0001104659-20-027939.txt : 20200302
0001104659-20-027939.hdr.sgml : 20200302
20200302165347
ACCESSION NUMBER: 0001104659-20-027939
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200209
FILED AS OF DATE: 20200302
DATE AS OF CHANGE: 20200302
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WINN STEPHEN T
CENTRAL INDEX KEY: 0000929212
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14677
FILM NUMBER: 20677752
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Elevate Entertainment Inc.
CENTRAL INDEX KEY: 0001802887
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14677
FILM NUMBER: 20677753
BUSINESS ADDRESS:
STREET 1: 4143 MAPLE AVENUE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 214-301-4250
MAIL ADDRESS:
STREET 1: 4143 MAPLE AVENUE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75219
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Elevate Acquisition Corp
CENTRAL INDEX KEY: 0001802886
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14677
FILM NUMBER: 20677754
BUSINESS ADDRESS:
STREET 1: 4143 MAPLE AVENUE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 214-301-4250
MAIL ADDRESS:
STREET 1: 4143 MAPLE AVENUE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75219
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Mirasol Capital, LLC
CENTRAL INDEX KEY: 0001804559
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14677
FILM NUMBER: 20677755
BUSINESS ADDRESS:
STREET 1: 4143 MAPLE AVENUE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 214-301-4250
MAIL ADDRESS:
STREET 1: 4143 MAPLE AVENUE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75219
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Elevate Entertainment Partners LLC
CENTRAL INDEX KEY: 0001804128
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14677
FILM NUMBER: 20677756
BUSINESS ADDRESS:
STREET 1: 4143 MAPLE AVENUE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 214-301-4250
MAIL ADDRESS:
STREET 1: 4143 MAPLE AVENUE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75219
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Elevate Entertainment Holdings Inc.
CENTRAL INDEX KEY: 0001804145
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14677
FILM NUMBER: 20677757
BUSINESS ADDRESS:
STREET 1: 4143 MAPLE AVENUE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 214-301-4250
MAIL ADDRESS:
STREET 1: 4143 MAPLE AVENUE
STREET 2: SUITE 400
CITY: DALLAS
STATE: TX
ZIP: 75219
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: EVANS & SUTHERLAND COMPUTER CORP
CENTRAL INDEX KEY: 0000276283
STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690]
IRS NUMBER: 870278175
STATE OF INCORPORATION: UT
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 770 KOMAS DR
CITY: SALT LAKE CITY
STATE: UT
ZIP: 84108
BUSINESS PHONE: 8015881815
MAIL ADDRESS:
STREET 1: 770 KOMAS DR
CITY: SALT LAKE CITY
STATE: UT
ZIP: 84108
3/A
1
a3a.xml
3/A
X0206
3/A
2020-02-09
2020-02-19
0
0000276283
EVANS & SUTHERLAND COMPUTER CORP
ESCC
0000929212
WINN STEPHEN T
4143 MAPLE AVENUE, SUITE 400
DALLAS
TX
75219
0
0
1
0
0001802887
Elevate Entertainment Inc.
4143 MAPLE AVENUE, SUITE 400
DALLAS
TX
75219
0
0
1
0
0001802886
Elevate Acquisition Corp
4143 MAPLE AVENUE, SUITE 400
DALLAS
TX
75219
0
0
1
0
0001804559
Mirasol Capital, LLC
4143 MAPLE AVENUE, SUITE 400
DALLAS
TX
75219
0
0
1
0
0001804128
Elevate Entertainment Partners LLC
4143 MAPLE AVENUE, SUITE 400
DALLAS
TX
75219
0
0
1
0
0001804145
Elevate Entertainment Holdings Inc.
4143 MAPLE AVENUE, SUITE 400
DALLAS
TX
75219
0
0
1
0
Common Stock, par value $0.20 per share
200000
D
This Form 3 amendment is being filed to update the original Form 3 filed on February 19, 2020 with additional information provided by the Issuer and add additional Reporting Persons. Additionally, certain affiliates of Mr. Winn that qualify as indirect owners of the shares of the Issuer described in this Form 3 have now been issued CIKs by the SEC, and have been included as Reporting Persons in this Form 3 Amendment.
Each of the Reporting Persons may be deemed to have become a 10% Owner of the Issuer in connection with the entry into of certain Tender and Support Agreements (the "Tender and Support Agreements"), each dated as of February 9, 2020, by and among Elevate Entertainment Inc. ("Parent") and Elevate Acquisition Corporation ("Merger Sub"), on the one hand, and each of Peter R. Kellogg, Cynthia K. Kellogg Revocable Trust, Bermuda Partners LP, Stuart Sternberg, David Bateman, Paul Dailey, Kirk Johnson, Larry Pierce and Jonathan Shaw (each, a "Shareholder") representing an aggregate of 7,017,362 shares of the Issuer beneficially owned by the Shareholders. The Tender and Support Agreements were entered into in connection with the Agreement and Plan of Merger, dated February 9, 2020, by and among Parent, Merger Sub and the Issuer.
The Reporting Persons exercise voting power in limited situations over such shares of the Issuer's common stock through the grant of an irrevocable proxy by each of the Stockholders in the Tender and Support Agreements. The Reporting Persons have no pecuniary interest in any of such shares of Issuer's common stock underlying the Tender and Support Agreements.
Represents an aggregate of 200,000 shares of the Issuer held directly by Seren Capital, Ltd., a Texas limited partnership and an affiliate of Stephen T. Winn, and does not represent any shares covered by the Tender and Support Agreements.
STEPHEN T. WINN /s/ Stephen T. Winn
2020-03-02
ELEVATE ENTERTAINMENT INC. /s/ Jeb Terry Jr. Title: President and Chief Executive Officer
2020-03-02
ELEVATE ACQUISITION CORPORATION /s/ Jeb Terry Jr. Title: President and Chief Executive Officer
2020-03-02
MIRASOL CAPITAL, LLC, by /s/ Jeb Terry Jr. Title: Managing Director
2020-03-02
ELEVATE ENTERTAINMENT PARTNERS LLC by /s/ Jeb Terry Jr. Title: President and Chief Executive Officer
2020-03-02
ELEVATE ENTERTAINMENT HOLDINGS INC. by /s/ Jeb Terry Jr. Title: President and Chief Executive Officer
2020-03-02