UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 1-U
CURRENT REPORT
Pursuant to Regulation A of the Securities Act of 1933
November 17, 2020
Date of Report: (Date of earliest event reported)
MASTERWORKS 003, LLC
(Exact name of issuer as specified in its charter)
Delaware | 84-2276197 | |
State of other jurisdiction of incorporation or organization |
(I.R.S. Employer Identification No.) |
497 BROOME STREET, NEW YORK, NY 10013
(Full mailing address of principal executive offices)
(203) 518-5172
(Issuer’s telephone number, including area code)
www.masterworks.io
(Issuer’s website)
Class A Ordinary Shares
(Title of each class of securities issued pursuant to Regulation A)
Item 1. Fundamental Changes
As previously disclosed by Masterworks 003, LLC (the “Company”) in its Current Report on Form 1-U as filed with the SEC on October 22, 2020, on October 19, 2020, the Company and the 003 Segregated Portfolio of Masterworks Cayman, SPC agreed to sell the painting created by Banksy (an anonymous England-based street artist), entitled Mona Lisa (2000) to DS Art LLC, a Delaware limited liability company, pursuant to an invoice and certain terms and conditions of sale (collectively, the “Terms and Conditions”). A copy of the Terms and Conditions is incorporated by reference herein, as Exhibit 6.1 hereto, from the Company’s Current Report on Form 1-U as filed with the SEC on October 22, 2020.
On November 16, 2020, the parties consummated the transaction contemplated by the Terms and Conditions. The Company subsequently commenced the process of winding up and dissolving in accordance with its Amended and Restated Operating Agreement. After allocating costs and expenses incurred in connection with the transaction and amounts in respect of profit sharing interests represented by Class B ordinary shares, record holders of the Company’s Class A ordinary shares will receive a distribution in the amount of $26.67 (rounded to penny) per Class A ordinary share.
Safe Harbor Statement
This Current Report on Form 1-U contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the section entitled “Risk Factors” in our Offering Circular dated September 30, 2019, filed with the Securities and Exchange Commission (“SEC”), as such factors may be updated from time to time in our periodic filings and offering circular supplements filed with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in our filings with the SEC. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.
Exhibit Index
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.
MASTERWORKS 003, LLC | ||
By: | /s/ Joshua B. Goldstein | |
Name: | Joshua B. Goldstein | |
Title: | General Counsel |
Date: November 17, 2020