0000929638-24-004383.txt : 20241230 0000929638-24-004383.hdr.sgml : 20241230 20241230183102 ACCESSION NUMBER: 0000929638-24-004383 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20241226 FILED AS OF DATE: 20241230 DATE AS OF CHANGE: 20241230 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pleasant Lake Onshore Feeder Fund LP CENTRAL INDEX KEY: 0001567434 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35535 FILM NUMBER: 241590807 BUSINESS ADDRESS: STREET 1: 100 CARR 115 UNIT 1900 CITY: RINCON STATE: PR ZIP: 00677 BUSINESS PHONE: 804-363-4458 MAIL ADDRESS: STREET 1: 100 CARR 115 UNIT 1900 CITY: RINCON STATE: PR ZIP: 00677 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fund 1 Investments, LLC CENTRAL INDEX KEY: 0001959730 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35535 FILM NUMBER: 241590805 BUSINESS ADDRESS: STREET 1: 100 CARR 115 STREET 2: UNIT 1900 CITY: RINCON STATE: PR ZIP: 00677 BUSINESS PHONE: 804-363-4458 MAIL ADDRESS: STREET 1: 100 CARR 115 STREET 2: UNIT 1900 CITY: RINCON STATE: PR ZIP: 00677 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pleasant Lake Partners LLC CENTRAL INDEX KEY: 0001580144 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35535 FILM NUMBER: 241590806 BUSINESS ADDRESS: STREET 1: 100 CARR 115 UNIT 1900 CITY: RINCON STATE: PR ZIP: 00677 BUSINESS PHONE: 212-554-0680 MAIL ADDRESS: STREET 1: 100 CARR 115 UNIT 1900 CITY: RINCON STATE: PR ZIP: 00677 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TILLY'S, INC. CENTRAL INDEX KEY: 0001524025 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 452164791 STATE OF INCORPORATION: DE FISCAL YEAR END: 0128 BUSINESS ADDRESS: STREET 1: 10 WHATNEY CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: (949) 609-5599 MAIL ADDRESS: STREET 1: 10 WHATNEY CITY: IRVINE STATE: CA ZIP: 92618 4 1 form4.xml X0508 4 2024-12-26 0001524025 TILLY'S, INC. TLYS 0001959730 Fund 1 Investments, LLC 100 CARR 115 UNIT 1900 RINCON PR 00677 PUERTO RICO true 0001567434 Pleasant Lake Onshore Feeder Fund LP 100 CARR 115 UNIT 1900 RINCON PR 00677 PUERTO RICO true 0001580144 Pleasant Lake Partners LLC 100 CARR 115 UNIT 1900 RINCON PR 00677 PUERTO RICO true false Cash-Settled Total Return Swap 2024-12-26 4 P 1 6469 3.5632 A 2027-12-27 Common Stock 6469 6469 I See Footnotes Cash-Settled Total Return Swap 2024-12-27 4 P 1 271175 3.8442 A 2027-12-27 Common Stock 271175 277644 I See Footnotes Cash-Settled Total Return Swap 2024-12-30 4 P 1 150000 3.9511 A 2027-12-27 Common Stock 150000 427644 I See Footnotes The Reporting Persons have entered into certain cash-settled total return swap agreements with an unaffiliated third party financial institution, which provide the Reporting Persons with economic exposure to 6,469 notional shares of common stock for a price of $3.5632 per share. The swap agreements provide the Reporting Persons with economic results that are comparable to the economic results of ownership but do not provide the Reporting Persons with the power to vote or direct the voting or dispose of or direct the disposition of the shares of common stock that are the subject of the swap agreements (the "Subject Shares"). Each of the Reporting Persons disclaims beneficial ownership of the Subject Shares except to the extent of its or his pecuniary interest therein. Shares reported herein are held for the benefit of Pleasant Lake Onshore Feeder Fund, LP (the "PL Fund") and additional private investment vehicles for which Pleasant Lake Partners LLC ("PLP") serves as investment adviser. Fund 1 Investments, LLC serves as managing member of PLP. Jonathan Lennon serves as managing member of Fund 1 Investments, LLC. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein. Shares held for the account of the PL Fund. The expiration date of the applicable swap agreements will be automatically extended for successive 12 month periods unless one party provides written notice to the other party, at least 30 calendar days prior to the first extension and at least 15 calendar days prior to any subsequent extension, not to so extend the expiration date. The Reporting Persons have entered into certain cash-settled total return swap agreements with an unaffiliated third party financial institution, which provide the Reporting Persons with economic exposure to 271,175 notional shares of common stock for a price of $3.8442 per share. The swap agreements provide the Reporting Persons with economic results that are comparable to the economic results of ownership but do not provide the Reporting Persons with the power to vote or direct the voting or dispose of or direct the disposition of the Subject Shares. Each of the Reporting Persons disclaims beneficial ownership of the Subject Shares except to the extent of its or his pecuniary interest therein. The Reporting Persons have entered into certain cash-settled total return swap agreements with an unaffiliated third party financial institution, which provide the Reporting Persons with economic exposure to 150,000 notional shares of common stock for a price of $3.9511 per share. The swap agreements provide the Reporting Persons with economic results that are comparable to the economic results of ownership but do not provide the Reporting Persons with the power to vote or direct the voting or dispose of or direct the disposition of the Subject Shares. Each of the Reporting Persons disclaims beneficial ownership of the Subject Shares except to the extent of its or his pecuniary interest therein. /s/ Fund 1 Investments, LLC, by: Benjamin C. Cable, Chief Operating Officer 2024-12-30 /s/ Pleasant Lake Onshore Feeder Fund, LP, by Pleasant Lake Partners LLC, its Investment Adviser, by Fund 1 Investments, LLC, its Managing Member, by Benjamin C. Cable, Chief Operating Officer 2024-12-30 /s/ Pleasant Lake Partners LLC, by Fund 1 Investments, LLC, its Managing Member, by Benjamin C. Cable, Chief Operating Officer 2024-12-30