0001213900-18-014420.txt : 20181024
0001213900-18-014420.hdr.sgml : 20181024
20181024170137
ACCESSION NUMBER: 0001213900-18-014420
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180626
FILED AS OF DATE: 20181024
DATE AS OF CHANGE: 20181024
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Satori Capital, LLC
CENTRAL INDEX KEY: 0001744516
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38555
FILM NUMBER: 181136948
BUSINESS ADDRESS:
STREET 1: 2501 N. HARWOOD ST., 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 2143906270
MAIL ADDRESS:
STREET 1: 2501 N. HARWOOD ST., 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SCGPM, LLC
CENTRAL INDEX KEY: 0001744514
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38555
FILM NUMBER: 181136949
BUSINESS ADDRESS:
STREET 1: 2501 N. HARWOOD ST., 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 2143906270
MAIL ADDRESS:
STREET 1: 2501 N. HARWOOD ST., 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Satori Capital Strategic Opportunities GP, LLC
CENTRAL INDEX KEY: 0001744517
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38555
FILM NUMBER: 181136950
BUSINESS ADDRESS:
STREET 1: 2501 N. HARWOOD ST., 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: (214) 390-6270
MAIL ADDRESS:
STREET 1: 2501 N. HARWOOD ST., 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Satori Capital III GP, LLC
CENTRAL INDEX KEY: 0001744515
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38555
FILM NUMBER: 181136951
BUSINESS ADDRESS:
STREET 1: 2501 N. HARWOOD ST., 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 2143906270
MAIL ADDRESS:
STREET 1: 2501 N. HARWOOD ST., 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Satori Capital Strategic Opportunities, LP
CENTRAL INDEX KEY: 0001501320
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38555
FILM NUMBER: 181136952
BUSINESS ADDRESS:
STREET 1: 2501 N. HARWOOD STREET
STREET 2: 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 214 390 6270
MAIL ADDRESS:
STREET 1: 2501 N. HARWOOD STREET
STREET 2: 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
FORMER NAME:
FORMER CONFORMED NAME: Satori Capital Strategic Opportunities, L.P.
DATE OF NAME CHANGE: 20100914
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Satori Capital III, LP
CENTRAL INDEX KEY: 0001679721
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38555
FILM NUMBER: 181136953
BUSINESS ADDRESS:
STREET 1: 2501 N. HARWOOD STREET
STREET 2: 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 214-390-6270
MAIL ADDRESS:
STREET 1: 2501 N. HARWOOD STREET
STREET 2: 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: VANDERBECK SUNNY
CENTRAL INDEX KEY: 0001106523
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38555
FILM NUMBER: 181136954
MAIL ADDRESS:
STREET 1: 2501 N. HARWOOD ST., 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Eisenman Randy
CENTRAL INDEX KEY: 0001335485
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38555
FILM NUMBER: 181136955
MAIL ADDRESS:
STREET 1: 2501 N. HARWOOD ST., 20TH FLOOR
CITY: DALLAS
STATE: TX
ZIP: 75201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Lovesac Co
CENTRAL INDEX KEY: 0001701758
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FURNITURE STORES [5712]
IRS NUMBER: 320514958
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: TWO LANDMARK SQUARE, SUITE 300
CITY: STAMFORD
STATE: CT
ZIP: 06901
BUSINESS PHONE: 203-817-2279
MAIL ADDRESS:
STREET 1: TWO LANDMARK SQUARE, SUITE 300
CITY: STAMFORD
STATE: CT
ZIP: 06901
3/A
1
ownership.xml
OWNERSHIP DOCUMENT
X0206
3/A
2018-06-26
2018-06-26
0
0001701758
Lovesac Co
LOVE
0001744516
Satori Capital, LLC
2501 N. HARWOOD ST.,
20TH FLOOR,
DALLAS
TX
75201
1
0
1
0
0001744514
SCGPM, LLC
2501 N. HARWOOD ST.,
20TH FLOOR,
DALLAS
TX
75201
0
0
1
0
0001744517
Satori Capital Strategic Opportunities GP, LLC
2501 N. HARWOOD ST.,
20TH FLOOR,
DALLAS
TX
75201
0
0
1
0
0001744515
Satori Capital III GP, LLC
2501 N. HARWOOD ST.,
20TH FLOOR,
DALLAS
TX
75201
0
0
1
0
0001501320
Satori Capital Strategic Opportunities, LP
2501 N. HARWOOD ST.,
20TH FLOOR,
DALLAS
TX
75201
0
0
1
0
0001679721
Satori Capital III, LP
2501 N. HARWOOD ST.,
20TH FLOOR,
DALLAS
TX
75201
0
0
1
0
0001106523
VANDERBECK SUNNY
2501 N. HARWOOD ST.,
20TH FLOOR,
DALLAS
TX
75201
0
0
1
0
0001335485
Eisenman Randy
2501 N. HARWOOD ST.,
20TH FLOOR,
DALLAS
TX
75201
0
0
1
0
Common Stock
125000
I
See footnotes
Series A-1 Preferred Stock
Common Stock
3254027
I
See footnotes
Series A-2 Preferred Stock
Common Stock
1254560
I
See footnote
Series A-1 Warrant (right to buy)
16
2017-03-27
Common Stock
875000
I
See footnote
Series A-2 Warrant (right to buy)
16
2017-10-19
Common Stock
350000
I
See footnote
Each share of Series A-1 Preferred Stock is convertible into common stock of the Issuer and has no expiration date. Upon the closing of the Issuer's initial public offering, 1,000,000 shares of Series A-1 Preferred Stock, along with the aggregate accrued or accumulated and unpaid dividends thereon, will automatically be converted into 3,254,027 shares of common stock of the Issuer.
Represents 696,500 shares of Series A-1 Preferred Stock owned by Satori Capital Strategic Opportunities, LP ("Satori CSO") and 303,500 shares of Series A-1 Preferred Stock owned by Satori Capital III, LP ("SCIII"). Satori Capital Strategic Opportunities GP, LLC ("Satori CSOGP"), is the general partner of Satori CSO and Satori Capital III GP, LLC ("SCIIIGP"), is the general partner of SCIII. SCGPM, LLC ("SCGPM") is the manager of Satori CSOGP and SCIIIGP and may be deemed to share voting and dispositive power with respect to the shares held by Satori CSO and SCIII. SCGPM is wholly owned and controlled by Satori Capital, LLC ("Satori Capital"), which is indirectly owned and controlled by Sunny Vanderbeck and Randy Eisenman through entities that Sunny Vanderbeck or Randy Eisenman own or control.
Each share of Series A-2 Preferred Stock is convertible into common stock of the Issuer and has no expiration date. Upon the closing of the Issuer's initial public offering, 400,000 shares of Series A-2 Preferred Stock, along with the aggregate accrued or accumulated and unpaid dividends thereon, will automatically be converted into 1,254,560 shares of common stock of the Issuer.
Represents 280,000 shares of Series A-2 Preferred Stock owned by Satori CSO and 120,000 shares of Series A-2 Preferred Stock owned by SCIII.
The warrants expire on the earlier of (a) the third anniversary of the date of the Issuer's initial public offering, (b) the fifth anniversary of the issue date, or (c) the occurrence of a deemed liquidation of the Issuer.
The number of shares of common stock reported in Column 2 of Table I and the number of underlying shares of common stock reported in Column 3 of Table II do not reflect the 1-for-2.5 reverse stock split, to be effective upon the closing of the issuer's initial public offering.
Represents Series A-1 Warrants to purchase 609,437 shares of common stock owned by Satori CSO and Series A-1 Warrants to purchase 265,563 shares of common stock owned by SCIII.
Represents Series A-2 Warrants to purchase 243,775 shares of common stock owned by Satori CSO and Series A-2 Warrants to purchase 106,225 shares of common stock owned by SCIII.
Represents shares of common stock granted to the Reporting Person by the Issuer pursuant to a letter agreement between the Reporting Person and the Issuer, dated June 22, 2018.
Represents 87,063 shares of common stock issuable to Satori CSO and 37,937 shares of common stock issuable to SCIII.
This amendment is being filed to correct the number of shares of Common Stock into which the Series A-1 Preferred Stock and Series A-2 Preferred Stock is convertible, to include shares not reflected in the Reporting Person's original Form 3 and to check the director box in Item 4. John Grafer, as representative of the Reporting Person, is a Director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Person is deemed a Director by Deputization by virtue of its representation on the Board of Directors of the Issuer.
Satori Capital, LLC; By: /s/ Sunny Vanderbeck; Title: President
2018-10-24
SCGPM, LLC; By: /s/ Sunny Vanderbeck; Title: President
2018-10-24
Satori Capital Strategic Opportunities GP, LLC; By: SCGPM, LLC, its Manager, By: /s/ Sunny Vanderbeck; Title: President
2018-10-24
Satori Capital III GP, LLC; By: SCGPM, LLC, its Manager, By: /s/ Sunny Vanderbeck; Title: President
2018-10-24
Satori Capital Strategic Opportunities, LP.; By: Satori Capital Strategic Opportunities GP, LLC, its General Partner, By: SCGPM, LLC, its Manager; By: /s/ Sunny Vanderbeck; Title: President
2018-10-24
Satori Capital III, LP; By: Satori Capital III GP, LLC, its General Partner, By: SCGPM, LLC, its Manager; By: /s/ Sunny Vanderbeck; Title: President
2018-10-24
Sunny Vanderbeck; By: /s/ Sunny Vanderbeck
2018-10-24
Randy Eisenman; By: /s/ Randy Eisenman
2018-10-24