0001213900-19-002129.txt : 20190211
0001213900-19-002129.hdr.sgml : 20190211
20190211185941
ACCESSION NUMBER: 0001213900-19-002129
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190125
FILED AS OF DATE: 20190211
DATE AS OF CHANGE: 20190211
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Rabinowitz Michael
CENTRAL INDEX KEY: 0001767090
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54867
FILM NUMBER: 19587102
MAIL ADDRESS:
STREET 1: MAXIM GROUP, LLC
STREET 2: 405 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10174
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MJR Holdings LLC
CENTRAL INDEX KEY: 0001503206
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54867
FILM NUMBER: 19587103
BUSINESS ADDRESS:
STREET 1: C/O MAXIM GROUP LLC
STREET 2: 99 SUNNYSIDE BLVD.
CITY: WOODBURY
STATE: NY
ZIP: 11797
BUSINESS PHONE: 212-895-3863
MAIL ADDRESS:
STREET 1: C/O MAXIM GROUP LLC
STREET 2: 99 SUNNYSIDE BLVD.
CITY: WOODBURY
STATE: NY
ZIP: 11797
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Maxim Partners LLC
CENTRAL INDEX KEY: 0001503205
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54867
FILM NUMBER: 19587104
BUSINESS ADDRESS:
STREET 1: C/O MAXIM GROUP LLC
STREET 2: 99 SUNNYSIDE BLVD.
CITY: WOODBURY
STATE: NY
ZIP: 11797
BUSINESS PHONE: 212-895-3863
MAIL ADDRESS:
STREET 1: C/O MAXIM GROUP LLC
STREET 2: 99 SUNNYSIDE BLVD.
CITY: WOODBURY
STATE: NY
ZIP: 11797
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: LIFEAPPS BRANDS INC.
CENTRAL INDEX KEY: 0001510247
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 800671280
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5752 OBERLIN DRIVE
STREET 2: #106
CITY: SAN DIEGO
STATE: CA
ZIP: 92121
BUSINESS PHONE: 858-952-5715
MAIL ADDRESS:
STREET 1: 5752 OBERLIN DRIVE
STREET 2: #106
CITY: SAN DIEGO
STATE: CA
ZIP: 92121
FORMER COMPANY:
FORMER CONFORMED NAME: LIFEAPPS DIGITAL MEDIA INC.
DATE OF NAME CHANGE: 20120830
FORMER COMPANY:
FORMER CONFORMED NAME: Prime Time Travel, Inc.
DATE OF NAME CHANGE: 20110113
3
1
ownership.xml
X0206
3
2019-01-25
0
0001510247
LIFEAPPS BRANDS INC.
LFAP
0001503205
Maxim Partners LLC
405 LEXINGTON AVENUE
NEW YORK
NY
10174
0
0
1
0
0001503206
MJR Holdings LLC
405 LEXINGTON AVENUE
NEW YORK
NY
10174
0
0
1
0
0001767090
Rabinowitz Michael
405 LEXINGTON AVENUE
NEW YORK
NY
10174
0
0
1
0
Common Stock, par value $0.001 per share (the Common Stock)
120959996
D
Series A Preferred Stock
0.00
Common Stock
D
All of the securities reported herein are owned directly by Maxim Partners LLC ("Maxim Partners"), and, 79% of the securities reported herein, or 95,558,397, are indirectly owned by MJR Holdings LLC ("MRJ") which owns 79% of the membership interests in Maxim Partners and Michael Rabinowitz may be deemed to beneficially own all of the shares of Common Stock owned of record by MJR.
On January 25, 2019 the Issuer entered into and closed a securities exchange under a Securities Exchange Agreement (the "Securities Exchange Agreement") with the Maxim Partners LLC and LGBT Loyalty LLC, a New York limited liability company ("LGBT Loyalty"), pursuant to which the Issuer acquired all of the membership interests of LGBT Loyalty, making LGBT Loyalty a wholly owned subsidiary of the Issuer, in exchange for 120,959,996 shares (the "Shares") of the Issuer's restricted common stock and one share of Issuer's newly created Series A Convertible Preferred Stock (the "Series A Preferred Stock").
The Series A Preferred Stock automatically converts into additional shares of the Issuer's restricted common stock at such time that (i) the number of shares of the Issuer's authorized common stock is increased from 500,000,000 to 1,000,000,000 shares (the "Share Increase"); and (ii) warrants issued to Brian Neal, the Issuer's president, and Robert Gayman, the Issuer's executive management consultant, at the closing of the securities exchange transaction have been exercised for shares of the Issuer's restricted Common Stock. The Series A Preferred Stock does not have an expiration date.
/s/ Michael Rabinowitz
2019-02-11
/s/ Michael Rabinowitz, Managing Member of MJR Holdings, LLC
2019-02-11
/s/ Clifford Teller, Chief Financial Officer of Maxim Partners LLC
2019-02-11