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
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)
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)
Clarification of Response
Item 3. Related Persons
Name
BRYANT RILEY
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
MARK KLEIN
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
HUGH HILTON
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
MATTHEW HART
Address
subscription required
Relationship(s)
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
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
