Sec Form 13G Filing - Dreamcatcher LLC filing for LOOP MEDIA INC (LPTV) - 2023-02-23

☐	Rule 13d-1(b)

☒	Rule 13d-1(c)

☐	Rule 13d-1(d)

1	NAMES OF REPORTING PERSONS
	DreamCatcher, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Tennessee
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			3,878,988(1)
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			3,878,988(1)
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,878,988(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)
	6.9%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	oo

(1)

Reflects the following: (i) the cash payment in full of Issuer’s convertible promissory note to the reporting person on May 9, 2022, (ii) the one-for-three reverse stock split of the Issuer’s Common Stock, par value $0.0001 per share (the “Common Stock”) made effective September 20, 2022, and (iii) the automatic cashless exercise of warrants in connection with the Issuer’s public offering on September 26, 2022.   The foregoing beneficial ownership percentage is based upon 56,381,209 shares of Common Stock issued and outstanding as of February 6, 2023, as provided in the Issuer’s Form 10-Q for the quarterly period ended December 31, 2022.

Item 1.	(a)	Name of Issuer:
		LOOP MEDIA, INC.
	(b)	Address of Issuer’s Principal Executive Offices:
		700 N. Central Ave., Suite 430, Glendale, CA 91203A

Item 2.	(a)	Name of Person Filing:
		DreamCatcher, LLC
	(b)	Address of Principal Business Office, or if None, Residence:
		1879 Hazelton Drive, Germantown, Tennessee 38138
	(c)	Citizenship:
		Tennessee.
	(d)	Title of Class of Securities:
		Common Stock
	(e)	CUSIP Number:
		54352F206

Item 3.

If this statement is filed pursuant to Sections 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 Sections 240.13d-1(b)(1)(ii)(E);
	(f) ☐	An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);
	(g) ☐	A parent holding company or control person in accordance with Section 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 section 240.13d-1(b)(1)(ii)(J);
	(k) ☐	Group, in accordance with sections 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with sections 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Not Applicable
	This Item 3 is not applicable. Filed pursuant to Rule 13d-1(c).

Item 4.

Ownership.

	(a)	Amount beneficially owned:
		See the response to Item 9 on the attached cover page. (2)
	(b)	Percent of Class:
		See the response to Item 11 on the attached cover page. (2)
	(c)	Number of shares as to which such person has:
		(i)	Sole power to vote or to direct the vote:
			See the response to Item 5 on the attached cover page. (2)
		(ii)	Shared power to vote or to direct the vote:
			See the response to Item 6 on the attached cover page.
		(iii)	Sole power to dispose or to direct the disposition of:
			See the response to Item 7 on the attached cover page. (2)
		(iv)	Shared power to dispose or to direct the disposition of:
			See the response to Item 8 on the attached cover page.

Number and Percentage of Shares Beneficially Owned		Date
22,678,243/10.9%		February 15, 2020
15,237,579/12.6%		February 14, 2021
14,425,687/10.5%		February 14, 2022

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 and Classification of the Subsidiary which Acquired the Security Being Reported on By the Parent Holding Company.

Item 8.

Identification and Classification of Members of the Group.

Item 9.

Notice of Dissolution of Group.

Item 10.

Certifications.

Dated: February 23, 2023	DreamCatcher, LLC,
	a Tennessee limited liability company
	/s/ Dianne J. Berry
	Dianne J. Berry,
	Manager

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