UNITED STATES OF AMERICA

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934

Release No. 99779 / March 19, 2024

ADMINISTRATIVE PROCEEDING

File No. 3-20003

In the Matter of

Unikrn, Inc.,

Respondent.

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NOTICE OF AMENDED PROPOSED

PLAN OF DISTRIBUTION AND

OPPORTUNITY FOR COMMENT

Notice is hereby given, pursuant to Rule 1103 of the United States Securities and

Exchange Commission’s (“Commission”) Rules on Fair Fund and Disgorgement Plans

(“Commission’s Rules”), 17 C.F.R. § 201.1103, that in response to certain comments received

on the Proposed Plan of Distribution (“Proposed Plan”) published on January 13, 2023,1 the

Division of Enforcement (the “Division”) has submitted to the Commission an amended

proposed plan of distribution (the “Amended Proposed Plan”) for the distribution of monies paid

in the above-captioned matter. The Proposed Plan has been modified to extend the Relevant

Period from between June 11, 2017 and November 5, 2017 to between June 11, 2017 and

November 7, 2017 to include certain investors previously unknown to the Commission. In

addition, to more accurately calculate an investor’s Recognized Loss,2 the sales of tokens by

investors from June 11, 2017 through October 31, 2020 will be taken into account.

On September 15, 2020, the Commission issued an Order Instituting Cease-and-Desist

Proceedings Pursuant to Section 8A of the Securities Act of 1933, Making Findings, and

Imposing Penalties and a Cease-and-Desist Order (the “Order”)3 against Unikrn, Inc. (“Unikrn”

or the “Respondent”). In the Order, the Commission found that between June and October 2017,

Unikrn, an operator of an online e-Sports gaming and gambling platform, conducted a securities

offering (the “Offering") in two phases - a so-called pre-sale and an initial coin offering (“ICO”)

- in which it raised $31 million through the sale of Unikoin Gold (“UKG”), a digital token.

Unikrn represented to investors that they would be able to access a variety of products and

services with their UKG tokens, including placing bets on professional eSports and video game

matches, and that over time Unikrn would make more features available. Unikrn further

represented that it would facilitate a secondary trading market for the tokens and that its efforts

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Exchange Act Rel. No. 96665 (Jan. 13, 2023).

All capitalized terms used herein but not defined shall have the same meanings ascribed to them in the Proposed

Plan.

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Securities Act Rel. No. 10841 (Sept. 15, 2020).

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to increase the usages for the UKG token would increase the demand for and in turn, the value of

the tokens. Unikrn did not register the offer and sale of the tokens pursuant to federal securities

laws, nor did the offering qualify for an exemption from the registration requirements. The

Commission ordered the Respondent to pay a $6,100,000.00 civil money penalty to the

Commission. The Commission also created a Fair Fund, pursuant to Section 308(a) of the

Sarbanes-Oxley Act of 2002, so the penalty paid can be distributed to harmed investors (the

“Fair Fund”).

The Fair Fund includes the $6,100,000.00 paid by the Respondent. The assets of the Fair

Fund are subject to the continuing jurisdiction and control of the Commission. The Fair Fund

and has been deposited in a Commission designated account at the U.S. Department of the

Treasury, and any interest accrued will be added to the Fair Fund.

OPPORTUNITY FOR COMMENT

Pursuant to this Notice, all interested persons are advised that they may obtain a copy of

the Plan from the Commission’s public website at http://www.sec.gov/litigation/fairfundlist.htm.

Interested persons may also obtain a written copy of the Proposed Plan by submitting a written

request to Michael Lim, United States Securities and Exchange Commission, 100 F Street, NE,

Washington, DC 20549-5631. All persons who desire to comment on the Proposed Plan may

submit their comments, in writing, no later than thirty (30) days from the date of this Notice:

1.

to the Office of the Secretary, United States Securities and Exchange

Commission, 100 F Street, NE, Washington, DC 20549-1090;

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by using the Commission’s Internet comment form

(http://www.sec.gov/litigation/admin.shtml); or

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by sending an e-mail to rule-comments@sec.gov.

Comments submitted by email or via the Commission’s website should include “Administrative

Proceeding File No. 3-20003” in the subject line. Comments received will be publicly available.

Persons should submit only information they wish to make publicly available.

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THE AMENDED PROPOSED PLAN

The Net Available Fair Fund is comprised of the $6,100,000.00 in civil money penalties

paid by the Respondent, plus interest and income earned thereon, less taxes, fees, and expenses.

The Amended Proposed Plan provides for the distribution of the Net Available Fair Fund to

investors who purchased or acquired UKG between June 11, 2017 and November 7, 2017 from

Unikrn in either the pre-sale or ICO phase of the Offering and suffered a loss as calculated by the

methodology used in the plan of allocation in the Amended Proposed Plan.

By the Commission.

Vanessa A. Countryman

Secretary

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