0001398344-19-002132.txt : 20190205 0001398344-19-002132.hdr.sgml : 20190205 20190205210632 ACCESSION NUMBER: 0001398344-19-002132 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190115 FILED AS OF DATE: 20190205 DATE AS OF CHANGE: 20190205 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Boulderado Group, LLC CENTRAL INDEX KEY: 0001527265 STATE OF INCORPORATION: DE FISCAL YEAR END: 1211 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38113 FILM NUMBER: 19569667 BUSINESS ADDRESS: STREET 1: 304 NEWBURY STREET STREET 2: SUITE 333 CITY: BOSTON STATE: MA ZIP: 02115 BUSINESS PHONE: 857-342-3483 MAIL ADDRESS: STREET 1: 304 NEWBURY STREET STREET 2: SUITE 333 CITY: BOSTON STATE: MA ZIP: 02115 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Boulderado Partners, LLC CENTRAL INDEX KEY: 0001475272 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38113 FILM NUMBER: 19569668 BUSINESS ADDRESS: STREET 1: 292 NEWBURY STREET STREET 2: SUITE 333 CITY: BOSTON STATE: MA ZIP: 02115 BUSINESS PHONE: (857) 342-3483 MAIL ADDRESS: STREET 1: 292 NEWBURY STREET STREET 2: SUITE 333 CITY: BOSTON STATE: MA ZIP: 02115 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Boulderado Capital, LLC CENTRAL INDEX KEY: 0001689124 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38113 FILM NUMBER: 19569669 BUSINESS ADDRESS: STREET 1: 292 NEWBURY STREET CITY: BOSTON STATE: MA ZIP: 02115 BUSINESS PHONE: 857-342-3483 MAIL ADDRESS: STREET 1: 292 NEWBURY STREET CITY: BOSTON STATE: MA ZIP: 02115 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rozek Alexander Buffett CENTRAL INDEX KEY: 0001689425 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38113 FILM NUMBER: 19569670 MAIL ADDRESS: STREET 1: 292 NEWBURY ST #333 CITY: BOSTON STATE: MA ZIP: 02115 FORMER NAME: FORMER CONFORMED NAME: Rozek Alexander Buffet DATE OF NAME CHANGE: 20161107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BOULDERADO BOC, LP CENTRAL INDEX KEY: 0001732695 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38113 FILM NUMBER: 19569671 BUSINESS ADDRESS: STREET 1: 292 NEWBURY STREET STREET 2: SUITE 333 CITY: BOSTON STATE: MA ZIP: 02115 BUSINESS PHONE: 857-342-3483 MAIL ADDRESS: STREET 1: 292 NEWBURY STREET STREET 2: SUITE 333 CITY: BOSTON STATE: MA ZIP: 02115 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BOSTON OMAHA Corp CENTRAL INDEX KEY: 0001494582 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE OPERATORS (NO DEVELOPERS) & LESSORS [6510] IRS NUMBER: 270788438 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1411 HARNEY ST. STREET 2: SUITE 200 CITY: OMAHA STATE: NE ZIP: 68102 BUSINESS PHONE: 857-256-0079 MAIL ADDRESS: STREET 1: 1411 HARNEY ST. STREET 2: SUITE 200 CITY: OMAHA STATE: NE ZIP: 68102 FORMER COMPANY: FORMER CONFORMED NAME: REO PLUS, INC. DATE OF NAME CHANGE: 20100618 4 1 fp0039203_4.xml X0306 4 2019-01-15 0 0001494582 BOSTON OMAHA Corp BOMN 0001527265 Boulderado Group, LLC 304 NEWBURY STREET SUITE 333 BOSTON MA 02115 0 0 0 1 Manager is Director and Co-CEO 0001475272 Boulderado Partners, LLC 292 NEWBURY STREET SUITE 333 BOSTON MA 02115 0 0 1 0 0001689124 Boulderado Capital, LLC 292 NEWBURY STREET BOSTON MA 02115 0 0 1 0 0001689425 Rozek Alexander Buffett 292 NEWBURY ST #333 BOSTON MA 02115 1 1 1 0 Co-Chief Executive Officer 0001732695 BOULDERADO BOC, LP 292 NEWBURY STREET SUITE 333 BOSTON MA 02115 0 0 1 0 Class A common stock, par value $0.001 per share 2019-01-15 4 J 0 485169 0 D 4261453 D Class A common stock, par value $0.001 per share 2019-02-01 4 J 0 3234020 0 D 1354328 D Boulderado Partners, LLC ("BP") made a distribution to certain limited partners of an aggregate of 485,169 shares of the Issuer's Class A common stock. On January 15, 2019, BP distributed to certain of its limited partner investors 485,169 shares of the Issuer's Class A common stock. As a result of the distribution, (1) BP is no longer deemed a beneficial owner of such distributed shares and, accordingly, the number of shares reported by BP is reduced by 485,169 (with a corresponding decrease in the number of shares beneficially owned by Boulderado Capital, LLC ("BC"), as the managing member of BP, Bouderado Group, LLC ("BG"), as the investment manager of BP and Alex Rozek, as the managing member of BC and BG); (collectively the "BP Distributed Shares"). This total includes 3,681,679 shares of Class A common stock, 527,780 shares of Class B common stock, and 51,994 Class B warrants. The Class B warrants can be exercised for Class B common stock, and all Class B common stock is convertible into shares of Class A common stock on a one-to-one basis under certain circumstances. BP may be deemed the beneficial owner of 746,155 shares of Common Stock that it holds. Alex B. Rozek may be deemed the beneficial owner of 281,278 shares of Common Stock held for a trust of which Mr. Rozek is the trustee and over which he has voting power. Boulderado BOC, LP ("BBOC") may be deemed the beneficial owner of 3,234,020 shares of Common Stock that it holds. The reported shares are directly owned by BP, BBOC and a trust of which Mr. Rozek is the trustee and over which he has voting power (the "Trust"). BC is the managing member of BP. BG is the investment manager of BP. BG is the general partner and investment manager of BBOC. Alex B. Rozek is the managing member of BC and BG. BC, BG and Mr. Rozek may each exercise voting and dispositive power over the Common Stock held by BP, BBOC and the Trust, and, as a result, may be deemed to be indirect beneficial owners of shares of Common Stock held by BP, BBOC and the Trust. BC, BG and Mr. Rozek disclaim beneficial ownership except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purposes. Mr. Rozek serves as a director of the Issuer, and as the co-chief executive officer of the Issuer. BBOC made a distribution to certain limited partners of an aggregate of 3,234,020 shares of the Issuer's Class A common stock, representing all shares of the Issuer's Common Stock held by BBOC. On February 1, 2019, BBOC distributed to certain of its limited partner investors 3,234,020 shares of the Issuer's Class A common stock. Of the 3,234,020 shares of Class A common stock so distributed, 326,895 shares of Class A common stock were distributed to BG as the general partner of BBOC and BG immediately contributed such shares to be held by BP on its behalf. These distributions were the result of BP, BBOC, BG and BC returning all outside capital to investors and continuing operations to manage family investments only. As a result of these transactions, (1) BBOC is no longer deemed to be a beneficial owner of such distributed shares of Common Stock, (2) the number of shares held by BP has increased by 326,895, and (3) the amount of securities beneficially owned by all reporting persons has decreased from 4,261,353 to 1,354,328 shares of Common Stock of the Issuer. This total includes 774,554 shares of Class A common stock, 527,780 shares of Class B common stock and 51,994 Class B warrants. The Class B warrants can be exercised for Class B common stock, and all Class B common stock is convertible into shares of Class A common stock on a one-to-one basis under certain circumstances. BP may be deemed the beneficial owner of 1,073,050 shares of Common Stock that it holds. Alex B. Rozek may be deemed the beneficial owner of 281,278 shares of Common Stock held for the Trust. The reported shares are directly owned by BP and the Trust. BC is the managing member of BP. BG is the investment manager of BP. Alex B. Rozek is the managing member of BC and BG. BC, BG and Mr. Rozek may each exercise voting and dispositive power over the Common Stock held by BP and the Trust, and, as a result, may be deemed to be indirect beneficial owners of shares of Common Stock held by BP and the Trust. /s/ Alexander B. Rozek on behalf of Boulderado Capital, LLC as its managing member 2019-02-05 /s/ Alexander B. Rozek 2019-02-05 /s/ Alexander B. Rozek on behalf of Boulderado BOC, LP as Managing Member of Boulderado Group, LLC, its managing member 2019-02-05 /s/ Alexander B. Rozek on behalf of Boulderado Partners, LLC, as Managing Member of Boulderado Capital, LLC, its managing member 2019-02-05 /s/ Alexander B. Rozek on behalf of Boulderado Group, LLC, as its managing member 2019-02-05