SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BASSO CAPITAL MANAGEMENT, L.P.

(Last) (First) (Middle)
1266 EAST MAIN STREET
4TH FLOOR

(Street)
STAMFORD CT 06902

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Gordon Pointe Acquisition Corp. [ GPAQ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/04/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/04/2020 S 400,000 D $10.62 737,222 I(1)(2) See footnotes(1)(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
BASSO CAPITAL MANAGEMENT, L.P.

(Last) (First) (Middle)
1266 EAST MAIN STREET
4TH FLOOR

(Street)
STAMFORD CT 06902

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Basso Management, LLC

(Last) (First) (Middle)
1266 EAST MAIN STREET
FOURTH FLOOR

(Street)
STAMFORD CT 06902

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Basso GP, LLC

(Last) (First) (Middle)
1266 EAST MAIN STREET
FOURTH FLOOR

(Street)
STAMFORD CT 06902

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Basso SPAC Fund LLC

(Last) (First) (Middle)
C/O BASSO CAPITAL MANAGEMENT, LP
1266 EAST MAIN STREET, 4TH FLOOR

(Street)
STAMFORD CT 06902

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Fischer Howard

(Last) (First) (Middle)
C/O BASSO CAPITAL MANAGEMENT LP
1266 EAST MAIN STREET

(Street)
STAMFORD CT 06902

(City) (State) (Zip)
Explanation of Responses:
1. These shares of common stock of the Issuer ("Shares") are directly held by Basso SPAC Fund LLC ("Basso SPAC"). Basso Management, LLC ("Basso Management") is the manager of Basso SPAC. Basso Capital Management, L.P. ("BCM") serves as the investment manager of Basso SPAC. Basso GP, LLC ("Basso GP") is the general partner of BCM. Howard Fischer is the sole portfolio manager for Basso SPAC, the Chief Executive Officer and a founding partner of BCM, and a member of each of Basso Management, and Basso GP. Accordingly, each of Basso Management, BCM, Basso GP and Mr. Fischer may be deemed to indirectly beneficially own the Shares reported herein.
2. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein.
Basso Capital Management, L.P, By: /s/ Howard I. Fischer, Chief Executive Officer & Founding Partner 02/05/2020
Basso Management, LLC, By: /s/ Howard I. Fischer, Member 02/05/2020
Basso GP, LLC, By: /s/ Howard I. Fischer, Member 02/05/2020
Basso SPAC Fund, LLC, By: /s/ Howard I. Fischer, Authorized Signatory 02/05/2020
/s/ Howard I. Fischer 02/05/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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