UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-U
CURRENT REPORT PURSUANT TO REGULATION A
Date of Report (Date of earliest event reported): November 7, 2022
My Racehorse CA LLC
(Exact name of issuer as specified in its charter)
| Nevada | | | | 83-0848007 |
(State or other jurisdiction of incorporation or organization) | | | | (IRS Employer Identification No.) |
120 Kentucky Avenue Suite 110 Lexington KY 40508
(Full mailing address of principal executive offices)
888-697-2234
(Issuer’s telephone number, including area code)
Series Palace Foal Interests; Series De Mystique ’17 Interests, Series Martita Sangrita 17 Interests; Series Daddy’s Joy Interests; Series Vertical Threat Interests; Series Shake it Up Baby Interests; Series Tizamagician Interests; Series Power Up Paynter Interests; Series Two Trail Sioux 17 Interests; Series Wayne O Interests; Series Big Mel Interests; Series Amandrea Interests; Series Keertana 18 Interests; Series Sunny 18 Interests; Series Lazy Daisy Interests; Series New York Claiming Package Interests; Series The Filly Four Interests; Series Lane Way Interests; Series Mo Mischief Interests; Series Deep Cover Interests; Series Big Mel Interests (Addtl. 9% Interest); Series Sunny 18 Interests (Addtl. 9% Interest); Series Authentic Interests; Series Storm Shooter Interests; Series Thirteen Stripes Interests; Series Naismith Interests; Series NY Exacta Interests; Series Apple Down Under 19 Interests; Series Just Louise 19 Interests; Series Lost Empire 19 Interests; Series Man Among Men Interests; Series Frosted Oats Interests; Series Tapitry 19 Interests; Series Classofsixtythree 19 Interests; Series Cayala 19 Interests; Series Margaret Reay 19 Interests; Series Awe Hush 19 Interests; Series Exonerated 19 Interests; Series Speightstown Belle 19 Interests; Series Consecrate 19 Interests; Series Latte Da 19 Interests; Series Midnight Sweetie 19 Interests; Series Ambleside Park 19 Interests; Series Athenian Beauty 19 Interests; Series Future Stars Stable Interests; Series Collusion Illusion Interests; Series Got Stormy Interests; Series Social Dilemma Interests; Series Carrothers; Series Going to Vegas; Series Ari the Adventurer 19; Series Wonder Upon a Star 19; Series Echo Warrior 19; Series Silverpocketsfull 19; Series Who’sbeeninmybed 19; Series Into Summer 19; Series Mrs Whistler; Series Race Hunter 19; Series Co Cola 19; Series Vow; Series You Make Luvin Fun 19; Series Miss Sakamoto; Series Courtisane 19; Series Grand Traverse Bay 19; Series Our Miss Jones 19; Series Margarita Friday 19; Series Queen Amira 19; Series Salute to America; Series Desire Street 19; Series Duke of Love; Series War Safe; Series Tufnel; Series Classic Cut; Series Essential Rose 20; Series Who Runs the World; Series Balletic; Series Song of Bernadette 20;Series Daring Dancer 20; Series Grand Traverse Bay 20; Series Chad Brown Bundle; Series Fenwick Hall 20; Series Le Relais 20; Series Spirit 20; Series Mo Temptation; Series Moonbow 20; Series My Fast One 20; Series Helicopter Money; Series I’m a Looker 20; Series Stay Fabulous; Series Smart Shopping 21; Series Patsy’s Kim 21
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Title of each class of securities issued pursuant to Regulation A
Going To Vegas
As of November 7, 2022, Experiential Squared, Inc. (the “Manager”), the manager of My Racehorse CA LLC (the “Company”) is closing the account for Going To Vegas, a 2017 mare, who was sold at the November 2022 Fasig Tipton auction in Lexington, Kentucky. Series Going to Vegas had a 51% ownership stake in Going To Vegas and the 51% interest sold for $765,000 (minus sale fees and expenses).
The Manager will distribute to members of Series Going To Vegas such member’s pro rata share of all of the remaining assets, if any, (which only consist of cash) of Series Going To Vegas, after accounting for (i) the net sale proceeds, the remaining balance of unused insurance and unused cash reserves for upkeep fees, training, and prepaid expenses, if any (ii) less related fees, liabilities (including a contractual kicker), and expenses, including but not limited to a due diligence fee, management fee, and offering expenses, if any, owed to the Manager in connection with operating Series Going To Vegas (collectively, the “Expenses”).
The Company intends to remit such distributions within sixty (60) days from the date of this Current Report on Form 1-U (the “Current Report”). After making the distribution payment, if any, to members of Series Going To Vegas, net of any and all Expenses, the Manager intends to terminate and wind-up Series Going To Vegas because Series Going To Vegas would no longer have any assets or liabilities.
A Mo Reay
As of November 7, 2022, the Manager is closing the account for A Mo Reay, a 2019 filly, who was sold at the November 2022 Fasig Tipton auction in Lexington, Kentucky. Series Margaret Reay 19 had a 41% ownership stake in A Mo Reay. The 41% interest sold for $164,000 (minus sale fees and expenses). A 10% interest of A Mo Reay was also held as one of several Underlying Assets held by Series Future Stars Stable.
The Manager will distribute to members of Series Margaret Reay 19 such member’s pro rata share of all of the remaining assets, if any, (which only consist of cash) of Series Margaret Reay 19, after accounting for (i) the net sale proceeds, the remaining balance of unused insurance and unused cash reserves for upkeep fees, training, and prepaid expenses, if any (ii) less related fees, liabilities, and expenses, including but not limited to a due diligence fee, management fee, and offering expenses, if any, owed to the Manager in connection with operating Series Margaret Reay 19 (collectively, the “Expenses”).
The Company intends to remit such distributions within sixty (60) days from the date of this Current Report. After making the distribution payment, if any, to members of Series Margaret Reay 19, net of any and all Expenses, the Manager intends to terminate and wind-up Series Margaret Reay 19 because Series Margaret Reay 19 would no longer have any assets or liabilities.
Series Future Stars Stable will continue on as is and not dissolve or immediately distribute any proceeds as significant additional assets remain.
Dolce Notte
As of November 8, 2022, the Manager is closing the account for Dolce Notte, a 2019 filly, who was sold at the November 2022 Keeneland auction in Lexington Kentucky. Series Midnight Sweetie 19 had a 41% ownership stake in Dolce Notte. The 41% interest sold for $106,600 (minus sale fees and expenses). A 10% interest of Dolce Notte was also held as one of several Underlying Assets held by Series Future Stars Stable.
The Manager will distribute to members of Series Midnight Sweetie 19 such member’s pro rata share of all of the remaining assets, if any, (which only consist of cash) of Series Midnight Sweetie 19, after accounting for (i) the net sale proceeds, the remaining balance of unused insurance and unused cash reserves for upkeep fees, training, and prepaid expenses, if any (ii) less related fees, liabilities, and expenses, including but not limited to a due diligence fee, management fee, and offering expenses, if any, owed to the Manager in connection with operating Series Midnight Sweetie 19 (collectively, the “Expenses”).
The Company intends to remit such distributions within sixty (60) days from the date of this Current Report. After making the distribution payment, if any, to members of Series Midnight Sweetie 19, net of any and all Expenses, the Manager intends to terminate and wind-up Series Midnight Sweetie 19 because Series Midnight Sweetie 19 would no longer have any assets or liabilities.
Series Future Stars Stable will continue on as is and not dissolve or immediately distribute any proceeds as significant additional assets remain.
Cornice Traverse
As of November 10, 2022, the Manager is closing the account for Cornice Traverse, a 2019 filly, who was sold at the November 2022 Keeneland auction in Lexington Kentucky. Series Grand Traverse Bay 19 had a 75% ownership stake in Cornice Traverse and the 75% interest sold for $24,000 (minus sale fees and expenses).
The Manager will distribute to members of Series Grand Traverse Bay 19 such member’s pro rata share of all of the remaining assets, if any, (which only consist of cash) of Series Grand Traverse Bay 19, after accounting for (i) the net sale proceeds, the remaining balance of unused insurance and unused cash reserves for upkeep fees, training, and prepaid expenses, if any (ii) less related fees, liabilities, and expenses, including but not limited to a due diligence fee, management fee, and offering expenses, if any, owed to the Manager in connection with operating Series Grand Traverse Bay 19 (collectively, the “Expenses”).
The Company intends to remit such distributions within sixty (60) days from the date of this Current Report. After making the distribution payment, if any, to members of Series Grand Traverse Bay 19, net of any and all Expenses, the Manager intends to terminate and wind-up Series Grand Traverse Bay 19 because Series Grand Traverse Bay 19 would no longer have any assets or liabilities.
The information set forth under Item 9 of this Current Report contains forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed in these forward-looking statements.
SIGNATURES
Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | MY RACEHORSE CA LLC |
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| Dated: November 10, 2022 | By: | Experiential Squared, Inc., its Manager |
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| | By: | /s/ Michael Behrens |
| | | Name: Michael Behrens |
| | | Title: Chief Executive Officer |
