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