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Palantir Investments, LLC D/Aon6/28/13

On: Friday, 6/28/13, at 2:13pm ET Effective: 6/28/13 Accession #: 1554804-13-1 File #: 21-181853

Previous ‘D’:D’ on 7/26/12 Latest ‘D’: This Filing

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  As Of                Filer                Filing    ForOnAs Docs:Size

 6/28/13  Palantir Investments, LLC         D/A         6/28/13    1:7K

Amendment to Notice of an Offering of Securities Made Without Registration Form D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: D/A         Amendment to Notice of an Offering of Securities    HTML      8K 
                          Made Without Registration --                           
                          primary_doc.xml/7.6                                    





This ‘D/A’ Document is an XML Data File that may be rendered in various formats:

Form DPlain TextEDGAR SystemSEC WebsiteXML Data<?xml?> File


EDGAR System rendering: Amendment to Notice of an Exempt Offering of Securities

FORM D
Notice of Exempt Offering of Securities

UNITED STATES SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C.

OMB APPROVAL
OMB Number: 3235-0076
Estimated Average burden hours per response: 4.0
1. Issuer's Identity
CIK (Filer ID Number)Previous Name(s)box checkedNoneEntity Type
0001554804
radio uncheckedCorporation
radio unchecked Limited Partnership
radio checkedLimited Liability Company
radio uncheckedGeneral Partnership
radio uncheckedBusiness Trust
radio uncheckedOther
Name of Issuer
Palantir Investments, LLC
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
radio uncheckedOver Five Years Ago
radio checkedWithin Last Five Years (Specify Year)
2012
radio uncheckedYet to Be Formed
2. Principal Place of Business and Contact Information
Name of Issuer
Palantir Investments, LLC
Street Address 1Street Address 2
1852 JEFFERSON STREET
CityState/Province/CountryZIP/Postal CodePhone No. of Issuer
SAN FRANCISCO
CALIFORNIA
94123
415-531-3280




3. Related Persons

Last NameFirst NameMiddle Name
Eugster
John
Street Address 1Street Address 2
1852 Jefferson Street
CityState/Province/CountryZIP/Postal Code
San Francisco
CALIFORNIA
94123
Relationship:box checkedExecutive Officerbox checkedDirectorbox uncheckedPromoter
Clarification of Response (if Necessary)
Managing Member





4. Industry Group
radio uncheckedAgriculture
Banking & Financial Services
radio uncheckedCommercial Banking
radio uncheckedInsurance
radio uncheckedInvesting
radio uncheckedInvestment Banking
radio checkedPooled Investment Fund

*Is the issuer registered as an investment company under the Investment Company Act of 1940?
radio unchecked Yes radio checkedNo
radio uncheckedOther Banking & Financial Services
radio uncheckedBusiness Services
Energy
radio uncheckedCoal Mining
radio uncheckedElectric Utilities
radio uncheckedEnergy Conservation
radio uncheckedEnvironmental Services
radio uncheckedOil & Gas
radio uncheckedOther Energy
Health Care
radio uncheckedBiotechnology
radio uncheckedHealth Insurance
radio uncheckedHospitals & Physicians
radio uncheckedPharmaceuticals
radio uncheckedOther Health Care
radio uncheckedManufacturing
Real Estate
radio uncheckedCommercial
radio uncheckedConstruction
radio uncheckedREITS & Finance
radio uncheckedResidential
radio uncheckedOther Real Estate
radio uncheckedRetailing
radio uncheckedRestaurants
Technology
radio uncheckedComputers
radio uncheckedTelecommunications
radio uncheckedOther Technology
Travel
radio uncheckedAirlines & Airports
radio uncheckedLodging & Conventions
radio uncheckedTourism & Travel Services
radio uncheckedOther Travel
radio uncheckedOther

5. Issuer Size
Revenue RangeAggregate Net Asset Value Range
radio uncheckedNo Revenuesradio uncheckedNo Aggregate Net Asset Value
radio unchecked$1 - $1,000,000radio checked$1 - $5,000,000
radio unchecked$1,000,001 - $5,000,000radio unchecked$5,000,001 - $25,000,000
radio unchecked$5,000,001 - $25,000,000radio unchecked$25,000,001 - $50,000,000
radio unchecked$25,000,001 - $100,000,000radio unchecked$50,000,001 - $100,000,000
radio uncheckedOver $100,000,000radio uncheckedOver $100,000,000
radio uncheckedDecline to Discloseradio uncheckedDecline to Disclose
radio uncheckedNot Applicableradio uncheckedNot Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
box uncheckedRule 504(b)(1) (not (i), (ii)
or (iii))
box uncheckedRule 505
box uncheckedRule 504 (b)(1)(i) box checkedRule 506
box uncheckedRule 504 (b)(1)(ii) box uncheckedSecurities Act Section 4(5)
box uncheckedRule 504 (b)(1)(iii)box checkedInvestment Company Act Section 3(c)
box checkedSection 3(c)(1)box uncheckedSection 3(c)(9)
box uncheckedSection 3(c)(2)box uncheckedSection 3(c)(10)
box uncheckedSection 3(c)(3)box uncheckedSection 3(c)(11)
box uncheckedSection 3(c)(4)box uncheckedSection 3(c)(12)
box uncheckedSection 3(c)(5)box uncheckedSection 3(c)(13)
box uncheckedSection 3(c)(6)box uncheckedSection 3(c)(14)
box uncheckedSection 3(c)(7)

7. Type of Filing
box uncheckedNew Notice Date of First Sale
2012-12-21
box uncheckedFirst Sale Yet to Occur
box checkedAmendment


8. Duration of Offering
Does the Issuer intend this offering to last more than one year? radio uncheckedYes radio checkedNo

9. Type(s) of Securities Offered (select all that apply)
box checkedPooled Investment Fund Interestsbox uncheckedEquity
box uncheckedTenant-in-Common Securities box uncheckedDebt
box uncheckedMineral Property Securitiesbox uncheckedOption, Warrant or Other Right to Acquire Another Security
box uncheckedSecurity to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Securitybox uncheckedOther (describe)
10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? radio uncheckedYes radio checkedNo
Clarification of Response (if Necessary)
11. Minimum Investment
Minimum investment accepted from any outside investor$
30000
USD

12. Sales Compensation
RecipientRecipient CRD Numberbox uncheckedNone
Matrix Capital Group, Inc.
33364
(Associated) Broker or Dealerbox checkedNone(Associated) Broker or Dealer CRD Number box checkedNone
Street Address 1 Street Address 2
420 Lexington Avenue
Suite 601
City State/Province/CountryZIP/Postal Code
New York
NEW YORK
10170
State(s) of Solicitationbox uncheckedAll Statesbox checkedForeign/Non-US
CALIFORNIA
NEW YORK
TEXAS

RecipientRecipient CRD Numberbox uncheckedNone
National Securities Corporation
7569
(Associated) Broker or Dealerbox checkedNone(Associated) Broker or Dealer CRD Number box checkedNone
Street Address 1 Street Address 2
1001 Fourth Avenue
Suite 3750
City State/Province/CountryZIP/Postal Code
Seattle
WASHINGTON
98154-1100
State(s) of Solicitationbox uncheckedAll Statesbox uncheckedForeign/Non-US
GEORGIA
ILLINOIS
NEW YORK
WISCONSIN




13. Offering and Sales Amounts
Total Offering Amount $
10700000
USDbox uncheckedIndefinite
Total Amount Sold $
4127776
USD
Total Remaining to be Sold $
6572224
USDbox uncheckedIndefinite
Clarification of Response (if Necessary)
14. Investors

box uncheckedSelect if securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of such non-accredited investors who already have invested in the offering
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
18
15. Sales Commissions & Finders Fees Expenses
Provide separately the amounts of sales commissions and finders' fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
Sales Commissions$
281944
USDbox uncheckedEstimate
Finders' Fees$
0
USDbox uncheckedEstimate
Clarification of Response (if Necessary)
The maximum sales commissions if all investments are sold is $700,000.

16. Use of Proceeds
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
$
92419
USDbox checkedEstimate
Clarification of Response (if Necessary)

Signature and Submission
Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.
Terms of Submission
In submitting this notice, each Issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, the information furnished to offerees.
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the Issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against it in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that the Issuer is not disqualified from relying on any Regulation D exemption it has identified in Item 6 above for one of the reasons stated in Rule 505(b)(2)(iii).
Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.
For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.
IssuerSignatureName of SignerTitleDate
Palantir Investments, LLC/s/ John W. EugsterJohn W. EugsterManaging Member2013-06-28





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