0001144204-14-038829.txt : 20140626
0001144204-14-038829.hdr.sgml : 20140626
20140620170209
ACCESSION NUMBER: 0001144204-14-038829
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140519
FILED AS OF DATE: 20140620
DATE AS OF CHANGE: 20140620
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Great American Group, Inc.
CENTRAL INDEX KEY: 0001464790
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 270223495
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 21860 BURBANK BLVD.
STREET 2: SUITE 300 SOUTH
CITY: WOODLAND HILLS
STATE: CA
ZIP: 91367
BUSINESS PHONE: 818-884-3737
MAIL ADDRESS:
STREET 1: 21860 BURBANK BLVD.
STREET 2: SUITE 300 SOUTH
CITY: WOODLAND HILLS
STATE: CA
ZIP: 91367
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RILEY BRYANT R
CENTRAL INDEX KEY: 0001207269
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54010
FILM NUMBER: 14933483
MAIL ADDRESS:
STREET 1: 11100 SANTA MONICA BLVD STE 810
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
4
1
form468936_20140620050104-.xml
X0306
4
2014-05-19
0
0001464790
Great American Group, Inc.
GAMR
0001207269
RILEY BRYANT R
11100 SANTA MONICA BLVD., SUITE 800
LOS ANGELES
CA
US 90025
1
1
1
0
Chairman and CEO
Common Stock
2014-06-18
4
J
0
3751264
0
A
3753285
D
Common Stock
2014-06-18
4
J
0
3437
0
D
0
I
By B. Riley and Co., LLC
Common Stock
2014-05-19
4
P
0
200000
5
A
200000
I
By the Robert Antin Children Irrevocable Trust
The Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.
The Reporting Person acquired 3,751,264 shares of common stock of Great American Group, Inc. in exchange for 1342.45 shares of common stock of B. Riley and Co. Inc. and 100% of the membership interests in Riley Investment Management LLC and B. Riley and Co. Holdings, LLC in connection with the acquisition of such entities by Great American Group, Inc. (the "Acquisition"). The Acquisition was effected pursuant to an acquisition agreement (the "Acquisition Agreement"), which was entered into on May 19, 2014, and placed a value on Great American Group, Inc.'s common stock of $5.00 per share. On June 18, 2014, the effective date of the first closing of the Acquisition, the closing price of Great American Group, Inc.'s common stock was $8.40 per share. Of the 3,751,264 shares issued to the Reporting Person in the Acquisition, 628,727 shares are currently being held in escrow and are subject to forfeiture during the one-year period following the first closing of the Acquisition to serve as security for the indemnification obligations of the Reporting Person and the acquired entities pursuant to the Acquisition Agreement and any downward adjustment to the acquisition consideration as a result of the final working capital adjustment provided for in the Acquisition Agreement.
Shares were beneficially owned by B. Riley and Co., LLC, a wholly owned subsidiary of B. Riley and Co. Inc., and by the Reporting Person, as Chairman and majority indirect owner of B. Riley and Co., LLC. Effective upon the consummation of the Acquisition, B. Riley and Co., LLC became a wholly owned indirect subsidiary of Great American Group, Inc. and, as a result, all such shares were retired.
Held of record by the Robert Antin Children Irrevocable Trust Dtd 1/1/01 (the "Trust"). Mr. Riley, as Trustee may be deemed to beneficially own the shares held by the Trust.
Bryant R. Riley
2014-06-20