Amended Statement of Beneficial Ownership (sc 13d/a)
22 Septiembre 2021 - 8:31AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934 (Amendment No. 1)*
LAZYDAYS
HOLDINGS, INC.
(Name
of Issuer)
Common
Stock, $0.0001 par value
(Title
of Class of Securities)
52110H
100
(CUSIP
Number)
Wayzata
Investment Partners LLC
One
Carlson Parkway North
Suite
220
Plymouth,
Minnesota 55447
(952)
345-0717
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications)
September
16, 2021
(Date
of Event which Requires Filing of this Statement)
If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☐.
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7(b)
for other parties to whom copies are to be sent.
*The
remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover
page.
The
information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18
of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the Notes).
SCHEDULE
13D
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Wayzata
Investment Partners LLC
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b)
☐
|
3
|
SEC
USE ONLY
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
8
|
SHARED
VOTING POWER
108,626
|
9
|
SOLE
DISPOSITIVE POWER
0
|
10
|
SHARED
DISPOSITIVE POWER
0
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
108,626
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.94%*
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Patrick
J. Halloran
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b)
☐
|
3
|
SEC
USE ONLY
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
8
|
SHARED
VOTING POWER
290,817
|
9
|
SOLE
DISPOSITIVE POWER
0
|
10
|
SHARED
DISPOSITIVE POWER
290,817
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
290,817
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.51
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Wayzata Opportunities Fund II, LP
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b)
☐
|
3
|
SEC
USE ONLY
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
8
|
SHARED
VOTING POWER
93,679
|
9
|
SOLE
DISPOSITIVE POWER
☐
|
10
|
SHARED
DISPOSITIVE POWER
93,679
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
93,679
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.81%*
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
PN
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Wayzata
Opportunities Fund Offshore II, LP
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b)
☐
|
3
|
SEC
USE ONLY
|
4
|
SOURCE
OF FUNDS (See Instructions)
OO
|
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
7
|
SOLE
VOTING POWER
0
|
8
|
SHARED
VOTING POWER
14,947
|
9
|
SOLE
DISPOSITIVE POWER
0
|
10
|
SHARED
DISPOSITIVE POWER
14,947
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,947
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.13%*
|
14
|
TYPE
OF REPORTING PERSON (See Instructions)
PN
|
This
Amendment No. 1 to Schedule 13D (“Amendment”) amends and supplements the information set forth in the Schedule 13D
filed by Wayzata Investment Partners LLC (“Investment Manager”), Wayzata Opportunities Fund II, L.P. (“Opportunities
Fund II”), Wayzata Opportunities Fund Offshore II, L.P. (“Opportunities Offshore”) and Patrick J. Halloran, an individual
(“Mr. Halloran”) (together, the “Reporting Persons”) with the SEC on March 22, 2018 (the “Schedule 13D”)
relating to the Common Stock, par value $0.00001 per share (“Shares”) of Lazydays Holdings, Inc. (the “Issuer”),
having a principal executive office at 6130 Lazy Days Blvd., Seffner, Florida 33584. All capitalized terms contained herein but not otherwise
defined shall have the meanings ascribed to such terms in the Schedule 13D. Except as specifically provided herein, this Amendment No.
1 does not modify any of the information previously reported in the Schedule 13D.
This
Amendment is being filed solely to report that the Reporting Person is no longer subject to reporting on the Schedule 13D with respect
to the Issuer. On September 16, 2021 Shares reported in the Schedule 13D have been distributed to the partners of Opportunities Offshore
and Opportunities Fund II, and as a result the Reporting Persons have ceased to beneficially own more than five percent of the Shares.
Item
4.
|
Purpose
of the Transaction.
|
On
September 16, 2021 Opportunities Fund II and Opportunities Offshore collectively distributed 2,251,279 shares to their respective limited
partners and general,
Item
5.
|
Interest
in Securities of the Issuer.
|
(c)
Except as set forth below, no other transaction in the Common Stock were effected during the 60 days prior to the date hereof by the
Reporting Person.
(e)
As of September 16, 2021, the Reporting Persons ceased to be the beneficial owner of more than five percent of the Shares.
Item
7.
|
Material
to Be Filed as Exhibits.
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete
and correct.
September
22, 2021
|
WAYZATA
INVESTMENT PARTNERS LLC
|
|
|
|
By:
|
/s/
Patrick J. Halloran
|
|
Name:
|
Patrick
J. Halloran
|
|
Title:
|
Manager
|
|
WAYZATA
OPPORTUNITIES FUND II, L.P.
|
|
|
|
|
By:
|
WOF
II GP, L.P., its General Partner
|
|
By:
|
WOF
II GP, LLC, its General Partner
|
|
|
|
|
By:
|
/s/
Patrick J. Halloran
|
|
Name:
|
Patrick
J. Halloran
|
|
Title:
|
Authorized
Signatory
|
|
WAYZATA
OPPORTUNITIES FUND OFFSHORE II, L.P.
|
|
|
|
|
By:
|
Wayzata
Offshore GP II, LLC, its General Partner
|
|
|
|
|
By:
|
/s/
Patrick J. Halloran
|
|
Name:
|
Patrick
J. Halloran
|
|
Title:
|
Authorized
Signatory
|
|
PATRICK
J. HALLORAN
|
|
|
|
By:
|
/s/
Patrick J. Halloran
|
|
Name:
|
Patrick
J. Halloran
|
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