Form D

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
GREAT AMERICAN GROUP, INC.
Jurisdiction of Incorporation/Organization
DE
Year of Incorporation/Organization
Over Five Years Ago

Previous Name(s)

Entity Type
CORPORATION

Item 2 Issuer Principal Place of Business and Contact Information

21860 BURBANK BOULEVARD, SUITE 300 SOUTH
WOODLAND HILLS, CA 91367
Phone Number: subscription required

Item 3. Related Persons

Name
ANDREW GUMAER
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
PHILLIP AHN
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
HARVEY YELLEN
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
SCOTT CARPENTER
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
BRYANT RILEY
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
MARK KLEIN
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
HUGH HILTON
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
MATTHEW HART
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 4. Industry Group

BUSINESS SERVICES

Item 5. Issuer Size

Revenue Range (for issuer not specifying "hedge" or "other investment" fund in Item 4 above)
DECLINE TO DISCLOSE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

New Notice
Date of First Sale in this Offering:
05/19/2014

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
No

Item 9. Type(s) of Securities Offered

  • Equity

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes
Clarification of Response
THE ISSUER ENTERED INTO AN ACQUISITION AGREEMENT TO ACQUIRE, BY MERGER OR OTHER ACQUISITION, A GROUP OF THIRD-PARTY ENTITIES. THE CLOSING OF SUCH ACQUISITION IS CONDITIONED UPON, AMONG OTHER THINGS, THE ISSUANCE OF SECURITIES PURSUANT TO THIS OFFERING.

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
0

Item 13. Offering and Sales Amounts

Total Offering Amount
51446500
Total Amount Sold
51446500
Total Remaining to be Sold
0
Clarification of Response

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
53

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0
Finders' Fees
0.0
Clarification of Response

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
30000000.0 Is an estimate
Clarification of Response
$30,000,000, PLUS ACCRUED INTEREST, OF THE PROCEEDS WILL BE USED TO REPAY INDEBTEDNESS OWED TO MESSRS. GUMAER AND YELLEN, WHO ARE DIRECTORS AND EXECUTIVE OFFICERS OF THE ISSUER. THE REMAINING PROCEEDS WILL BE USED FOR GENERAL WORKING CAPITAL PURPOSES.

Signature and Submission

Issuer Name
GREAT AMERICAN GROUP, INC.
Issuer Signature
PHILLIP J. AHN
Signer Name
PHILLIP J. AHN
Signer Title
CHIEF FINANCIAL OFFICER, CHIEF OPERATING OFFICER
Signature Date
05/30/2014

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