| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | HOFV | Common Stock | Purchase | $102,000 | +100,000 | +100% | $1.02* | 200,000 | 16 Mar 2022 | Direct | F1 |
| transaction | HOFV | Common Stock | Award | +330,000 | +2.2% | 15,458,379 | 01 Mar 2022 | By CH Capital Lending, LLC | F2 | ||
| transaction | HOFV | Common Stock | Award | +125,000 | 125,000 | 01 Mar 2022 | By IRG, LLC | F3 | |||
| holding | HOFV | Common Stock | 15,027,837 | 01 Mar 2022 | By HOF Village, LLC |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | HOFV | Warrants | Award | +1,000,000 | 1,000,000 | 01 Mar 2022 | Common Stock | 1,000,000 | $1.50 | By CH Capital Lending, LLC | F4, F5 | |||
| transaction | HOFV | Convertible Term Loan | Award | $8,347,839 | $8,347,839 | 01 Mar 2022 | Common Stock | $8,347,839 | $1.50 | By CH Capital Lending, LLC | F6 | |||
| transaction | HOFV | Warrants | Award | +500,000 | 500,000 | 01 Mar 2022 | Common Stock | 500,000 | $1.50 | By IRG, LLC | F7, F8 | |||
| transaction | HOFV | Convertible Promissory Note | Award | $4,273,543 | $4,273,543 | 01 Mar 2022 | Common Stock | $4,273,543 | $1.50 | By IRG, LLC | F9 | |||
| holding | HOFV | Convertible Notes due 2025 | $9,000,000 | 01 Mar 2022 | Common Stock | 1,304,347 | $6.90 | By CH Capital Lending, LLC | F10 | |||||
| holding | HOFV | Series B Preferred Stock | 15,000 | 01 Mar 2022 | Common Stock | 4,901,960 | $3.06 | By CH Capital Lending, LLC | ||||||
| holding | HOFV | Warrants | 2,432,500 | 01 Mar 2022 | Common Stock | 3,457,393 | $11.50 | By HOF Village, LLC | F11, F12 | |||||
| holding | HOFV | Warrants | 2,450,980 | 01 Mar 2022 | Common Stock | 2,450,980 | $6.90 | By CH Capital Lending, LLC | ||||||
| holding | HOFV | Warrants | 100,000 | 01 Mar 2022 | Common Stock | 100,000 | $1.40 | Direct | ||||||
| holding | HOFV | Warrants | 10,036,925 | 01 Mar 2022 | Common Stock | 10,036,925 | $1.40 | By CH Capital Lending, LLC |
| Id | Content |
|---|---|
| F1 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.99 to $1.05, inclusive. The reporting person undertakes to provide to Hall of Fame Resort & Entertainment Company (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. |
| F2 | Represents the issuance by the Company of common stock, par value $0.0001 per share ("Common Stock"), as partial consideration for entering into an Amendment Number 6 to Term Loan Agreement ("Amendment Number 6") by and among the Company and certain subsidiaries of the Company, as borrowers, and CH Capital Lending, as administrative agent and lender, relating to a $8,347,839 term loan (the "Term Loan"). |
| F3 | Represents the issuance by the Company of Common Stock, as partial consideration for entering into a First Amended and Restated Promissory Note ("Amended Assigned IRG Note") between the Company and IRG, LLC. |
| F4 | The Term Loan Warrants will be cancelled in the event the Company repays in full the Term Loan on or before March 1, 2023. |
| F5 | Represents the issuance by the Company of a warrant to purchase 1,000,000 shares of Common Stock ("Term Loan Warrants"), as partial consideration for entering into Amendment Number 6. |
| F6 | Under Amendment Number 6, the Term Loan was made convertible into shares of Common Stock. |
| F7 | The IRG Split Note Warrants will be cancelled in the event the Company repays in full the Amended Assigned IRG Note on or before March 1, 2023. |
| F8 | Represents the issuance by the Company of a warrant to purchase 500,000 shares of Common Stock ("IRG Split Note Warrants"), as partial consideration for entering into the Amended Assigned IRG Note. |
| F9 | Under the Amended Assigned IRG Note, the principal and accrued interest are convertible into shares of Common Stock. |
| F10 | Reflects the original principal amount held by the reporting person. 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. |
| F11 | Each warrant represents the right to purchase 1.421333 shares of Common Stock. |
| F12 | 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. |