Boston Omaha Corp Reports Unregistered Equity Sales

TL;DR

BOMN sold unregistered equity on Jan 10th, check the details.

AI Summary

Boston Omaha Corporation filed an 8-K on January 16, 2025, reporting unregistered sales of equity securities that occurred on January 10, 2025. The filing also includes financial statements and exhibits. The company, formerly known as REO Plus, Inc., is incorporated in Delaware and headquartered in Omaha, Nebraska.

Why It Matters

This filing indicates potential dilution for existing shareholders due to the issuance of new equity, which could impact the stock price.

Risk Assessment

Risk Level: medium — Unregistered sales of equity can sometimes signal financial distress or a need for capital, potentially impacting share value.

Key Numbers

• 001-38113 — SEC File Number (Identifies the company's filing history with the SEC.)
• 27-0788438 — IRS Employer Identification Number (Company's tax identification number.)

Key Players & Entities

• Boston Omaha Corporation (company) — Registrant
• REO Plus, Inc. (company) — Former company name
• January 16, 2025 (date) — Filing date
• January 10, 2025 (date) — Date of earliest event reported
• 1601 Dodge Street, Suite 3300 Omaha, Nebraska 68102 (address) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — ich Registered Class A common stock , $0.001 par value per share BOC The New York
• $10,096.00 — B common stock at an exercise price of $10,096.00 ($8.00 per share) and 51,516 shares of
• $8.00 — ock at an exercise price of $10,096.00 ($8.00 per share) and 51,516 shares of Class B
• $515,160.00 — B common stock at an exercise price of $515,160.00 ($10.00 per share). MCF paid cash in ex
• $10.00 — ck at an exercise price of $515,160.00 ($10.00 per share). MCF paid cash in exercising

Filing Documents

• bomn20250116_8k.htm (8-K) — 27KB
• 0001437749-25-001276.txt ( ) — 159KB
• boc-20250110.xsd (EX-101.SCH) — 3KB
• boc-20250110_def.xml (EX-101.DEF) — 12KB
• boc-20250110_lab.xml (EX-101.LAB) — 15KB
• boc-20250110_pre.xml (EX-101.PRE) — 12KB
• bomn20250116_8k_htm.xml (XML) — 3KB

02

ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES. On January 10, 2025, Magnolia Capital Fund, LP ("MCF") exercised in full Class B warrants issued in 2015 and which expire in June 2025 to purchase shares of Class B common stock of Boston Omaha Corporation ("BOC"). Under the terms of the warrants, MCF purchased 1,262 shares of Class B common stock at an exercise price of $10,096.00 ($8.00 per share) and 51,516 shares of Class B common stock at an exercise price of $515,160.00 ($10.00 per share). MCF paid cash in exercising these warrants. The warrants were originally issued by BOC under an exemption under Section 4(2) of the Securities Act of 1933, as amended. After this transaction, there are no other warrants issued by BOC to purchase Class B common stock. BOC's Class B common stock converts to Class A common stock at a 1:1 conversion rate and the Class B shares have 10 votes for each share of Class B common stock. Adam K. Peterson, the Chairman, President and Chief Executive Officer of BOC, is the managing member of The Magnolia Group ("TMG") and the powers of disposition and voting of the shares held for MCF are held pursuant to a limited partnership agreement entered into between MCF and TMG.

FINANCIAL STATEMENTS AND EXHIBITS

FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits. The Exhibit Index set forth below is incorporated herein by reference. EXHIBIT INDEX Exhibit Number Exhibit Title 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BOSTON OMAHA CORPORATION (Registrant) By: /s/ Joshua P. Weisenburger Joshua P. Weisenburger, Chief Financial Officer Date: January 16, 2025 2

View Full Filing

View this 8-K filing on SEC EDGAR