December 20, 2023 (the “Com |
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| December 5, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): December 5, 2023 (December 4, 2023) Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Co |
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| December 5, 2023 |
Exhibit 99.1 |
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| November 28, 2023 |
PROSPECTUS File No. 333-274626 Filed Pursuant to Rule 424(b)(8) Snail, Inc. 10,675,308 Shares of Class A Common Stock 4,418,460 Shares of Class A Common Stock Issuable Upon Exercise of Warrants The selling stockholders named in this prospectus may offer and sell, from time to time, in one or more offerings, up to an aggregate of 15,093,768 shares of our Class A common stock, par value $0.0001 per |
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| November 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement SNAIL, INC. (Name of Registrant as Specified in its |
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| November 16, 2023 |
Independent Director Agreement Exhibit 10.1 INDEPENDENT DIRECTOR AGREEMENT THIS INDEPENDENT DIRECTOR AGREEMENT is made effective as of November 10, 2023 (the “Agreement”), between SNAIL, INC., a Delaware corporation (the “Company”), and Ryan Jamieson, residing at [Address] (“Director”). WHEREAS, it is essential to the Company to retain and attract as directors the most capable persons available to serve on the board of director |
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| November 16, 2023 |
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): November 16, 2023 (November 10, 2023) Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) ( |
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| November 15, 2023 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 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): November 14, 2023 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Numb |
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| November 15, 2023 |
Snail, Inc. Reports Third Quarter 2023 Financial Results Exhibit 99.1 Snail, Inc. Reports Third Quarter 2023 Financial Results Culver City, CA – November 14, 2023 – Snail, Inc. (NASDAQ: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced financial results for its third quarter ended September 30, 2023. “We are thrilled with our third quarter results and the success |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41556 SNAIL, |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement SNAIL, INC. (Name of Registrant as Specified in its |
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| October 26, 2023 |
SNAIL, INC. 12049 Jefferson Boulevard Culver City, California 90230 SNAIL, INC. 12049 Jefferson Boulevard Culver City, California 90230 October 26, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Marion Graham and Jan Woo Re: Snail, Inc. Registration Statement on Form S-1, as amended File No. 333-274626 ACCELERATION REQUEST Requested Date: October 30, 2023 Requested Time: 4 |
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| October 20, 2023 |
As filed with the Securities and Exchange Commission on October 19, 2023 As filed with the Securities and Exchange Commission on October 19, 2023 Registration No. |
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| October 20, 2023 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Calculation of Filing Fee Table Form S-1 (Form Type) Snail, Inc. |
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| October 12, 2023 |
As filed with the Securities and Exchange Commission on October 11, 2023 As filed with the Securities and Exchange Commission on October 11, 2023 Registration No. |
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| October 12, 2023 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Calculation of Filing Fee Table Form S-1 (Form Type) Snail, Inc. |
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| September 21, 2023 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Calculation of Filing Fee Table Form S-1 (Form Type) Snail, Inc. |
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| September 21, 2023 |
As filed with the Securities and Exchange Commission on September 21, 2023 As filed with the Securities and Exchange Commission on September 21, 2023 Registration No. |
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| August 30, 2023 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REG |
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| August 30, 2023 |
Form of Equity Line Purchase Agreement Exhibit 10.3 PURCHASE AGREEMENT PURCHASE AGREEMENT (this “Agreement”), dated as of August 24, 2023, by and between SNAIL, INC., a Delaware corporation (the “Company”), and (the “Investor”). RECITALS WHEREAS, subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and the Investor wishes to buy from the Company, up to $5,000,000 of shares of Clas |
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| August 30, 2023 |
Form of Registration Rights Agreement Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 24, 2023, between Snail, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase Agreement |
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| August 30, 2023 |
Exhibit 4.3 EXHIBIT A THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO A |
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| August 30, 2023 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| August 30, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 24, 2023, between Snail, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and conditions set forth |
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| August 30, 2023 |
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): August 30, 2023 (August 24, 2023) Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Comm |
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| August 14, 2023 |
Snail, Inc. Reports Second Quarter 2023 Financial Results Exhibit 99.1 Snail, Inc. Reports Second Quarter 2023 Financial Results Culver City, CA – August 14, 2023 – Snail, Inc. (Nasdaq: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced financial results for the three months ended June 30, 2023. Jim Tsai, Chief Executive Officer of Snail, commented: “Earlier last m |
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| August 14, 2023 |
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): August 14, 2023 (August 14, 2023) Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Comm |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41556 SNAIL, INC. |
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| August 1, 2023 |
Cooperation Agreement between Snail Games USA Inc. and Marbis GmbH, dated July 26, 2023 Exhibit 10.1 |
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| August 1, 2023 |
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): July 26, 2023 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 26, 2023 |
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): June 22, 2023 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00 |
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| May 10, 2023 |
Snail, Inc. Reports First Quarter 2023 Financial Results Exhibit 99.1 Snail, Inc. Reports First Quarter 2023 Financial Results Culver City, CA – May 10, 2023 – Snail, Inc. (Nasdaq: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced financial results for the three months ended March 31, 2023. Jim Tsai, Chief Executive Officer of Snail, commented: “We are thrilled b |
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| May 10, 2023 |
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): May 10, 2023 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| May 9, 2023 |
US83301J1007 / SNAIL INC / Ancient Jade (East) Holdings Ltd - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* Snail, Inc. (Name of Issuer) Class A Common Stock, par value US$0.0001 per share (Title of Class of Securities) 83301J100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w |
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| April 28, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e |
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| March 30, 2023 |
Snail, Inc. Reports Fourth Quarter & Full Year 2022 Financial Results EXHIBIT 99.1 Snail, Inc. Reports Fourth Quarter & Full Year 2022 Financial Results Culver City, CA – March 29, 2023 – Snail, Inc. (Nasdaq: SNAL) (“Snail” or “the Company”), a leading, global independent developer and publisher of interactive digital entertainment, today announced financial results for the three months and year ended December 31, 2022. Jim Tsai, Chief Executive Officer of Snail, co |
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| March 30, 2023 |
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 29, 2023 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Number) |
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| March 29, 2023 |
Offer Letter, dated as of March 27, 2023, between Hai Shi and Snail Games USA Inc. Exhibit 10.18 Snail Games USA 12049 Jefferson Blvd. Culver City, CA 90230 310.928.7429 Hai Shi 520 N Hillcrest Road Beverly Hills, CA 90210 03/27/2023 Dear Mr. Shi, On behalf of Snail Games USA, Inc., a California Corporation (“Snail Games” or the “Company”), I am excited to make an offer of employment as Chief Strategy Officer of the Company. This is a salaried, exempt position. In such capacity, |
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| March 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-4155 |
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| March 29, 2023 |
Description of the Registrant’s Securities Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description of our capital stock and certain provisions of our amended and restated certificate of incorporation and amended and restated bylaws are summaries and are qualified by reference to the amended and restated certificate of incorporation and the amended |
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| March 29, 2023 |
Exhibit 10.19 FIRST AMENDMENT TO AMENDED AND RESTATED EXCLUSIVE SOFTWARE LICENSE AGREEMENT This First Amendment to AMENDED AND RESTATED EXCLUSIVE SOFTWARE LICENSE AGREEMENT (the “First Amendment”) is entered into as of March 10th, 2023, by and between SDE, INC., a California corporation (“SDE”), and SNAIL GAMES USA, INC., a California corporation (“SGU” and together with SDE, the “Parties,” and ea |
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| February 14, 2023 |
SNAL / Snail Inc - Class A / Shi Hai - FORM SC 13G Passive Investment SC 13G 1 dp188868sc13g-shi.htm FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Snail, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 83301J 100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Ch |
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| February 14, 2023 |
EX-99.1 2 dp188868ex9901.htm EXHIBIT 99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to (i) this joint filing on behalf of each of them of a statement on Schedule 13G (including any amendments thereto) with respect to the Class A Common Stock of American Well Corporation, par value $0.01 p |
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| February 13, 2023 |
SNAL / Snail Inc - Class A / Hua Yuan International Ltd - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* Snail, Inc. (Name of Issuer) Class A Common Stock, par value US$0.0001 per share (Title of Class of Securities) 83301J100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w |
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| February 7, 2023 |
SNAL / Snail Inc - Class A / Qianrong Capital Ltd - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* Snail, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 83301J100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi |
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| December 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| December 15, 2022 |
Exhibit 10.2 AMENDMENT NO. 1 TO AMENDED AND RESTATED EXCLUSIVE SOFTWARE LICENSE AGREEMENT This Amendment No. 1 to the Amended and Restated Exclusive Software License Agreement (the ?First Amendment?) is entered into as of December 13, 2022 by and between SDE Inc., a California corporation (?Licensor?), and SNAIL GAMES USA, INC., a California corporation (?Licensee?). Licensor and together with Lic |
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| December 15, 2022 |
Snail, Inc. Reports Third Quarter 2022 Financial Results Exhibit 99.1 Snail, Inc. Reports Third Quarter 2022 Financial Results Culver City, CA ? December 15, 2022 ? Snail, Inc. (Nasdaq: SNAL) (?Snail? or ?the Company?), a leading, global independent developer and publisher of interactive digital entertainment, today announced third quarter 2022 financial results for the quarter ended September 30, 2022. These third quarter results are prior to the excha |
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| December 15, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): December 15, 2022 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Numb |
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| November 15, 2022 |
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): November 9, 2022 Snail, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41556 88-4146991 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| November 15, 2022 |
Amended and Restated Certificate of Incorporation of Snail, Inc. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SNAIL, INC. The original name of the corporation is Snail, Inc. The original certificate of incorporation of the corporation was filed with the Secretary of State of the State of Delaware on January 11, 2022. This Amended and Restated Certificate of Incorporation was duly adopted in accordance with the provisions of Sections 242 and |
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| November 15, 2022 |
Amended and Restated Bylaws of Snail, Inc. EX-3.2 3 tm2128835d28ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF SNAIL, INC. * * * * * Article 1 Offices Section 1.01. Registered Office. The registered office of Snail, Inc. (the “Corporation”) shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 1.02. Other Offices. The Corporation may also have offices at such other places both within and wit |
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| November 10, 2022 |
3,000,000 Shares Snail, Inc. Class A Common Stock Prospectus Supplement No. 1 Filed pursuant to Rule 424(b)(3) to Prospectus dated November 9, 2022 File No. 333- 267483 3,000,000 Shares Snail, Inc. Class A Common Stock This prospectus supplement supplements the prospectus dated November 9, 2022 relating to (i) the sale of 3,000,000 shares of Class A common stock of Snail, Inc. (?Snail?) and up to an additional 450,000 shares of Class A common sto |
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| November 10, 2022 |
Snail, Inc. 3,000,000 Shares of Class A Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(4) Registration No. 333-267483 PROSPECTUS Snail, Inc. 3,000,000 Shares of Class A Common Stock This is Snail, Inc.’s initial public offering. We are offering 3,000,000 shares of our Class A common stock. In connection with this offering, we will also issue to the underwriters warrants to purchase shares of our Class A common stock in an amount equa |
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| November 9, 2022 |
As filed with the Securities and Exchange Commission on November 9, 2022 As filed with the Securities and Exchange Commission on November 9, 2022 Registration No. |
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| November 9, 2022 |
Registration Statement Form 8-A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Snail, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware (State of Incorporation or Organization) 88-4146991 (I.R.S. Employer Identification No.) 12049 Jefferson Boulevard Culver City, CA 90 |
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| November 9, 2022 |
Exhibit 107.1 Calculation of Filing Fee Tables FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SNAIL, INC. (Exact Name of Registrant as Specified in Its Charter) Newly Registered Securities Security Type Security Class Title (1) Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration F |
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| November 8, 2022 |
November 8, 2022 VIA EDGAR TRANSMISSION AND FEDEX U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Joseph Cascarano Robert Littlepage Patrick Faller Jeff Kauten Re: Snail, Inc. Registration Statement on Form S-1 Registration No. 333-267483 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, |
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| November 8, 2022 |
US Tiger Securities, Inc. 437 Madison Ave., 27th Floor New York, New York 10022 EF Hutton, division of Benchmark Investments, LLC 590 Madison Avenue, 39th Floor New York, NY 10022 November 8, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Joseph Cascarano Robert Littlepage Patrick Faller Jeff Kauten R |
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| November 4, 2022 |
Byron B. Rooney +1 212 450 4658 [email protected] Davis Polk & Wardwell llp 450 Lexington Avenue New York, NY 10017 davispolk.com Confidential November 4, 2022 Re: Snail, Inc. Registration Statement on Form S-1 Filed on September 16, 2022 File No. 333-267483 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E., Room 4415 Washington, |
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| November 4, 2022 |
As filed with the Securities and Exchange Commission on November 4, 2022. TABLE OF CONTENTS As filed with the Securities and Exchange Commission on November 4, 2022. |
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| November 3, 2022 |
United States securities and exchange commission logo November 3, 2022 Heidy Chow Chief Financial Officer Snail, Inc. |
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| October 26, 2022 |
Snail, Inc. 2022 Omnibus Incentive Plan Exhibit 10.11 SNAIL, INC. 2022 OMNIBUS INCENTIVE PLAN Section 1.?????????????????????Purpose. The purpose of the Snail, Inc. 2022 Omnibus Incentive Plan (as amended from time to time, the ?Plan?) is to motivate and reward employees and other individuals to perform at the highest level and contribute significantly to the success of Snail, Inc. (the ?Company?), thereby furthering the best interests |
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| October 26, 2022 |
Form of Underwriting Agreement Exhibit 1.1 [?] Shares Snail, Inc. Class A Common Stock, Par Value $0.0001 Per Share UNDERWRITING AGREEMENT [?], 2022 US Tiger Securities, Inc. (?US Tiger?) 437 Madison Ave., 27th Floor New York, NY 10022 EF Hutton, division of Benchmark Investments, LLC (?EF Hutton?) 590 Madison Avenue, 39th Floor New York, NY 10022 As representatives of the several Underwriters named in Schedule I hereto (the ?R |
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| October 26, 2022 |
Calculation of Filing Fee Tables Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) SNAIL, INC. (Exact name of registrant as specified in its charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Newly Registe |
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| October 26, 2022 |
As filed with the Securities and Exchange Commission on October 26, 2022. TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 26, 2022. |
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| October 17, 2022 |
Form of RSU Award Agreement (Employee) pursuant to the Snail, Inc. Omnibus Incentive Plan Exhibit 10.15 SNAIL, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT This Restricted Stock Unit Award Agreement (?Agreement?) is entered into by and between Snail, Inc. (the ?Company?) and the participant whose name appears below (the ?Participant?) in order to set forth the terms and conditions of the Restricted Stock Units (the ?RSUs?) granted to the Participant under the Snail, Inc. 2022 Omnibus Inc |
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| October 17, 2022 |
Exhibit 10.12 AMENDED AND RESTATED EXCLUSIVE SOFTWARE LICENSE AGREEMENT THIS AMENDED AND RESTATED EXCLUSIVE SOFTWARE LICENSE AGREEMENT (this ?Agreement?) is effective as of January 1, 2022 (the ?Effective Date?), by and between SDE Inc., corporation organized under the laws of California and having its principal place of business at 200 E. Sandpointe Avenue, Suite 600, Santa Ana, CA 92707 (?Licens |
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| October 17, 2022 |
Calculation of Filing Fee Tables EX-FILING FEES 14 tm2128835d14ex-filingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) SNAIL, INC. (Exact name of registrant as specified in its charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offe |
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| October 17, 2022 |
Form of Underwriting Agreement Exhibit 1.1 [?] Shares Snail, Inc. Class A Common Stock, Par Value $0.0001 Per Share UNDERWRITING AGREEMENT [?], 2022 US Tiger Securities, Inc. (?US Tiger?) 437 Madison Ave., 27th Floor New York, NY 10022 EF Hutton, division of Benchmark Investments, LLC (?EF Hutton?) 590 Madison Avenue, 39th Floor New York, NY 10022 As representatives of the several Underwriters named in Schedule I hereto (the ?R |
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| October 17, 2022 |
Form of RSU Award Agreement (Non-Employee) pursuant to the Snail, Inc. Omnibus Incentive Plan EX-10.16 11 tm2128835d14ex10-16.htm EXHIBIT 10.16 Exhibit 10.16 SNAIL, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (NON-EMPLOYEE DIRECTOR) This Restricted Stock Unit Award Agreement (“Agreement”) is entered into by and between Snail, Inc. (the “Company”) and the participant whose name appears below (the “Participant”) in order to set forth the terms and conditions of the Restricted Stock Units (the |
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| October 17, 2022 |
Subsidiaries of the Registrant Exhibit 21.1 Snail, Inc. List of Subsidiaries Snail Games USA Inc. California Frostkeep Studios, Inc. California Eminence Corp. Delaware Wandering Wizard LLC Delaware VRStudios, Inc. Washington Donkey Crew Limited Liability Company Poland Snail Innovation Institute California Project AWK Projections, LLC Delaware BTBX.IO, LLC Delaware Matrioshka Games LLC Delaware |
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| October 17, 2022 |
Exhibit 10.14 FORM OF SECURITIES EXCHANGE AGREEMENT THIS SECURITIES EXCHANGE AGREEMENT (this ?Agreement?) is made and entered into as of [?], 2022, by and among (i) Snail, Inc., a Delaware corporation (the ?Company?), (ii) each holder of outstanding shares of common stock of Snail Games USA Inc., a California corporation (?SGUSA?), as listed on Exhibit A hereto (each, a ?Securityholder? and, colle |
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| October 17, 2022 |
Form of Independent Director Agreement between Snail, Inc. and each of Its Independent Directors Exhibit 10.13 INDEPENDENT DIRECTOR AGREEMENT THIS INDEPENDENT DIRECTOR AGREEMENT is made effective as of [?] (the ?Agreement?), between SNAIL, INC., a Delaware corporation (the ?Company?), and [?], residing at [?] (?Director?). WHEREAS, it is essential to the Company to retain and attract as directors the most capable persons available to serve on the board of directors of the Company (the ?Board? |
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| October 17, 2022 |
EX-10.5 5 tm2128835d14ex10-5.htm EXHIBIT 10.5 Exhibit 10.5 EXCLUSIVE SOFTWARE LICENSE AGREEMENT THIS EXCLUSIVE SOFTWARE LICENSE AGREEMENT (this “Agreement”) is effective as of April 27, 2022 (the “Effective Date”), by and between SDE Inc., corporation organized under the laws of California and having its principal place of business at 200 E. Sandpointe Avenue, Suite 600, Santa Ana, CA 92707 (“Lice |
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| October 17, 2022 |
Byron B. Rooney +1 212 450 4658 [email protected] Davis Polk & Wardwell llp 450 Lexington Avenue New York, NY 10017 davispolk.com Confidential October 17, 2022 Re: Snail, Inc. Registration Statement on Form S-1 Filed on September 16, 2022 File No. 333-267483 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E., Room 4415 Washington, |
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| October 17, 2022 |
Form of Underwriters’ Warrants EX-4.2 3 tm2128835d14ex4-2.htm EXHIBIT 4.2 Exhibit 4.2 Form of Underwriter’s Warrant THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES BY HIS, HER OR ITS ACCEPTANCE HEREOF, THAT SUCH HOLDER WILL NOT FOR A PERIOD OF one hundred and eighty (180) DAYS FOLLOWING THE date of commencement of sales of the offering PURSUANT TO THE REGISTRATION STATEMENT NO.: 333-267483 AS FILED WITH THE SECURITIES |
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| October 17, 2022 |
Snail, Inc. 2022 Omnibus Incentive Plan Exhibit 10.11 SNAIL, INC. 2022 OMNIBUS INCENTIVE PLAN Section 1.?????????????????????Purpose. The purpose of the Snail, Inc. 2022 Omnibus Incentive Plan (as amended from time to time, the ?Plan?) is to motivate and reward employees and other individuals to perform at the highest level and contribute significantly to the success of Snail, Inc. (the ?Company?), thereby furthering the best interests |
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| October 17, 2022 |
As filed with the Securities and Exchange Commission on October 17, 2022. TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 17, 2022. |
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| October 3, 2022 |
United States securities and exchange commission logo October 3, 2022 Heidy Chow Chief Financial Officer Snail, Inc. |
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| September 16, 2022 |
Exhibit 99.1 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE In connection with the filing by Snail, Inc., of the Registration Statement on Form S-1, and in all subsequent amendments and post-effective amendments or supplements thereto (together with all such amendments and supplements, the ?Registration Statement?), with the Securities and Exchange Commission under the Securities Act of 1933, as amende |
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| September 16, 2022 |
Form of Amended and Restated Bylaws, to be effective upon the completion of this offering Exhibit?3.2 ?? AMENDED AND RESTATED BYLAWS ? OF ? SNAIL,?INC. ? * * * * * ? Article?1 Offices ? Section?1.01. Registered Office. The registered office of Snail,?Inc. (the ?Corporation?) shall be in the City of Wilmington, County of New Castle, State of Delaware. ? Section?1.02. Other Offices. The Corporation may also have offices at such other places both within and without the State of Delaware a |
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| September 16, 2022 |
EX-10.7 10 tm2128835d11ex10-7.htm EXHIBIT 10.7 Exhibit 10.7 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 November 1, 2021 Dear Jim, On behalf of Snail Games USA, Inc., a California Corporation ("Snail Games" or the "Company"), I am excited to inform you that the Board of Directors of the Company has promoted and appointed you to be the Chief Executive Officer of Company, effec |
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| September 16, 2022 |
Employment Agreement, dated as of December 10, 2012, between Peter Kang and Snail Games USA Inc. EX-10.9 12 tm2128835d11ex10-9.htm EXHIBIT 10.9 Exhibit 10.9 5300 Beethoven Street Penthouse Floor Los Angeles, CA 90066 323.207.6245 EMPLOYMENT AGREEMENT This Agreement is made between Snail Games USA Inc., a California corporation (“Snail USA”), and Peter Kang, a resident of the State of California (“Employee”) on December 10, 2012. WHEREAS, the Parties enter into this Agreement through amicable |
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| September 16, 2022 |
Loan Agreement, dated as of June 17, 2021, by and between Snail Games USA Inc. and Cathay Bank Exhibit 10.4 LOAN AGREEMENT SNAIL GAMES USA INC., a California corporation, and CATHAY BANK, a California banking corporation Dated as of June 17, 2021 THIS LOAN AGREEMENT (?Agreement?) is entered into as of June 17, 2021 by and between SNAIL GAMES USA INC., a California corporation (?Borrower?), and CATHAY BANK, a California banking corporation (?Lender?). 1. DEFINITIONS AND INTERPRETATIONS. 1.1 |
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| September 16, 2022 |
Byron B. Rooney +1 212 450 4658 [email protected] Davis Polk & Wardwell llp 450 Lexington Avenue New York, NY 10017 davispolk.com Confidential September 16, 2022 Re: Snail, Inc. Registration Statement on Form S-1 Submitted on September 16, 2022 CIK No. 0001886894 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E., Room 4415 Washing |
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| September 16, 2022 |
Exhibit 10.10 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 December 1, 2021 Peter Kang Dear Peter, On behalf of Snail Games USA, Inc., a California Corporation (?Snail Games? or the ?Company?), I am excited to inform you that the Board of Directors of the Company has promoted and appointed you to be the Chief Operating Officer of Company, effective December 1, 2021. In such ca |
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| September 16, 2022 |
Powers of Attorney (included on signature page to the registration statement) TABLE OF CONTENTS As filed with the Securities and Exchange Commission on September 16, 2022. |
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| September 16, 2022 |
? Exhibit?3.1 ? AMENDED AND RESTATED ? CERTIFICATE OF INCORPORATION ? OF ? SNAIL,?INC. ? The original name of the corporation is Snail,?Inc. The original certificate of incorporation of the corporation was filed with the Secretary of State of the State of Delaware on January?11, 2022. This Amended and Restated Certificate of Incorporation was duly adopted in accordance with the provisions of Secti |
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| September 16, 2022 |
EX-10.2 6 tm2128835d11ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 SECOND AMENDED AND RESTATED REVOLVING LOAN AND SECURITY AGREEMENT SNAIL GAMES USA INC., a California corporation and CATHAY BANK, a California banking corporation Dated as of January 26, 2022 THIS SECOND AMENDED AND RESTATED REVOLVING LOAN AND SECURITY AGREEMENT ("Agreement") is entered into as of January 26, 2022, by and among SNAIL GA |
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| September 16, 2022 |
Promissory Note, dated January 26, 2022, by and between Snail Games USA Inc. and Cathay Bank EX-10.3 7 tm2128835d11ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 PROMISSORY NOTE $10,000,000.00 CITY OF EL MONTE, CALIFORNIA January 26, 2022 FOR VALUE RECEIVED, SNAIL GAMES USA INC., a California corporation (“Borrower”), promise to pay to CATHAY BANK, a California banking corporation (“Lender"), or its order, at its office located at 9650 Flair Drive, El Monte, California 91731, or at such other |
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| September 16, 2022 |
Offer Letter, dated as of August 28, 2020, between Heidy Chow and Snail Games USA Inc. EX-10.8 11 tm2128835d11ex10-8.htm EXHIBIT 10.8 Exhibit 10.8 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 Date: 08/18/2020 Dear Heidy Chow: I am pleased to confirm Snail Games USA, Inc. (the “Company”) conditional offer of employment to you in the position of [Chief Financial Officer]. The Company’s main office is located at 12049 Jefferson Blvd., Culver City, CA 90230. Your co |
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| September 16, 2022 |
Calculation of Filing Fee Tables Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) SNAIL, INC. (Exact name of registrant as specified in its charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) (2) Fee Rate Amount of Registration Fee Carry For |
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| September 16, 2022 |
Exhibit 99.2 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE In connection with the filing by Snail, Inc., of the Registration Statement on Form S-1, and in all subsequent amendments and post-effective amendments or supplements thereto (together with all such amendments and supplements, the ?Registration Statement?), with the Securities and Exchange Commission under the Securities Act of 1933, as amende |
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| September 16, 2022 |
Form of Indemnification Agreement between Snail, Inc. and Its Directors and Officers Exhibit?10.1 ? INDEMNIFICATION AGREEMENT ? This Indemnification Agreement (this ?Agreement?), made and entered into as of the day of , 2022, by and between Snail,?Inc., a Delaware corporation (the ?Company?), and (?Indemnitee?). ? W I T N E S S E T H: ? WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors or officers unless they are provided |
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| September 16, 2022 |
Form of Certificate of Class A Common Stock EX-4.1 4 tm2128835d11ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 NUMBER NUMBER C SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP SNAIL, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE, OF SNAIL, INC. (THE “COMPANY”) transferable on the books of the Com |
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| September 16, 2022 |
Offer Letter, dated as of August 31, 2020, between Jim S. Tsai and Snail Games USA Inc. Exhibit 10.6 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 Date: 08/31/2020 Dear Jim S. Tsai: I am pleased to confirm Snail Games USA, Inc. (the ?Company?) conditional offer of employment to you in the position of [Chief Operation Officer]. The Company?s main office is located at 12049 Jefferson Blvd., Culver City, CA 90230. Your compensation will be [Three hundred Thirty thous |
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| May 27, 2022 |
EX-10.4 4 filename4.htm Exhibit 10.4 LOAN AGREEMENT SNAIL GAMES USA INC., a California corporation, and CATHAY BANK, a California banking corporation Dated as of June 17, 2021 THIS LOAN AGREEMENT (“Agreement”) is entered into as of June 17, 2021 by and between SNAIL GAMES USA INC., a California corporation (“Borrower”), and CATHAY BANK, a California banking corporation (“Lender”). 1. DEFINITIONS A |
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| May 27, 2022 |
SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 EX-10.8 7 filename7.htm Exhibit 10.8 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 Date: 08/18/2020 Dear Heidy Chow: I am pleased to confirm Snail Games USA, Inc. (the “Company”) conditional offer of employment to you in the position of [Chief Financial Officer]. The Company’s main office is located at 12049 Jefferson Blvd., Culver City, CA 90230. Your compensation will be [Thr |
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| May 27, 2022 |
TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on May 26, 2022 as Amendment No. |
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| May 27, 2022 |
EX-10.9 8 filename8.htm Exhibit 10.9 5300 Beethoven Street Penthouse Floor Los Angeles, CA 90066 323.207.6245 EMPLOYMENT AGREEMENT This Agreement is made between Snail Games USA Inc., a California corporation (“Snail USA”), and Peter Kang, a resident of the State of California (“Employee”) on December 10, 2012. WHEREAS, the Parties enter into this Agreement through amicable negotiation and in cons |
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| May 27, 2022 |
SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 November 1, 2021 EX-10.7 6 filename6.htm Exhibit 10.7 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 November 1, 2021 Dear Jim, On behalf of Snail Games USA, Inc., a California Corporation ("Snail Games" or the "Company"), I am excited to inform you that the Board of Directors of the Company has promoted and appointed you to be the Chief Executive Officer of Company, effective November 1, 2021. |
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| May 27, 2022 |
SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 December 1, 2021 EX-10.10 9 filename9.htm Exhibit 10.10 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 December 1, 2021 Peter Kang Dear Peter, On behalf of Snail Games USA, Inc., a California Corporation (“Snail Games” or the “Company”), I am excited to inform you that the Board of Directors of the Company has promoted and appointed you to be the Chief Operating Officer of Company, effective Dec |
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| May 27, 2022 |
SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 EX-10.6 5 filename5.htm Exhibit 10.6 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 Date: 08/31/2020 Dear Jim S. Tsai: I am pleased to confirm Snail Games USA, Inc. (the “Company”) conditional offer of employment to you in the position of [Chief Operation Officer]. The Company’s main office is located at 12049 Jefferson Blvd., Culver City, CA 90230. Your compensation will be [Th |
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| May 27, 2022 |
EX-10.2 2 filename2.htm Exhibit 10.2 SECOND AMENDED AND RESTATED REVOLVING LOAN AND SECURITY AGREEMENT SNAIL GAMES USA INC., a California corporation and CATHAY BANK, a California banking corporation Dated as of January 26, 2022 THIS SECOND AMENDED AND RESTATED REVOLVING LOAN AND SECURITY AGREEMENT ("Agreement") is entered into as of January 26, 2022, by and among SNAIL GAMES USA INC., a Califo |
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| May 27, 2022 |
EX-10.3 3 filename3.htm Exhibit 10.3 PROMISSORY NOTE $10,000,000.00 CITY OF EL MONTE, CALIFORNIA January 26, 2022 FOR VALUE RECEIVED, SNAIL GAMES USA INC., a California corporation (“Borrower”), promise to pay to CATHAY BANK, a California banking corporation (“Lender"), or its order, at its office located at 9650 Flair Drive, El Monte, California 91731, or at such other place as the holder he |
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| May 26, 2022 |
Byron B. Rooney +1 212 450 4658 [email protected] Davis Polk & Wardwell llp 450 Lexington Avenue New York, NY 10017 davispolk.com Confidential May 26, 2022 Re: Snail, Inc. Draft Registration Statement on Form S-1 Submitted on November 4, 2021 CIK No. 0001886894 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E., Room 4415 Washingto |
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| February 11, 2022 |
Byron B. Rooney +1 212 450 4658 [email protected] Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 davispolk.com CONFIDENTIAL February 11, 2022 Re: Snail, Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted on January 3, 2022 CIK No. 0001886894 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N. |
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| February 11, 2022 |
DRS/A 1 filename1.htm TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on February 11, 2022 as Amendment No. 2 to the initial confidential submission. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATE |
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| January 24, 2022 |
United States securities and exchange commission logo January 24, 2022 Heidy Chow Chief Financial Officer Snail, Inc. |
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| January 3, 2022 |
SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 EX-10.6 6 filename6.htm Exhibit 10.6 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 Date: 08/18/2020 Dear Heidy Chow: I am pleased to confirm Snail Games USA, Inc. (the “Company”) conditional offer of employment to you in the position of [Chief Financial Officer]. The Company’s main office is located at 12049 Jefferson Blvd., Culver City, CA 90230. Your compensation will be [Thr |
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| January 3, 2022 |
SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 EX-10.4 4 filename4.htm Exhibit 10.4 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 Date: 08/31/2020 Dear Jim S. Tsai: I am pleased to confirm Snail Games USA, Inc. (the “Company”) conditional offer of employment to you in the position of [Chief Operation Officer]. The Company’s main office is located at 12049 Jefferson Blvd., Culver City, CA 90230. Your compensation will be [Th |
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| January 3, 2022 |
SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 December 1, 2021 EX-10.8 8 filename8.htm Exhibit 10.8 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 December 1, 2021 Peter Kang Dear Peter, On behalf of Snail Games USA, Inc., a California Corporation (“Snail Games” or the “Company”), I am excited to inform you that the Board of Directors of the Company has promoted and appointed you to be the Chief Operating Officer of Company, effective Decem |
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| January 3, 2022 |
EX-10.3 3 filename3.htm Exhibit 10.3 LOAN AGREEMENT SNAIL GAMES USA INC., a California corporation, and CATHAY BANK, a California banking corporation Dated as of June 17, 2021 THIS LOAN AGREEMENT (“Agreement”) is entered into as of June 17, 2021 by and between SNAIL GAMES USA INC., a California corporation (“Borrower”), and CATHAY BANK, a California banking corporation (“Lender”). 1. DEFINITIONS A |
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| January 3, 2022 |
EX-10.2 2 filename2.htm Exhibit 10.2 AMENDED AND RESTATED REVOLVING LOAN AND SECURITY AGREEMENT SNAIL GAMES USA INC., a California corporation and CATHAY BANK, a California banking corporation Dated as of June 17, 2021 THIS AMENDED AND RESTATED REVOLVING LOAN AND SECURITY AGREEMENT (“Agreement”) is entered into as of June 17, 2021, by and among SNAIL GAMES USA INC., a California corporation (“Borr |
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| January 3, 2022 |
SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 November 1, 2021 EX-10.5 5 filename5.htm Exhibit 10.5 SNAIL GAMES USA, INC. 12049 Jefferson Blvd. Culver City, CA 90230 November 1, 2021 Dear Jim, On behalf of Snail Games USA, Inc., a California Corporation ("Snail Games" or the "Company"), I am excited to inform you that the Board of Directors of the Company has promoted and appointed you to be the Chief Executive Officer of Company, effective November 1, 2021. |
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| January 3, 2022 |
TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on December 30, 2021 as Amendment No. |
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| January 3, 2022 |
EX-10.7 7 filename7.htm Exhibit 10.7 5300 Beethoven Street Penthouse Floor Los Angeles, CA 90066 323.207.6245 EMPLOYMENT AGREEMENT This Agreement is made between Snail Games USA Inc., a California corporation (“Snail USA”), and Peter Kang, a resident of the State of California (“Employee”) on December 10, 2012. WHEREAS, the Parties enter into this Agreement through amicable negotiation and in cons |
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| December 30, 2021 |
Byron B. Rooney +1 212 450 4658 [email protected] Davis Polk & Wardwell llp 450 Lexington Avenue New York, NY 10017 davispolk.com CONFIDENTIAL December 30, 2021 Re: Snail Games USA Inc. Draft Registration Statement on Form S-1 Submitted on November 4, 2021 CIK No. 0001886894 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E., Ro |
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| December 2, 2021 |
United States securities and exchange commission logo December 2, 2021 Heidy Chow Chief Financial Officer Snail, Inc. |
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| November 4, 2021 |
TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on November 3, 2021. |
