Sec Form 13G Filing - Walt Disney Co (DIS) filing for FUBOTV INC (FUBO) - 2020-12-04

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 the disclosures provided in a prior cover page.

Names of Reporting Persons

The Walt Disney Company

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

SEC Use Only

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

Sole Voting Power

*

Shared Voting Power

*

Sole Dispositive Power

*

Shared Dispositive Power

*

Aggregate Amount Beneficially Owned by Each Reporting Person

*

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐

Percent of Class Represented by Amount in Row (9)

*

Type of Reporting Person (See Instructions)

CO

This amendment to the Schedule 13G filed on April 15, 2020 (the “Schedule 13G”) is being made to make certain corrections to the Schedule 13G. The Walt Disney Company, through certain of its wholly-owned subsidiaries (the “Company”) acquired Series AA Convertible Preferred Stock (the “Series AA”) of FaceBank Group, Inc. (now fuboTV Inc., the “Issuer”) on April 1, 2020. Each share of Series AA is convertible into two shares of the common stock of the Issuer (the “Common Stock”) in connection with a bona fide transfer to a third party, at which time the transferee would acquire such shares of Common Stock. The Schedule 13G reported the shares of Common Stock that would be issued to a third party upon transfer of the Company’s Series AA as beneficially held by the Company due to this conversion feature; however, consistent with the disclosure in the Issuer’s SEC filings about the Company’s beneficial ownership of shares of Common Stock, the Company does not believe that its ownership of Series AA shares in fact provides the Company with beneficial ownership of the Common Stock into which the Series AA shares would convert upon transfer to a third party. Accordingly, the Company disclaims beneficial ownership of the shares of Common Stock into which the Series AA shares may convert upon sale to a third party.

Names of Reporting Persons

TWDC Enterprises 18 Corp.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

SEC Use Only

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

Sole Voting Power

*

Shared Voting Power

*

Sole Dispositive Power

*

Shared Dispositive Power

*

Aggregate Amount Beneficially Owned by Each Reporting Person

*

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐

Percent of Class Represented by Amount in Row (9)

*

Type of Reporting Person (See Instructions)

CO

This amendment to the Schedule 13G filed on April 15, 2020 (the “Schedule 13G”) is being made to make certain corrections to the Schedule 13G. The Walt Disney Company, through certain of its wholly-owned subsidiaries (the “Company”) acquired Series AA Convertible Preferred Stock (the “Series AA”) of FaceBank Group, Inc. (now fuboTV Inc., the “Issuer”) on April 1, 2020. Each share of Series AA is convertible into two shares of the common stock of the Issuer (the “Common Stock”) in connection with a bona fide transfer to a third party, at which time the transferee would acquire such shares of Common Stock. The Schedule 13G reported the shares of Common Stock that would be issued to a third party upon transfer of the Company’s Series AA as beneficially held by the Company due to this conversion feature; however, consistent with the disclosure in the Issuer’s SEC filings about the Company’s beneficial ownership of shares of Common Stock, the Company does not believe that its ownership of Series AA shares in fact provides the Company with beneficial ownership of the Common Stock into which the Series AA shares would convert upon transfer to a third party. Accordingly, the Company disclaims beneficial ownership of the shares of Common Stock into which the Series AA shares may convert upon sale to a third party.

Names of Reporting Persons

Disney Enterprises, Inc.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

SEC Use Only

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

Sole Voting Power

*

Shared Voting Power

*

Sole Dispositive Power

*

Shared Dispositive Power

*

Aggregate Amount Beneficially Owned by Each Reporting Person

*

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐

Percent of Class Represented by Amount in Row (9)

*

Type of Reporting Person (See Instructions)

CO

This amendment to the Schedule 13G filed on April 15, 2020 (the “Schedule 13G”) is being made to make certain corrections to the Schedule 13G. The Walt Disney Company, through certain of its wholly-owned subsidiaries (the “Company”) acquired Series AA Convertible Preferred Stock (the “Series AA”) of FaceBank Group, Inc. (now fuboTV Inc., the “Issuer”) on April 1, 2020. Each share of Series AA is convertible into two shares of the common stock of the Issuer (the “Common Stock”) in connection with a bona fide transfer to a third party, at which time the transferee would acquire such shares of Common Stock. The Schedule 13G reported the shares of Common Stock that would be issued to a third party upon transfer of the Company’s Series AA as beneficially held by the Company due to this conversion feature; however, consistent with the disclosure in the Issuer’s SEC filings about the Company’s beneficial ownership of shares of Common Stock, the Company does not believe that its ownership of Series AA shares in fact provides the Company with beneficial ownership of the Common Stock into which the Series AA shares would convert upon transfer to a third party. Accordingly, the Company disclaims beneficial ownership of the shares of Common Stock into which the Series AA shares may convert upon sale to a third party.

Names of Reporting Persons

TFCF Corporation

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

SEC Use Only

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

Sole Voting Power

*

Shared Voting Power

*

Sole Dispositive Power

*

Shared Dispositive Power

*

Aggregate Amount Beneficially Owned by Each Reporting Person

*

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐

Percent of Class Represented by Amount in Row (9)

*

Type of Reporting Person (See Instructions)

CO

This amendment to the Schedule 13G filed on April 15, 2020 (the “Schedule 13G”) is being made to make certain corrections to the Schedule 13G. The Walt Disney Company, through certain of its wholly-owned subsidiaries (the “Company”) acquired Series AA Convertible Preferred Stock (the “Series AA”) of FaceBank Group, Inc. (now fuboTV Inc., the “Issuer”) on April 1, 2020. Each share of Series AA is convertible into two shares of the common stock of the Issuer (the “Common Stock”) in connection with a bona fide transfer to a third party, at which time the transferee would acquire such shares of Common Stock. The Schedule 13G reported the shares of Common Stock that would be issued to a third party upon transfer of the Company’s Series AA as beneficially held by the Company due to this conversion feature; however, consistent with the disclosure in the Issuer’s SEC filings about the Company’s beneficial ownership of shares of Common Stock, the Company does not believe that its ownership of Series AA shares in fact provides the Company with beneficial ownership of the Common Stock into which the Series AA shares would convert upon transfer to a third party. Accordingly, the Company disclaims beneficial ownership of the shares of Common Stock into which the Series AA shares may convert upon sale to a third party.

Names of Reporting Persons

TFCF America, Inc.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

SEC Use Only

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

Sole Voting Power

*

Shared Voting Power

*

Sole Dispositive Power

*

Shared Dispositive Power

*

Aggregate Amount Beneficially Owned by Each Reporting Person

*

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐

Percent of Class Represented by Amount in Row (9)

*

Type of Reporting Person (See Instructions)

CO

This amendment to the Schedule 13G filed on April 15, 2020 (the “Schedule 13G”) is being made to make certain corrections to the Schedule 13G. The Walt Disney Company, through certain of its wholly-owned subsidiaries (the “Company”) acquired Series AA Convertible Preferred Stock (the “Series AA”) of FaceBank Group, Inc. (now fuboTV Inc., the “Issuer”) on April 1, 2020. Each share of Series AA is convertible into two shares of the common stock of the Issuer (the “Common Stock”) in connection with a bona fide transfer to a third party, at which time the transferee would acquire such shares of Common Stock. The Schedule 13G reported the shares of Common Stock that would be issued to a third party upon transfer of the Company’s Series AA as beneficially held by the Company due to this conversion feature; however, consistent with the disclosure in the Issuer’s SEC filings about the Company’s beneficial ownership of shares of Common Stock, the Company does not believe that its ownership of Series AA shares in fact provides the Company with beneficial ownership of the Common Stock into which the Series AA shares would convert upon transfer to a third party. Accordingly, the Company disclaims beneficial ownership of the shares of Common Stock into which the Series AA shares may convert upon sale to a third party.

Item 1.   

Name of Issuer
fuboTV Inc. (formerly FaceBank Group, Inc.)

Address of Issuer’s Principal Executive Offices
1330 Avenue of the Americas, New York, NY 10019

Item 2.   

Name of Person Filing
The Walt Disney Company

TWDC Enterprises 18 Corp.

Disney Enterprises, Inc.

TFCF Corporation

TFCF America, Inc.

TFCF America, Inc. is the direct holder of the shares of Series AA Convertible Preferred Stock reflected in the Schedule 13G. TFCF America, Inc. is a wholly owned subsidiary of TFCF Corporation, which is a wholly owned subsidiary of Disney Enterprises, Inc., which is a wholly owned subsidiary of TWDC Enterprises 18 Corp., which is a wholly owned subsidiary of The Walt Disney Company.

Address of Principal Business Office or, if none, Residence
The Walt Disney Company—500 South Buena Vista Street; Burbank, California 91521

TWDC Enterprises 18 Corp.—500 South Buena Vista Street; Burbank, California 91521

Disney Enterprises, Inc.—500 South Buena Vista Street; Burbank, California 91521

TFCF Corporation—500 South Buena Vista Street; Burbank, California 91521

TFCF America, Inc.—500 South Buena Vista Street; Burbank, California 91521

Citizenship
Each Reporting Person—Delaware

Title of Class of Securities
Common Stock, par value $0.0001

CUSIP Number
143764108

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:

(a)

☐   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)

☐   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

☐   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

☐   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)

☐   An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

☐   An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

☐   A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

☐   A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

☐   A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

☐   A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);

(k)

☐   Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with
§ 240.13d–1(b)(1)(ii)(J), please specify the type of institution:____________________________

Item 4.   Ownership

Amount beneficially owned:

*

Percent of class:

*

Number of shares as to which the person has:

Sole power to vote or to direct the vote

*

Shared power to vote or to direct the vote

*

Sole power to dispose or to direct the disposition of

*

Shared power to dispose or to direct the disposition of

*

This amendment to the Schedule 13G filed on April 15, 2020 (the “Schedule 13G”) is being made to make certain corrections to the Schedule 13G. The Walt Disney Company, through certain of its wholly-owned subsidiaries (the “Company”) acquired Series AA Convertible Preferred Stock (the “Series AA”) of FaceBank Group, Inc. (now fuboTV Inc., the “Issuer”) on April 1, 2020. Each share of Series AA is convertible into two shares of the common stock of the Issuer (the “Common Stock”) in connection with a bona fide transfer to a third party, at which time the transferee would acquire such shares of Common Stock. The Schedule 13G reported the shares of Common Stock that would be issued to a third party upon transfer of the Company’s Series AA as beneficially held by the Company due to this conversion feature; however, consistent with the disclosure in the Issuer’s SEC filings about the Company’s beneficial ownership of shares of Common Stock, the Company does not believe that its ownership of Series AA shares in fact provides the Company with beneficial ownership of the Common Stock into which the Series AA shares would convert upon transfer to a third party. Accordingly, the Company disclaims beneficial ownership of the shares of Common Stock into which the Series AA shares may convert upon sale to a third party.

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

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

Item 7.   Identification an d 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

This amendment to the Schedule 13G filed on April 15, 2020 (the “Schedule 13G”) is being made to make certain corrections to the Schedule 13G. The Walt Disney Company, through certain of its wholly-owned subsidiaries (the “Company”) acquired Series AA Convertible Preferred Stock (the “Series AA”) of FaceBank Group, Inc. (now fuboTV Inc., the “Issuer”) on April 1, 2020. Each share of Series AA is convertible into two shares of the common stock of the Issuer (the “Common Stock”) in connection with a bona fide transfer to a third party, at which time the transferee would acquire such shares of Common Stock. The Schedule 13G reported the shares of Common Stock that would be issued to a third party upon transfer of the Company’s Series AA as beneficially held by the Company due to this conversion feature; however, consistent with the disclosure in the Issuer’s SEC filings about the Company’s beneficial ownership of shares of Common Stock, the Company does not believe that its ownership of Series AA shares in fact provides the Company with beneficial ownership of the Common Stock into which the Series AA shares would convert upon transfer to a third party. Accordingly, the Company disclaims beneficial ownership of the shares of Common Stock into which the Series AA shares may convert upon sale to a third party.

Item 10.   Certification