Home > Insider Trading > Latest 13D and 13G Filings > 13G Filing (0001213900-17-000615)

Filing Details

Accession Number:: 0001213900-17-000615
Form Type:: 13G Filing
Publication Date:: 2017-01-24 10:13:26

Filed By:: Selling Source Llc
Company:: Propel Media Inc.
Filing Date:: 2017-01-24
SEC Url:: 13G Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Sole Voting Power	Sole Dispositive Power	Aggregate Amount Owned Power	Percent of Class
Selling Source	22,145,294	22,145,294	22,145,294	8.9%
London Bay TSS Acquisition Company	22,145,294	22,145,294	22,145,294	8.9%
London Bay TSS Holding Company	22,145,294	22,145,294	22,145,294	8.9%
London Bay Capital	22,145,294	22,145,294	22,145,294	8.9%

Filing

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

(Amendment No. 1)

PROPEL MEDIA, INC.

(Name of Issuer)

Common Stock, $0.0001 par value

(Title of Class of Securities)

74346J106

(CUSIP Number)

December 31, 2016

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

	☐	Rule 13d-1(b)
	☐	Rule 13d-1(c)
	☒	Rule 13d-1(d)

* 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 in 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).

1.	Names of Reporting Persons I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Selling Source, LLC
2.	Check the Appropriate Box if a Member of a Group	(a) ☐
	(SEE INSTRUCTIONS)	(b) ☒

3.	SEC USE ONLY
4.	Citizenship or Place of Organization Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person with

Sole Voting Power

22,145,294 Shares

Shared Voting Power

Sole Dispositive Power

22,145,294 Shares

Shared Dispositive Power

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 22,145,294 Shares
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (SEE INSTRUCTIONS) ☐
11.	Percent of Class Represented by Amount in Row (9) 8.9%
12.	Type of Reporting Person (SEE INSTRUCTIONS) OO

1.	Names of Reporting Persons I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) London Bay – TSS Acquisition Company, LLC
2.	Check the Appropriate Box if a Member of a Group	(a) ☐
	(SEE INSTRUCTIONS)	(b) ☒

3.	SEC USE ONLY
4.	Citizenship or Place of Organization Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person with

Sole Voting Power

22,145,294 Shares

Shared Voting Power

Sole Dispositive Power

22,145,294 Shares

Shared Dispositive Power

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 22,145,294 Shares
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (SEE INSTRUCTIONS) ☐
11.	Percent of Class Represented by Amount in Row (9) 8.9%
12.	Type of Reporting Person (SEE INSTRUCTIONS) OO

1.	Names of Reporting Persons I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) London Bay – TSS Holding Company, LLC
2.	Check the Appropriate Box if a Member of a Group	(a) ☐
	(SEE INSTRUCTIONS)	(b) ☒

3.	SEC USE ONLY
4.	Citizenship or Place of Organization Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person with

Sole Voting Power

22,145,294 Shares

Shared Voting Power

Sole Dispositive Power

22,145,294 Shares

Shared Dispositive Power

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 22,145,294 Shares
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (SEE INSTRUCTIONS) ☐
11.	Percent of Class Represented by Amount in Row (9) 8.9%
12.	Type of Reporting Person (SEE INSTRUCTIONS) OO

1.	Names of Reporting Persons I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) London Bay Capital, LLC
2.	Check the Appropriate Box if a Member of a Group	(a) ☐
	(SEE INSTRUCTIONS)	(b) ☒

3.	SEC USE ONLY
4.	Citizenship or Place of Organization Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person with

Sole Voting Power

22,145,294 Shares

Shared Voting Power

Sole Dispositive Power

22,145,294 Shares

Shared Dispositive Power

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 22,145,294 Shares
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (SEE INSTRUCTIONS) ☐
11.	Percent of Class Represented by Amount in Row (9) 8.9%
12.	Type of Reporting Person (SEE INSTRUCTIONS) OO

Item 1(a).	Name of Issuer: Propel Media, Inc. (“Issuer”)

Item 1(b).	Address of Issuer’s Principal Executive Offices: 2010 Main Street, Suite 900, Irvine, California 92614

Item 2(a).	Name of Person Filing: London Bay Capital, LLC (“LBC”), London Bay – TSS Holding Company, LLC (“LBHC”), London Bay – TSS Acquisition Company, LLC (“LB-TSS”) and Selling Source, LLC (“Selling Source”). LBC, LBHC, LB-TSS and Selling Source are sometimes hereinafter referred to as the “Reporting Persons.” LB-TSS is the controlling member of Selling Source, LBHC is the controlling member of LB-TSS and LBC is the controlling member of LBHC.

Item 2(b).	Address of Principal Business Office or, if None, Residence: The principal business address of the Reporting Persons is c/o London Bay Capital, LLC, 3265 Sacramento St., San Francisco, CA 94115.

Item 2(c).	Citizenship: Each of the Reporting Persons is a Delaware limited liability company.

Item 2(d).	Title of Class of Securities:

	Common Stock, $.0001 par value (“Common Stock”)

Item 2(e).	CUSIP Number: 74346J106

Item 3.

If This Statement is Filed Pursuant to Rules 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

(a)	☐	Broker or dealer registered under Section 15 of the Exchange Act;

(b)	☐	Bank as defined in Section 3(a)(6) of the Exchange Act;

(c)	☐	Insurance company as defined in Section 3(a)(19) of the Exchange Act;

(d)	☐	Investment company registered under Section 8 of the Investment Company Act;

(e)	☐	An investment adviser in accordance with Rule 13d-1(b)(ii)(E);

(f)	☐	An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)	☐	A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G)

(h)	☐	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)	☐	A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

(j)	☐	Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution:

Item 4.

Ownership.

(a)

Amount beneficially owned:

The Reporting Persons beneficially own 22,145,294 shares of Common Stock.

(b)

Percent of Class:

8.9%, based upon 250,010,162 shares of Common Stock outstanding on November 14, 2016 as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed on November 14, 2016.

(c)

Number of shares as to which such person has:

	(i)	Sole power to vote or to direct the vote:

		22,145,294 shares of common stock

	(ii)	Shared power to vote or to direct the vote:

		0 shares of common stock

	(iii)	Sole power to dispose or to direct the disposition of:

		22,145,294 shares of common stock

	(iv)	Shared power to dispose or to direct the disposition of:

		0 shares of common stock

Item 5.	Ownership of Five Percent or Less of a Class

	If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ☐

Item 6.	Ownership of More than Five Percent on Behalf of Another Person.

	None.

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

	None.

Item 8.	Identification and Classification of Members of the Group.

	None.

Item 9.	Notice of Dissolution of Group.

	None.

Item 10.	Certifications.

	None.

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.

Dated: January 24, 2017

	/s/ Sam Humphreys
	Sam Humphreys, as Attorney-in-Fact for:

	LONDON BAY CAPITAL, LLC*
	LONDON BAY-TSS HOLDING COMPANY, LLC*
	LONDON BAY-TSS ACQUISITION COMPANY, LLC*
	SELLING SOURCE, LLC*

	* A Power of Attorney authorizing Sam Humphreys to act on behalf of this entity is filed as Exhibit 99.2 to the initial Schedule 13G filed on February 16, 2016.