Filing Details
- Accession Number:
- 0001193125-18-323882
- Form Type:
- 13G Filing
- Publication Date:
- 2018-11-09 17:03:05
- Filed By:
- Jain Family Trust
- Company:
- Cafepress Inc. (NASDAQ:PRSS)
- Filing Date:
- 2018-11-09
- SEC Url:
- 13G Filing
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 | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Jain Family Trust | 0 | 0 | 0 | 0 | 0 | 0% |
| Maheesh Jain | 0 | 0 | 0 | 0 | 0 | 0% |
| Hayuta Jain | 0 | 0 | 0 | 0 | 0 | 0% |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)
CafePress Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
12769A 103
(CUSIP Number)
November 9, 2018
(Date of Event Which Requires Filing of 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 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 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).
CUSIP No. 12769A 103
| 1 | Names of reporting persons
Jain Family Trust | |||||
| 2 | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
| 3 | SEC use only
| |||||
| 4 | Citizenship or place of organization
California | |||||
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power
0 | ||||
| 6 | Shared voting power
0 | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
0 | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
0 (1) | |||||
| 10 | Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ☐
| |||||
| 11 | Percent of class represented by amount in Row (9)
0% | |||||
| 12 | Type of reporting person (see instructions)
IN | |||||
| (1) | On November 9, 2018, in connection with the consummation of the merger of Snapfish Merger Sub, Inc. with and into CafePress Inc. pursuant to that certain Agreement and Plan of Merger, dated as of September 28, 2018, by and among Snapfish, LLC, Snapfish Merger Sub, Inc. and CafePress Inc., each share beneficially owned by the Reporting Person immediately prior to the effective time of the merger was cancelled and converted into the right to receive $1.48 per share in cash. |
CUSIP No. 12769A 103
| 1 | Names of reporting persons
Maheesh Jain | |||||
| 2 | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
| 3 | SEC use only
| |||||
| 4 | Citizenship or place of organization
United States | |||||
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power
0 | ||||
| 6 | Shared voting power
0 | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
0 | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
0 (1) | |||||
| 10 | Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ☐
| |||||
| 11 | Percent of class represented by amount in Row (9)
0% | |||||
| 12 | Type of reporting person (see instructions)
IN | |||||
| (1) | On November 9, 2018, in connection with the consummation of the merger of Snapfish Merger Sub, Inc. with and into CafePress Inc. pursuant to that certain Agreement and Plan of Merger, dated as of September 28, 2018, by and among Snapfish, LLC, Snapfish Merger Sub, Inc. and CafePress Inc., each share beneficially owned by the Reporting Person immediately prior to the effective time of the merger was cancelled and converted into the right to receive $1.48 per share in cash. |
CUSIP No. 12769A 103
| 1 | Names of reporting persons
Hayuta Jain | |||||
| 2 | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
| 3 | SEC use only
| |||||
| 4 | Citizenship or place of organization
United States | |||||
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power
0 | ||||
| 6 | Shared voting power
0 | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
0 | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
0 (1) | |||||
| 10 | Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ☐
| |||||
| 11 | Percent of class represented by amount in Row (9)
0% | |||||
| 12 | Type of reporting person (see instructions)
IN | |||||
| (1) | On November 9, 2018, in connection with the consummation of the merger of Snapfish Merger Sub, Inc. with and into CafePress Inc. pursuant to that certain Agreement and Plan of Merger, dated as of September 28, 2018, by and among Snapfish, LLC, Snapfish Merger Sub, Inc. and CafePress Inc., each share beneficially owned by the Reporting Person immediately prior to the effective time of the merger was cancelled and converted into the right to receive $1.48 per share in cash. |
| Item 1. |
| (a) | Name of Issuer: |
CafePress Inc.
| (b) | Address of Issuers Principal Executive Offices: |
11909 Shelbyville Road
Louisville, KY 40243
| Item 2. |
| (a) | Name of Persons Filing: |
Jain Family Trust
Maheesh Jain
Hayuta Jain
| (b) | Address of Principal Business Office or, if none, Residence: |
c/o CafePress Inc.
11909 Shelbyville Road
Louisville, KY 40243
| (c) | Citizenship: |
Maheesh Jain and Hayuta Jain United States.
Jain Family Trust is a trust formed under the laws of the State of California.
| (d) | Title of Class of Securities: |
This Schedule 13G report relates to the Common Stock, par value $0.0001 per share (the Common Stock), of CafePress Inc.
| (e) | CUSIP Number: 12769A 103 |
| Item 3. | If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
| Item 4. | Ownership |
Unless otherwise noted, the following information is as of December 13, 2016:
| (a) | Amount beneficially owned: |
| Jain Family Trust | 0 | |||
| Maheesh Jain | 0 | |||
| Hayuta Jain | 0 |
| (b) | Percent of Class : |
| Jain Family Trust | 0 | % | ||
| Maheesh Jain | 0 | % | ||
| Hayuta Jain | 0 | % |
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote: |
| Jain Family Trust | 0 | |||
| Maheesh Jain | 0 | |||
| Hayuta Jain | 0 |
| (ii) | Shared power to vote or to direct the vote: |
| Jain Family Trust | 0 | |||
| Maheesh Jain | 0 | |||
| Hayuta Jain | 0 |
| (iii) | Sole power to dispose or to direct the disposition of: |
| Jain Family Trust | 0 | |||
| Maheesh Jain | 0 | |||
| Hayuta Jain | 0 |
| (iv) | Shared power to dispose or to direct the disposition of: |
| Jain Family Trust | 0 | |||
| Maheesh Jain | 0 | |||
| Hayuta Jain | 0 |
| 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 |
Not applicable.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group |
Not applicable.
| Item 9. | Notice of Dissolution of Group |
Not applicable.
| Item 10. | Certification |
Not applicable.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: November 9, 2018
| /s/ Maheesh Jain |
| Maheesh Jain |
Dated: November 9, 2018
| /s/ Hayuta Jain |
| Hayuta Jain |
Dated: November 9, 2018
| JAIN FAMILY TRUST |
| /s/ Maheesh Jain, Co-Trustee |
| Maheesh Jain, Co-Trustee |
Dated: November 9, 2018
| /s/ Hayuta Jain, Co-Trustee |
| Hayuta Jain, Co-Trustee |
Exhibit A
Joint Filing Agreement
This Joint Filing Agreement is dated as of November 9, 2018, by and among Maheesh Jain, Hayuta Jain and the Jain Family Trust.
WHEREAS, pursuant to Rule 240.13d-1(k) promulgated under Section 13(d) of the Securities Exchange Act of 1934, as amended (the Exchange Act), the parties hereto have decided to satisfy their filing obligations under the Exchange Act by a single joint filing;
NOW THEREFORE, the parties hereto agree as follows:
| 1. | The Schedule 13G with respect to CafePress Inc. to which this agreement is attached as Exhibit A (the Schedule 13G) is filed on behalf of each of the parties hereto. |
| 2. | Each of the parties hereto is eligible to use the Schedule 13G. |
| 3. | Each of the parties hereto is responsible for the timely filing of the Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person or entity contained in the Schedule 13G; provided that each person or entity is not responsible for the completeness or accuracy of the information concerning any other person making such filing contained in the Schedule 13G, unless such person or entity knows or has reason to believe that such information is inaccurate. |
IN WITNESS WHEREOF, the parties hereto have executed this Joint Filing Agreement as of the date first above written.
| /s/ Maheesh Jain |
| Maheesh Jain |
| /s/ Hayuta Jain |
| Hayuta Jain |
| JAIN FAMILY TRUST | ||
| By: | /s/ Maheesh Jain | |
| Maheesh Jain, Co-Trustee | ||
| By: | /s/ Hayuta Jain | |
| Hayuta Jain, Co-Trustee | ||