0001527265-18-000001.txt : 20180306
0001527265-18-000001.hdr.sgml : 20180306
20180306153002
ACCESSION NUMBER: 0001527265-18-000001
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180301
FILED AS OF DATE: 20180306
DATE AS OF CHANGE: 20180306
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: 18669711
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 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: 18669714
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 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: 18669712
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: 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: 18669713
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
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2018-03-01
0
0001494582
BOSTON OMAHA Corp
BOMN
0001527265
Boulderado Group, LLC
292 NEWBURY STREET
SUITE 333
BOSTON
MA
02115
0
0
1
0
0001475272
Boulderado Partners, LLC
292 NEWBURY STREET
SUITE 333
BOSTON
MA
02115
0
0
1
0
0001689124
Boulderado Capital, LLC
292 NEWBURY STREET
SUITE 333
BOSTON
MA
02115
0
0
1
0
0001689425
Rozek Alexander Buffett
292 NEWBURY STREET
SUITE 333
BOSTON
MA
02115
1
1
1
0
Co-Chief Executive Officer
Class A common stock, par value $0.001 per share
2018-03-01
4
P
0
1650000
23.3
A
3431020
D
Pursuant to that certain Class A Common Stock Purchase Agreement, dated February 22, 2018, by and among the Issuer, Magnolia BOC I, LP, and Magnolia BOC II, LP, and Boulderado BOC, LP (the "Purchase Agreement"), a copy of which was included in the Issuer's 8-K filed February 26, 2018, Boulderado BOC, LP agreed to purchase 3,218,884 shares of the Common Stock. The purchase and sale of the Common Stock pursuant to the Purchase Agreement was structured in two separate closings. The
transaction reported herein represents the first closing by which Boulderado BOC, LP purchased 1,650,000 shares of the Common Stock. The issuance of shares of Common Stock at the first closing under the Purchase Agreement was approved by NASDAQ on March 1, 2018. The second closing under the Purchase Agreement remains subject to certain closing conditions set forth therein.
This total includes 2,850,462 shares of Class A common stock, 527,780 shares of Class B common stock, and 52,778 Class B warrants. The Class B common stock and warrant stock is convertible at any time, at the holders election and for no additional consideration, into shares of Class A common stock on a one-on-one basis. Boulderado Partners, LLC may be deemed the beneficial owner of 1,499,742 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 may be deemed the beneficial owner of 1,650,000 shares of Common Stock that it holds.
The reported shares are directly owned by the Boulderado Partners, LLC, (BP), Boulderado BOC, LP, (BBOC), and a trust of which Mr. Rozek is the trustee and over which he has voting power (the Trust). Boulderado Capital, LLC (BC) is the managing member of BP. Boulderado Group, LLC (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.
/s/ Alexander B. Rozek on behalf of Boulderado Partners, LLC, as Managing Member of Boulderado Capital, LLC, its managing member
2018-03-06
/s/ Alexander B. Rozek on behalf of Boulderado Group, LLC, as its managing member
2018-03-06
/s/ Alexander B. Rozek on behalf of Boulderado Capital, LLC, as its managing member
2018-03-06
/s/ Alexander B. Rozek
2018-03-06
/s/ Alexander B. Rozek on behalf of Boulderado Partners, LLC, as Managing Member of Boulderado BOC, LP, its managing member
2018-03-06