0001209191-22-050590.txt : 20220919 0001209191-22-050590.hdr.sgml : 20220919 20220919173237 ACCESSION NUMBER: 0001209191-22-050590 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220328 FILED AS OF DATE: 20220919 DATE AS OF CHANGE: 20220919 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lichter Stuart CENTRAL INDEX KEY: 0001685448 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38363 FILM NUMBER: 221251465 MAIL ADDRESS: STREET 1: 631 PASEO DE LA PLAYA CITY: REDONDO BEACH STATE: CA ZIP: 90277 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Hall of Fame Resort & Entertainment Co CENTRAL INDEX KEY: 0001708176 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 843235695 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2626 FULTON DRIVE NW CITY: CANTON STATE: OH ZIP: 44718 BUSINESS PHONE: (412) 960-4687 MAIL ADDRESS: STREET 1: 2626 FULTON DRIVE NW CITY: CANTON STATE: OH ZIP: 44718 FORMER COMPANY: FORMER CONFORMED NAME: Gordon Pointe Acquisition Corp. DATE OF NAME CHANGE: 20180122 FORMER COMPANY: FORMER CONFORMED NAME: Gordon Pointe Acqusition Corp. DATE OF NAME CHANGE: 20170601 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-03-28 0 0001708176 Hall of Fame Resort & Entertainment Co HOFV 0001685448 Lichter Stuart 11111 SANTA MONICA BOULEVARD SUITE 800 LOS ANGELES CA 90025 1 0 1 0 Common Stock 2022-06-08 4 A 0 125000 A 125000 I By Midwest Lender Fund, LLC Common Stock 200000 D Common Stock 15458379 I By CH Capital Lending, LLC Common Stock 15027837 I By HOF Village, LLC Common Stock 125000 I By IRG, LLC Series B Preferred Stock 3.06 2022-03-28 4 J 0 15000 D 2021-06-04 2024-06-04 Common Stock 4901960 0 I By CH Capital Lending, LLC Series C Preferred Stock 1.50 2022-03-28 4 J 0 15000 A 2022-03-28 Common Stock 10000000 15000 I By CH Capital Lending, LLC Warrants 1.50 2022-06-08 4 A 0 125000 A 2023-06-08 2027-06-08 Common Stock 125000 125000 I By Midwest Lender Fund, LLC Convertible Notes due 2025 6.90 2020-07-01 2025-03-31 Common Stock 1589252 10965627.00 I By CH Capital Lending, LLC Convertible Promissory Note 1.50 2022-03-01 2024-03-31 Common Stock 2849028 4273543.46 I By IRG, LLC Convertible Term Loan 1.50 2022-03-01 2024-03-31 Common Stock 5834508 8751762.89 I By CH Capital Lending, LLC Warrants 1.50 2023-03-01 2027-03-01 Common Stock 1000000 1000000 I By CH Capital Lending, LLC Warrants 1.50 2023-03-01 2027-03-01 Common Stock 500000 500000 I By IRG, LLC Warrants 11.50 2020-07-31 Common Stock 3457393 2432500 I By HOF Village, LLC Warrants 6.90 2021-12-04 2027-03-01 Common Stock 2450980 2450980 I By CH Capital Lending, LLC Warrants 1.40 2020-11-18 2025-11-18 Common Stock 100000 100000 D Warrants 1.40 2021-06-29 2027-03-01 Common Stock 10036925 10036925 I By CH Capital Lending, LLC Represents the issuance by Hall of Fame Resort & Entertainment Company (the "Company") of common stock, par value $0.0001 per share ("Common Stock"), as partial consideration for making a $4 million loan to the Company. On March 28, 2022, CH Capital Lending, LLC exchanged each share of Series B Preferred Stock that it held for a share of Series C Preferred Stock. Dividends are payable on Series C Preferred Stock at 7% per annum, of which 4% is payable in cash quarterly and 3% is payable at the election of the holder in either cash or shares of Common Stock upon conversion. The Series C Preferred Stock is perpetual and therefore has no expiration date. Represents the issuance by the Company of a warrant to purchase 125,000 shares of Common Stock, as partial consideration for making a $4 million loan to the Company. Reflects the principal amount held by the reporting person as of August 31, 2022. Interest is payable quarterly in either cash or an increase in the principal amount of the Convertible Notes due 2025 at the discretion of the Company. The Company has been paying interest by increasing the principal. The original principal amount was $9 million. The principal amount of the Convertible Term Loan increased to $8,751,762.89, effective July 31, 2022. Each warrant represents the right to purchase 1.421333 shares of Common Stock. The warrants expire on the earlier to occur of July 1, 2025 or upon the redemption date in the event that the Company shall fix a date for the redemption of the warrants in accordance with the warrant terms. Tara Charnes, Attorney-in-Fact 2022-09-19