0001493152-16-012035.txt : 20160805
0001493152-16-012035.hdr.sgml : 20160805
20160805135029
ACCESSION NUMBER: 0001493152-16-012035
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160725
FILED AS OF DATE: 20160805
DATE AS OF CHANGE: 20160805
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CAROLCO PICTURES, INC.
CENTRAL INDEX KEY: 0001484769
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE PRODUCTION [7812]
IRS NUMBER: 264330545
STATE OF INCORPORATION: FL
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2200 NW CORPORATE BOULEVARD, STE. 303
CITY: BOCA RATON
STATE: FL
ZIP: 33431
BUSINESS PHONE: 5619624175
MAIL ADDRESS:
STREET 1: 2200 NW CORPORATE BOULEVARD, STE. 303
CITY: BOCA RATON
STATE: FL
ZIP: 33431
FORMER COMPANY:
FORMER CONFORMED NAME: Brick Top Productions, Inc.
DATE OF NAME CHANGE: 20101129
FORMER COMPANY:
FORMER CONFORMED NAME: York Entertainment, Inc.
DATE OF NAME CHANGE: 20100222
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bafer Alexander
CENTRAL INDEX KEY: 0001641597
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-55353
FILM NUMBER: 161810331
MAIL ADDRESS:
STREET 1: C/O CAROLCO PICTURES, INC.
STREET 2: 5550 GLADES RD., STE 550
CITY: BOCA RATON
STATE: FL
ZIP: 33431
3
1
form3.xml
X0206
3
2016-07-25
0
0001484769
CAROLCO PICTURES, INC.
CRCO
0001641597
Bafer Alexander
C/O CAROLCO PICTURES, INC.
5550 GLADES RD., STE 500
BOCA RATON
FL
33431
1
1
1
0
Chairman & CDO
Common Stock
13890000
D
Series C Preferred Stock
Common Stock
25500000
I
Brick Top Holdings, Inc.
13,890,000 shares of Common Stock, par value $0.0001 per share, owned directly by Reporting Person that are held in street name and certificated form.
Pursuant to the terms of that certain Agreement for Chairman of the Board of Directors ("Chairman Agreement"), dated July 25, 2016, between the Issuer and Alexander Bafer (the Reporting Person), the Issuer issued to Mr. Bafer 510,000 shares of Series A Preferred Stock, which shares were immediately vested in consideration of the services to be rendered by Mr. Bafer under the Chairman Agreement.
The Issuer issued 12,750,000 shares of Series C Preferred Stock, par value $0.0001 per share, to Brick Top Holdings, Inc. in exchange for 12,750,000 shares of Common Stock of Recall Studios, Inc. held by Brick Top Holdings, Inc. Each share of Series C Preferred Stock is convertible into two shares of Common Stock of Issuer provided that this option is not exercisable until there are sufficient shares of Common Stock authorized for the conversion of all of the Series C Preferred Stock. There is no exercise price/additional consideration for exercising the Series C Preferred Stock and there is no expiration date as to the right to convert the Series C Preferred Stock into Common Stock. Each share of Series C Preferred Stock has one vote per share on all matters submitted to a vote of our stockholders.
Brick Top Holdings, Inc. is the direct beneficial owner of 12,750,000 shares of Series C Preferred Stock and 1,990,000 shares of Series A Preferred Stock. Alexander Bafer is the sole owner of Brick Top Holdings, Inc. and is, therefore, an indirect beneficial owner of 12,750,000 shares of Series C Preferred Stock and 1,990,000 shares of Series A Preferred Stock.
The Issuer issued 1,990,000 shares of Series A Preferred Stock, par value $0.0001 per share, to Brick Top Holdings, Inc. in exchange for 748,334 shares of Class A Preferred Stock of Recall Studios, Inc. held by Brick Top Holdings, Inc. Series A Preferred Stock has 100-to-1 voting preference where every one share of Series A Preferred Stock is equivalent in votes to one hundred shares of Common Stock. Series A Preferred Stock are not convertible into Common Stock.
/s/ Alexander Bafer
2016-08-04