0001209191-20-041395.txt : 20200706 0001209191-20-041395.hdr.sgml : 20200706 20200706210729 ACCESSION NUMBER: 0001209191-20-041395 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200701 FILED AS OF DATE: 20200706 DATE AS OF CHANGE: 20200706 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HOF Village, LLC CENTRAL INDEX KEY: 0001764025 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38363 FILM NUMBER: 201015058 BUSINESS ADDRESS: STREET 1: 2121 GEORGE HALAS DRIVE CITY: CANTON STATE: OH ZIP: 44708 BUSINESS PHONE: (714) 337-0333 MAIL ADDRESS: STREET 1: 2121 GEORGE HALAS DRIVE CITY: CANTON STATE: OH ZIP: 44708 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Gordon Pointe Acquisition Corp. CENTRAL INDEX KEY: 0001708176 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 821270173 FISCAL YEAR END: 1231 BUSINESS ADDRESS: BUSINESS PHONE: (412) 960-4687 MAIL ADDRESS: STREET 1: 90 BETA DRIVE CITY: PITTSBURGH STATE: PA ZIP: 15238 FORMER COMPANY: FORMER CONFORMED NAME: Gordon Pointe Acqusition Corp. DATE OF NAME CHANGE: 20170601 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-07-01 0 0001708176 Gordon Pointe Acquisition Corp. HOFV 0001764025 HOF Village, LLC 2626 FULTON DRIVE NW CANTON OH 44718 0 0 1 1 Director by Deputization Common Stock 2020-07-01 4 A 0 15027837 A 15027837 D Warrant 11.50 2020-07-01 4 A 0 2432500 A 2020-07-31 Common Stock 3457393 2432500 D Upon the Issuer's business combination on July 1, 2020 (the "business combination"), HOF Village Newco, LLC ("Newco") was merged with a subsidiary of the Issuer and, as a result, all of the interests owned by the reporting person in HOF Village Newco, LLC were converted into shares of the Issuer. At the time of the business combination, the reporting person owned approximately 82.5% of Newco and received 15,027,837 of Issuer's shares in the merger on account of that ownership interest. The business combination was pursuant to a merger agreement by and among the Issuer, the reporting person and others dated September 18, 2019. The exercise price is expressed per warrant, not per share of Issuer's common stock. The warrants expire on the earlier to occur of July 1, 2025 or upon the redemption date in the event that the Issuer shall fix a date for the redemption of the warrants in accordance with the warrant terms. Simultaneously with the consummation of the initial public offering for Gordon Pointe Acquisition Corp. ("Acquisition Corp.") in 2018, Gordon Point Management, LLC purchased an aggregate of 4,900,000 warrants, at a price of $1.00 per warrant, each exercisable to purchase one share of Acquisition Corp.'s Class A common stock at a price of $11.50 per Class A share. Subsequently but prior to the business combination, Gordon Pointe Management, LLC transferred 35,000 Acquisition Corp. warrants to one of its employees. In connection with the consummation of the business combination on July 1, 2020, each of these Acquisition Corp. warrants was cancelled and exchanged for a warrant to purchase 1.421333 shares of the Issuer's common stock at a price of $[8.09100] per share of the Issuer's common stock. (continued in note 5). In addition, in connection with the business combination, Gordon Point Management, LLC transferred to the reporting person 50% of these Issuer warrants, which are exercisable to purchase 3,457,393 shares of the Issuer's common stock. By IRG Canton Village Manager, LLC, its manager 2020-07-06