0001475272-18-000003.txt : 20180518 0001475272-18-000003.hdr.sgml : 20180518 20180518171935 ACCESSION NUMBER: 0001475272-18-000003 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180515 FILED AS OF DATE: 20180518 DATE AS OF CHANGE: 20180518 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: 18847668 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: 18847671 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: 18847669 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: 18847670 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 2018-05-15 0 0001494582 BOSTON OMAHA Corp BOMN 0001527265 Boulderado Group, LLC 304 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 BOSTON MA 02115 0 0 1 0 0001689425 Rozek Alexander Buffett 292 NEWBURY ST #333 BOSTON MA 02115 0 0 1 0 Class A common stock, par value $0.001 per share 2018-05-15 4 P 0 1568884 23.3 A 4999904 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 Common Stock was structured in two separate closings. The transaction reported herein represents the second closing by which Boulderado BOC, LP purchased 1,568,884 shares of the Common Stock. The issuance of shares of Common Stock at the second closing under the Purchase Agreement was approved by the Company's Board of Directors on May 15, 2018. This total includes 4,419,346 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 3,218,884 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 2018-05-18