CUSIP No.
01917019
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13G
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Page
2
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1
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NAME OF REPORTING PERSONS
Knighted Pastures LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
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(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
California
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
1,792,941
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
1,792,941
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,792,941
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO (Limited liability company)
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CUSIP No.
01917019
|
13G
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Page 3
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1
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NAME OF REPORTING PERSONS
Roy Choi
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
(a) ☐
(b) ☐
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3
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SEC USE ONLY
|
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
USA
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
1,792,941
|
6
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SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
1,792,941
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,792,941
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
|
☐
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP No.
01917019
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13G
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Page 3
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Item
1(a). Name of Issuer:
Allied
Esports Entertainment, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
17877
Von Karman Ave. Suite 300
Irvine,
CA 92614
Item 2(a). Name of Person Filing:
Knighted
Pastures LLC, a California limited liability company, and Roy Choi, its Manager
Item 2(b). Address of Principal Business Office, or if none,
Residence:
1933
S. Broadway Suite 746, Los Angeles, CA 90007
Item 2(c). Citizenship:
California/USA
Item 2(d). Title of Class of Securities:
Common
Stock, $0.0001 par value
Item 2(e). CUSIP Number:
01917019
Item 3. If This Statement is Filed Pursuant to §§
240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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☐
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Broker or dealer registered under Section 15 of the
Act (15 U.S.C. 78o);
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(b)
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☐
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Bank as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c);
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(c)
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☐
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Insurance company as defined in Section 3(a)(19) of
the Act (15 U.S.C. 78c);
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(d)
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☐
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Investment company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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☐
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An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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(f)
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☐
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An employee benefit plan or endowment fund in accordance
with § 240.13d-1(b)(1)(ii)(F);
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(g)
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☐
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A parent holding company or control person in accordance
with § 240.13d-1(b)(1)(ii)(G);
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(h)
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☐
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A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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☐
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A church plan that is excluded from the definition of
an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);
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(j)
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☐
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A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
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(k)
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☐
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Group, in accordance with ' 240.13d-1(b)(1)(ii)(K).
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If
filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: __________________.
CUSIP No.
01917019
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13G
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Page
4
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Item
4. Ownership.
Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in
Item 1.
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(a)
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Amount
beneficially owned:
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Knighted
Pastures LLC beneficially owns 1,792,941 shares of Common Stock, which consist of 1,250,000 shares of Common Stock, a warrant
to purchase up to 190,000 shares of Common Stock, and a 352,941 shares issuable upon conversion of a Convertible Promissory Note
in the outstanding principal amount of $3,000,000 convertible at $8.50 per share. Roy Choi, as the Manager of Knighted Pastures
LLC, holds voting and dispositive power of these shares.
7.0%
(Based
on the Issuer’s Form S-1 filed with the SEC on May 1, which reported that there were 25,184,871shares of Common Stock outstanding
as of April 30, 2020.)
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(c)
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Number
of shares as to which such person has:
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Knighted
Pastures LLC beneficially owns 1,792,941 shares of Common Stock, which consist of 1,250,000 shares of Common Stock, a warrant
to purchase up to 190,000 shares of Common Stock, and a 352,941 shares of Common Stock issuable upon conversion of a Convertible
Promissory Note in the outstanding principal amount of $3,000,000 convertible at $8.50 per share. Roy Choi, as the Manager of
Knighted Pastures LLC, holds voting and dispositive power of these shares of Common Stock.
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(i)
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Sole
power to vote or to direct the vote: 1,792,941 shares of Common Stock, which consist
of 1,250,000 shares of Common Stock, a warrant to purchase up to 190,000 shares of Common
Stock, and a 352,941 shares of Common Stock issuable upon conversion of a Convertible
Promissory Note in the outstanding principal amount of $3,000,000 convertible at $8.50
per share.
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(ii)
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Shared
power to vote or to direct the vote: 0
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(iii)
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Sole
power to dispose or to direct the disposition of: 1,792,941 shares of Common Stock, which
consist of 1,250,000 shares of Common Stock, a warrant to purchase up to 190,000 shares
of Common Stock, and a 352,941 shares of Common Stock issuable upon conversion of a Convertible
Promissory Note in the outstanding principal amount of $3,000,000 convertible at $8.50
per share.
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(iv)
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Shared
power to dispose or to direct the disposition of: 0
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CUSIP No.
01917019
|
13G
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Page
5
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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 the beneficial
owner of more than 5 percent of the class of securities, check the following: ☐
Item 6. Ownership of More Than Five Percent on Behalf of Another
Person.
N/A
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the
Parent Holding Company or Control Person.
N/A
Item 8. Identification and Classification of Members of the
Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certifications.
(a)
Not applicable
(b)
Not applicable
(c)
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and
were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other
than activities solely in connection with a nomination under §240.14a-11.
CUSIP No.
01917019
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13G
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Page
6
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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:
May 8, 2020
KNIGHTED
PASTURES LLC
By:
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/s/ Allison Hushek *
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Roy Choi, Manager
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/s/ Allison Hushek *
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Roy Choi (individually)
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*
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By Allison Hushek, as attorney-in-fact for Roy Choi and
Knighted Pastures LLC
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