Hall of Fame Resort & Entertainment Company
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(Name of Issuer)
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Common Stock, $0.0001 par value per share
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40619L-10-2
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(Title of class of securities)
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(CUSIP number)
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Michael S. Klein
c/o M. Klein & Associates, Inc. 640 Fifth Ave., 12th Floor New York, NY 10019 (212) 380-7500 |
(Name, address and telephone number of person authorized to receive notices and communications)
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July 1, 2020
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(Date of event which requires filing of this statement)
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CUSIP No.
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40619L-10-2
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SCHEDULE 13D
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Page
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2 |
1
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NAMES OF REPORTING PERSONS
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Michael S. Klein
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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(b)
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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1,078,984 (see Item 5)
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8
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SHARED VOTING POWER
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1,438,124 (see Item 5)
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9
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SOLE DISPOSITIVE POWER
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1,078,984 (see Item 5)
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10
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SHARED DISPOSITIVE POWER
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509,669 (see Item 5)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,517,108 (see Item 5)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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7.9% (see Item 5)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN |
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Item 1.
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Security and Issuer.
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Item 2.
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Identity and Background.
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Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 4.
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Purpose of Transaction.
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Item 5.
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Interest in Securities of the Issuer.
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(a)-(b) |
The responses of the Reporting Person to Rows (7) through (13) of the cover page of this Schedule 13D, as of July 13, 2020, are incorporated herein by reference. As of July 13, 2020, the Reporting Person was the beneficial owner of
2,517,108 shares of Common Stock, which represents 7.9% of the shares of Common Stock outstanding (based on 31,819,076 shares of Common Stock outstanding immediately following the closing of the Business Combination on July 1, 2020, as
reported in the Issuer’s Form 8-K filed with the SEC by the Issuer on July 8, 2020). The foregoing represents (a) 1,078,984 shares held by TKG, for which Mr. Klein has sole voting and dispositive power, (b) 509,669 shares held by MKC, for
which Mr. Klein shares voting and dispositive power, and (c) 928,455 shares through MKA, which represents a proportion of the number of shares held by HOF Village for which HOF Village generally has agreed to pass-through its voting rights to
its members (including MKA) in proportion to their respective ownership interests (approximately 6.3% in the case of MKA) and for which Mr. Klein shares voting power and has no dispositive power. The foregoing excludes shares of Common Stock
issuable upon the exercise of warrants held by HOF Village because the Reporting Person has no right to cause the exercise of such warrants. The Reporting Person disclaims beneficial ownership of the foregoing, except to the extent of the
Reporting Person’s pecuniary interest.
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(c) |
During the past 60 days the Reporting Person has not effected any transactions in the Common Stock except for the transactions disclosed in Items 3 and 4 hereof (which are incorporated by reference herein).
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(d) |
Not applicable.
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(e) |
Not applicable.
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Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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Item 7.
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Material to be Filed as Exhibits.
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/s/ Michael S. Klein
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Name: Michael S. Klein
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