Sec Form 4 Filing - BASSO CAPITAL MANAGEMENT, L.P. @ Gordon Pointe Acquisition Corp. - 2020-02-04

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
BASSO CAPITAL MANAGEMENT, L.P.
2. Issuer Name and Ticker or Trading Symbol
Gordon Pointe Acquisition Corp. [ GPAQ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1266 EAST MAIN STREET, 4TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
02/04/2020
(Street)
STAMFORD, CT06902
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/04/2020 S 400,000 D $ 10.62 737,222 I ( 1 ) ( 2 ) See footnotes ( 1 ) ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BASSO CAPITAL MANAGEMENT, L.P.
1266 EAST MAIN STREET
4TH FLOOR
STAMFORD, CT06902
X
Basso Management, LLC
1266 EAST MAIN STREET
FOURTH FLOOR
STAMFORD, CT06902
X
Basso GP, LLC
1266 EAST MAIN STREET
FOURTH FLOOR
STAMFORD, CT06902
X
Basso SPAC Fund LLC
C/O BASSO CAPITAL MANAGEMENT, LP
1266 EAST MAIN STREET, 4TH FLOOR
STAMFORD, CT06902
X
Fischer Howard
C/O BASSO CAPITAL MANAGEMENT LP
1266 EAST MAIN STREET
STAMFORD, CT06902
X
Signatures
Basso Capital Management, L.P, By: /s/ Howard I. Fischer, Chief Executive Officer & Founding Partner 02/05/2020
Signature of Reporting Person Date
Basso Management, LLC, By: /s/ Howard I. Fischer, Member 02/05/2020
Signature of Reporting Person Date
Basso GP, LLC, By: /s/ Howard I. Fischer, Member 02/05/2020
Signature of Reporting Person Date
Basso SPAC Fund, LLC, By: /s/ Howard I. Fischer, Authorized Signatory 02/05/2020
Signature of Reporting Person Date
/s/ Howard I. Fischer 02/05/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares of common stock of the Issuer ("Shares") are directly held by Basso SPAC Fund LLC ("Basso SPAC"). Basso Management, LLC ("Basso Management") is the manager of Basso SPAC. Basso Capital Management, L.P. ("BCM") serves as the investment manager of Basso SPAC. Basso GP, LLC ("Basso GP") is the general partner of BCM. Howard Fischer is the sole portfolio manager for Basso SPAC, the Chief Executive Officer and a founding partner of BCM, and a member of each of Basso Management, and Basso GP. Accordingly, each of Basso Management, BCM, Basso GP and Mr. Fischer may be deemed to indirectly beneficially own the Shares reported herein.
( 2 )Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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