Activist Group Discloses Significant Stake in Arena Group

TL;DR

**Heckman, Pierce, and Strome just formed an activist group for Arena Group, expect moves!**

AI Summary

James C. Heckman, Brock Pierce, and Mark E. Strome, along with their associated entities Roundtable LLC, Series 1111, and Warlock Partners, LLC, have filed an SC 13D for Arena Group Holdings, Inc. This filing, dated January 17, 2024, indicates that these individuals and groups are acting as a 'group' and have acquired a significant stake in Arena Group. This matters to investors because it signals a potential activist investor situation or a coordinated effort to influence the company's direction, which could lead to strategic changes, a proxy fight, or other events impacting stock value.

Why It Matters

This filing signals that a group of investors, including James C. Heckman, Brock Pierce, and Mark E. Strome, are now a significant force in Arena Group, potentially pushing for changes that could affect the company's strategy and stock price.

Risk Assessment

Risk Level: medium — The formation of an activist group can lead to both positive and negative outcomes for shareholders, introducing uncertainty regarding the company's future direction.

Analyst Insight

Investors should monitor Arena Group's news closely for any announcements regarding the intentions or actions of James C. Heckman, Brock Pierce, Mark E. Strome, and their associated entities, as their involvement could signal significant changes or strategic shifts within the company.

Key Players & Entities

• James C. Heckman (person) — reporting person and group member
• Brock Pierce (person) — reporting person and group member
• Mark E. Strome (person) — reporting person and group member
• Arena Group Holdings, Inc. (company) — the issuer of the securities
• Roundtable LLC, Series 1111 (company) — group member
• Warlock Partners, LLC (company) — group member

Forward-Looking Statements

• The group of investors may seek to influence Arena Group's management or strategic direction. (Arena Group Holdings, Inc.) — medium confidence, target: Within 6-12 months
• There could be increased volatility in Arena Group's stock price as the market reacts to potential activist involvement. (Arena Group Holdings, Inc. stock) — medium confidence, target: Within 3 months

FAQ

Key Financial Figures

• $0.01 — me of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 0400
• $120 million — Bidders propose to invest approximately $120 million in Arena, an amount sufficient to retir
• $110 million — ena, an amount sufficient to retire the $110 million senior secured note obligation owed to
• $10 million — the Simplify Note ), plus approximately $10 million in additional capital for ongoing opera
• $80 million — egate principal amount of approximately $80 million with several more favorable terms as th
• $14.999 million — capitalization table, for approximately $14.999 million and (ii) loan Arena an aggregate princi
• $85 million — Arena an aggregate principal amount of $85 million pursuant to a new four-year 10% senior

Filing Documents

• d713936dsc13d.htm (SC 13D) — 117KB
• d713936dex991.htm (EX-99.1) — 6KB
• 0001193125-24-014767.txt ( ) — 124KB

From the Filing

SC 13D 1 d713936dsc13d.htm SC 13D SC 13D UNITED STATES SECURITIES & EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. _)* THE ARENA GROUP HOLDINGS, INC. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 040044109 (CUSIP Number) Roundtable Media, Inc. Attn: James C. Heckman 4300 University Way NE, Suite C Seattle, WA 98105 (267) 329-9366 Warlock Partners, LLC Attn: Brock Pierce 151 San Francisco Street, Suite 200 San Juan, Puerto Rico 00901 (787) 722-1238 Strome Group, LLC Attn: Mark E. Strome 13535 Ventura Blvd., Ste C-525 Sherman Oaks, CA 91423 (310) 850-9700 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 17, 2024 (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 which 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 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 persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the 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 purpose of Section 18 of the Securities Exchange Act of 1934 ( Exchange 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). CUSIP No.: 040044109 1. NAME OF REPORTING PERSON James C. Heckman 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (SEE INSTRUCTIONS) PF 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION United NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER 288,396 (1) 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 288,396 (1) 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 288,396 (1) 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.2% (2) 14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN (1) The reported shares consist of (a) 186,123 shares of the Issuers common stock, par value $0.01 (the Common Stock ), and (b) 102,273 shares of Common Stock that are issuable upon the exercise of the options granted under the 2016 Equity Incentive Plan. The reported securities exclude 659,509 shares of Common Stock that are issuable upon the exercise of the unvested options granted under the 2019 Equity Incentive Plan (the 2019 Plan Options ). The 2019 Plan Options are subject to performance-based vesting that is tied to a target stock price and a target daily liquidity of the Common Stock, which have not been achieved. (2) Based on 23,834,891 shares of Common Stock outstanding as of November 10, 2023, as reported in the Issuers quarterly report on Form 10-Q filed with the SEC on November 14, 2023. - 2 - CUSIP No.: 040044109 1. NAME OF REPORTING PERSON Warlock Partners, LLC 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (SEE INSTRUCTIONS) WC 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION Puerto Rico NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER 0 8. SHARED VOTING POWER 1,488,617 (1) 9. SOLE DISPOSITIVE POWER 0 10. SHARED DISPOSITIVE POWER 1,488,617 (1) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,488,617 (1) 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.3% (2) 14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO (1) The reported shares exclude 303,600 shares of Common Stock that, subject to the Blocker (as defined below), are issuable upon conversion of 2,200 shares of Series H Preferred Stock (the Preferred Stock ). Pursuant to the terms of the Preferred Stock, a holder cannot convert or vote any portion of the Preferred Stock that would result in the holder beneficially owning (together with its affiliates or any group members) more than 4.99% of the then-issued and outstand

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View this SC 13D filing on SEC EDGAR