| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | HOFV | Common Stock | 751,168 | 12 Dec 2024 | By CH Capital Lending, LLC | F1 | |||||
| holding | HOFV | Common Stock | 15,949 | 12 Dec 2024 | By IRG, LLC | F1 | |||||
| holding | HOFV | Common Stock | 683,083 | 12 Dec 2024 | By HOF Village, LLC | F1 | |||||
| holding | HOFV | Common Stock | 5,681 | 12 Dec 2024 | By Midwest Lender Fund, LLC | F1 | |||||
| holding | HOFV | Common Stock | 9,090 | 12 Dec 2024 | Direct |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | HOFV | 2022 Convertible Term Loan | Other | $11,433,179 | $11,433,179 | 12 Dec 2024 | Common Stock | 3,140,983 | $3.64 | By CH Capital Lending, LLC | F1, F2, F11 | |||
| transaction | HOFV | Backup Convertible Promissory Note II | Purchase | $11,496,624 | $11,496,624 | 15 Jan 2025 | Common Stock | 900,283 | $12.77 | By CH Capital Lending, LLC | F1, F3, F10 | |||
| transaction | HOFV | Convertible Promissory Note | Purchase | $5,400,706 | $5,400,706 | 15 Jan 2025 | Common Stock | 422,921 | $12.77 | By CH Capital Lending, LLC | F1, F3, F10 | |||
| holding | HOFV | Backup Convertible Promissory Note | $5,030,559 | 12 Dec 2024 | Common Stock | 393,935 | $12.77 | By Midwest Lender Fund, LLC | F1, F4 | |||||
| holding | HOFV | 2020 Convertible Term Loan | $16,191,184 | 12 Dec 2024 | Common Stock | 4,448,127 | $3.64 | By CH Capital Lending, LLC | F1, F4 | |||||
| holding | HOFV | Convertible Bridge Note | $13,202,903 | 12 Dec 2024 | Common Stock | 1,033,900 | $12.77 | By CH Capital Lending, LLC | F1, F4 | |||||
| holding | HOFV | Convertible Promissory Note | $5,374,579 | 12 Dec 2024 | Common Stock | 420,875 | $12.77 | By IRG, LLC | F1, F4 | |||||
| holding | HOFV | Series E Warrant | 500,000 | 12 Dec 2024 | Common Stock | 22,709 | $12.77 | By IRG, LLC | F1 | |||||
| holding | HOFV | Series E Warrant | 1,000,000 | 12 Dec 2024 | Common Stock | 45,419 | $12.77 | By CH Capital Lending, LLC | F1 | |||||
| holding | HOFV | Series D Warrant | 2,450,980 | 12 Dec 2024 | Common Stock | 111,321 | $12.77 | By CH Capital Lending, LLC | F1 | |||||
| holding | HOFV | Series C Warrant | 10,036,925 | 12 Dec 2024 | Common Stock | 455,867 | $12.77 | By CH Capital Lending, LLC | F1 | |||||
| holding | HOFV | Series A Warrant | 2,432,500 | 12 Dec 2024 | Common Stock | 157,085 | $253.11 | By HOF Village, LLC | F1, F5 | |||||
| holding | HOFV | Series G Warrant | 125,000 | 12 Dec 2024 | Common Stock | 5,677 | $12.77 | By Midwest Lender Fund, LLC | F1 | |||||
| holding | HOFV | Convertible Notes Due 2025 | $14,037,115 | 12 Dec 2024 | Common Stock | 92,432 | By CH Capital Lending, LLC | F1, F6, F7 | ||||||
| holding | HOFV | Series C Preferred Stock | 15,000 | 12 Dec 2024 | Common Stock | 454,407 | $33.01 | By CH Capital Lending, LLC | F1, F8, F9 | |||||
| holding | HOFV | Series B Warrant | 100,000 | 12 Dec 2024 | Common Stock | 4,543 | $30.81 | Direct |
| Id | Content |
|---|---|
| F1 | The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed to be an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
| F2 | Reflects the principal balance as of December 12, 2024. Interest accrues at 12.5% compounded monthly, which is added to the principal. |
| F3 | Reflects the principal balance as of January 15, 2025. Interest accrues at 12.5% compounded monthly, which is added to the principal. |
| F4 | Reflects the principal balance as of December 31, 2024. Interest accrues at 12.5% compounded monthly, which is added to the principal. |
| F5 | The warrants expire on the earlier to occur of July 1, 2025 or upon the redemption date in the event the Company shall fix a date for the redemption of the warrants in accordance with the warrant terms. |
| F6 | Reflects the principal amount held by CH Capital Lending, LLC as of December 31, 2024. 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. |
| F7 | The conversion rate is 6.54849 shares of Common Stock per 1.000 principal amount of Convertible Notes due 2025. |
| F8 | 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. |
| F9 | The Series C Preferred Stock is perpetual and therefore has no expiration date. |
| F10 | On January 15, 2025, CH Capital Lending, LLC became the beneficial owner of these two convertible promissory notes after its affiliate, which served as guarantor, purchased these notes from JKP Financial, LLC for a purchase price equal to the outstanding principal plus accumulated and unpaid interest reduced by certain prior payments to JKP Financial, LLC by such affiliate. |
| F11 | On December 12, 2024, effective December 3, 2024, the maturity date of the 2022 convertible term loan was extended from December 4, 2024 to December 4, 2025. Conversion remains subject to compliance with Nasdaq 5635(d). |
Exhibit List: Exhibit 24 - Power of Attorney