1、 As filed with the Securities and Exchange Commission on January 10,2022 Registration No.333-237634 UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549 PRE-EFFECTIVE AMENDMENT NO.8 TOForm S-1REGISTRATION STATEMENTUNDER THE SECURITIES ACT OF 1933 SIMPLICITY ESPORTS AND GAMING COMPANY(
2、Exact name of registrant as specified in its charter)Delaware 6770 82-1231127(State or other jurisdictionof incorporation or organization)(Primary Standard IndustrialClassification Code Number)(I.R.S.EmployerIdentification Number)7000 W.Palmetto Park Rd.,Suite 505Boca Raton,FL 33433Telephone:(855)34
3、5-9467(Address,including zip code,and telephone number,including area code,of registrants principal executive offices)Roman FranklinChief Executive Officer625 N.Flagler Drive,Suite 600West Palm Beach,FL 33401Telephone:(855)345-9467(Name,address,including zip code,and telephone number,including area
4、code,of agent for service)Copies to:Laura Anthony,Esq.Craig D.Linder,Esq.Anthony L.G.,PLLC625 N.Flagler Drive,Suite 600West Palm Beach,Florida 33401Telephone:(561)514-0936 Steven Uslaner,Esq.Mark Coldwell,Esq.Littman Krooks LLP655 Third Avenue,20th FloorNew York,New York 10017Telephone:(212)490-2020
5、 Approximate date of commencement of proposed sale to the public:As soon as practicable after the effective date of thisregistration statement.If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 underthe Securities Act of 193
6、3 check the following box.If this Form is filed to register additional securities for an offering pursuant to Rule 462(b)under the Securities Act,please checkthe following box and list the Securities Act registration statement number of the earlier effective registration statement for thesame offeri