0001437749-24-016294.txt : 20240513
0001437749-24-016294.hdr.sgml : 20240513
20240513171649
ACCESSION NUMBER: 0001437749-24-016294
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240509
FILED AS OF DATE: 20240513
DATE AS OF CHANGE: 20240513
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Boulderado Partners, LLC
CENTRAL INDEX KEY: 0001475272
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38113
FILM NUMBER: 24940341
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 Group, LLC
CENTRAL INDEX KEY: 0001527265
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1211
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38113
FILM NUMBER: 24940342
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: Rozek Alexander Buffett
CENTRAL INDEX KEY: 0001689425
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38113
FILM NUMBER: 24940343
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 Capital, LLC
CENTRAL INDEX KEY: 0001689124
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38113
FILM NUMBER: 24940340
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
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BOSTON OMAHA Corp
CENTRAL INDEX KEY: 0001494582
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE OPERATORS (NO DEVELOPERS) & LESSORS [6510]
ORGANIZATION NAME: 05 Real Estate & Construction
IRS NUMBER: 270788438
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1601 DODGE STREET
STREET 2: SUITE 3300
CITY: OMAHA
STATE: NE
ZIP: 68102
BUSINESS PHONE: 857-256-0079
MAIL ADDRESS:
STREET 1: 1601 DODGE STREET
STREET 2: SUITE 3300
CITY: OMAHA
STATE: NE
ZIP: 68102
FORMER COMPANY:
FORMER CONFORMED NAME: REO PLUS, INC.
DATE OF NAME CHANGE: 20100618
4
1
rdgdoc.xml
FORM 4
X0508
4
2024-05-09
1
0001494582
BOSTON OMAHA Corp
BOC
0001689425
Rozek Alexander Buffett
3 SNOW ROAD #432
MARSHFIELD
MA
02050
1
1
1
Co-CEO, Co-President
0001527265
Boulderado Group, LLC
292 NEWBURY ST., SUITE 333
BOSTON
MA
02115
1
0001475272
Boulderado Partners, LLC
292 NEWBURY ST., SUITE 333
BOSTON
MA
02115
1
0001689124
Boulderado Capital, LLC
292 NEWBURY ST., SUITE 333
BOSTON
MA
02115
1
0
Class B common stock, par value $0.001 per share
2024-05-09
4
J
0
120000
0
D
789774
D
Class A common stock, par value $0.001 per share
2024-05-09
4
J
0
210000
15.63
D
579774
D
Class B common stock, par value $0.001 per share
2024-05-09
4
J
0
527780
15.63
D
51994
D
Warrants to Purchase Class B common stock, par value $0.001
2024-05-09
4
J
0
51994
15.63
D
0
D
On May 9, 2024, Boulderado Partners, LLC ("BP") redeemed interests of BP held by Alexander B. Rozek, in consideration of the distribution to Mr. Rozek of the shares of Class B common stock of the Issuer. BP, BC and BG disclaim beneficial ownership over such shares held by Mr. Rozek.
This is comprised of the 120,000 shares of Class B Common stock of the Issuer held by Mr. Rozek after the reported transaction and the fact that BP may be the beneficial owner of 669,774 shares of Common Stock that it holds (comprised of 407,780 shares of Class B Common Stock, 210,000 shares of Class A Common Stock and 51,994 Warrants to purchase Class B Common stock of the Issuer).
Boulderado Capital, LLC ("BC"), Boulderado Group, LLC ("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 previously served as a director of the Issuer and was the Co-Chief Executive Officer and Co-President of the Issuer.
The reported shares are directly owned by BP, other than the shares distributed to Mr. Rozek as described in footnote (1). BC is the managing member of BP. BG is the investment manager of BP. Mr. Rozek is the managing member of BP, BC and BG. BP, 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.
On May 9, 2024, BP sold all owned shares of Class A Common stock of the Issuer to the Issuer.
On May 9, 2024 BP and Mr. Rozek sold all owned shares of Class B Common stock of the Issuer to the Issuer.
On May 9, 2024 BP sold all owned Warrants to purchase Class B Common Stock of the Issuer to the Issuer. As a result, of this transaction and the transactions referenced above, none of Mr. Rozek, BP, BC or BG has any beneficial ownership of any securities of the Issuer.
The aggregate purchase price payable to Mr. Rozek is $9,175,600 and the aggregate purchase price payable to BP is $9,951,113.62. This was based on the 30-day Volume Weighted Average Price of the shares of Class A Common stock of the Issuer measured two trading days before the sale. Part of the consideration payable to Mr. Rozek for his shares of Class B Common Stock includes a blocking/control premium of $7,300,000 which was determined using a valuation provided by The Brattle Group, a firm specializing in valuations of equity instruments.
/s/ Alexander B. Rozek
2024-05-13
/s/ Alexander B. Rozek on behalf of Boulderado Group, LLC, as its managing member
2024-05-13
/s/ Alexander B. Rozek on behalf of Boulderado Partners, LLC, as Managing Member of Boulderado Capital, LLC, its managing member
2024-05-13
/s/ Alexander B. Rozek on behalf of Boulderado Capital, LLC, as its managing member
2024-05-13