Amended Statement of Beneficial Ownership (sc 13d/a)
September 08 2020 - 4:44PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED
IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment No. 6)1
GameStop Corp.
(Name
of Issuer)
Class A Common Stock,
$0.001 par value per share
(Title of Class of Securities)
36467W109
(CUSIP Number)
JOHN
C. BRODERICK
Permit
Capital, LLC
100 Front Street, Suite 900
West Conshohocken, Pennsylvania 19428
(610) 941-5025
(Name, Address and Telephone Number of Person
Authorized to Receive Notices
and Communications)
September 3, 2020
(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 for other parties to whom copies are to be sent.
1
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).
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1
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NAME OF REPORTING PERSON
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PERMIT CAPITAL ENTERPRISE FUND, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☐
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(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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DELAWARE
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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- 0 -
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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2,554,031
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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- 0 -
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10
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SHARED DISPOSITIVE POWER
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2,554,031
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,554,031
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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3.94%
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14
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TYPE OF REPORTING PERSON
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PN
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1
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NAME OF REPORTING PERSON
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PERMIT CAPITAL, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☐
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(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
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AF, OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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DELAWARE
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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- 0 -
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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2,554,031
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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- 0 -
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10
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SHARED DISPOSITIVE POWER
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2,554,031
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,554,031
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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3.94%
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14
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TYPE OF REPORTING PERSON
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IA
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1
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NAME OF REPORTING PERSON
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PERMIT CAPITAL GP, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☐
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(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
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AF, OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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DELAWARE
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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- 0 -
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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2,554,031
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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- 0 -
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10
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SHARED DISPOSITIVE POWER
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2,554,031
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,554,031
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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3.94%
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14
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TYPE OF REPORTING PERSON
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PN
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1
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NAME OF REPORTING PERSON
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JOHN C. BRODERICK
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☐
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(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
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AF, OO, PF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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USA
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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546,925
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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2,554,031
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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546,925
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10
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SHARED DISPOSITIVE POWER
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2,554,031
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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3,100,956
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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4.79%
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14
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TYPE OF REPORTING PERSON
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IN
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The following constitutes
Amendment No. 6 to the Schedule 13D filed by the undersigned (“Amendment No. 6”). This Amendment No. 6 amends the Schedule
13D as specifically set forth herein.
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Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 3 is hereby
amended and restated to read as follows:
The Shares beneficially
owned by Permit Enterprise were purchased with working capital (which may, at any given time, include margin loans made by brokerage
firms in the ordinary course of business) in open market purchases, except as otherwise noted in Schedule A, which is incorporated
herein by reference. The Shares beneficially owned by Mr. Broderick were purchased with personal funds.
The aggregate purchase
price of the 2,554,031 Shares beneficially owned by Permit Enterprise is approximately $17,250,973, including brokerage commissions.
The aggregate purchase price of the 546,925 Shares beneficially owned by Mr. Broderick is approximately $3,751,752, including brokerage
commissions.
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Item 5.
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Interest in Securities of the Issuer.
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Items 5(a)-(c) and
(e) are hereby amended and restated to read as follows:
The aggregate percentage
of Shares reported owned by each person named herein is based upon 64,758,910 shares outstanding as of June 2, 2020 as reported
in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on June 9, 2020.
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(a)
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As of the close of business on September 8, 2020, Permit Enterprise beneficially owned 2,554,031
Shares.
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Percentage: Approximately 3.94%
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(b)
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1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 2,554,031
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 2,554,031
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(c)
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The transactions in the Shares by Permit Enterprise during the past sixty days are set forth in
Schedule A and are incorporated herein by reference.
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(a)
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Permit LLC, as the investment adviser of Permit Enterprise, may be deemed the beneficial owner
of the 2,554,031 Shares owned by Permit Enterprise.
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Percentage: Approximately 3.94%
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(b)
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1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 2,554,031
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 2,554,031
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(c)
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Permit LLC has not entered into any transactions in the Shares during the past sixty days. The
transactions in the Shares by Permit Enterprise during the past sixty days are set forth in Schedule A and are incorporated herein
by reference.
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(a)
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Permit GP, as the general partner of Permit Enterprise, may be deemed the beneficial owner of the
2,554,031 Shares owned by Permit Enterprise.
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Percentage: Approximately 3.94%
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(b)
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1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 2,554,031
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 2,554,031
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(c)
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Permit GP has not entered into any transactions in the Shares during the past sixty days. The transactions
in the Shares by Permit Enterprise during the past sixty days are set forth in Schedule A and are incorporated herein by reference.
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(a)
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As of the close of business on September 8, 2020, Mr. Broderick beneficially owned 546,925 Shares,
including 3,825 Shares held by his wife, of which Mr. Broderick maintains voting and dispositive power. As a partner of Permit
GP, Mr. Broderick may also be deemed the beneficial owner of the 2,554,031 Shares beneficially owned by Permit Enterprise.
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Percentage: Approximately 4.79%
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(b)
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1. Sole power to vote or direct vote: 546,925
2. Shared power to vote or direct vote: 2,554,031
3. Sole power to dispose or direct the disposition: 546,925
4. Shared power to dispose or direct the disposition: 2,554,031
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(c)
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Mr. Broderick has not entered into any transactions in the Shares during the past sixty days. The
transactions in the Shares by Permit Enterprise during the past sixty days are set forth in Schedule A and are incorporated herein
by reference.
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The filing of this
Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities
Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each
of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not
directly own.
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(e)
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As of September 3, 2020, the Reporting Persons ceased to beneficially own more than 5% of the outstanding
Shares of the Issuer.
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SIGNATURES
After reasonable
inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement
is true, complete and correct.
Dated: September 8, 2020
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Permit Capital Enterprise Fund, L.P.
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By:
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/s/ John Broderick
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Name:
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John Broderick
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Title:
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Partner
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Permit Capital, LLC
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By:
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/s/ John Broderick
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Name:
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John Broderick
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Title:
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Partner
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Permit Capital GP, L.P.
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By:
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/s/ John Broderick
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Name:
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John Broderick
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Title:
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Partner
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/s/ John Broderick
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John Broderick
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SCHEDULE A
Transactions in the Shares During the Past
Sixty Days
Nature of Transaction
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Amount of Securities
Purchased/(Sold)
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Price per Share ($)
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Date of
Purchase/Sale
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PERMIT
CAPITAL ENTERPRISE FUND, L.P.
Sale of Common Stock
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(10,000)
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7.7000
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09/02/2020
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Sale of Common Stock
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(93,000)
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7.9670
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09/03/2020
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Sale of Common Stock
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(10,000)
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7.8610
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09/04/2020
|
Sale of Common Stock
|
(77,000)
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8.0477
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09/08/2020
|
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