Statement of Beneficial Ownership (sc 13d)
April 27 2017 - 4:53PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO
§240.13d-1(a) AND AMENDMENTS THERETO
FILED PURSUANT TO §240.13d -2(a)
UNDER THE SECURITIES EXCHANGE ACT OF
1934
Creative Learning Corporation
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
22529R106
(CUSIP Number)
Blake Furlow
2110 N Westgate
Boise, ID 83704
Attn: Blake Furlow
Tel, No.: (208) 724-7443
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April, 17, 2017
(Date of Event Which Requires Filing of
this Statement)
If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule
13D, and is filing this schedule because of §240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
¨
Note:
Schedules filed in paper format shall include a
signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are
to be sent.
* 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 disclosures provided in a prior cover page.
The information required on the remainder of this cover page
shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”)
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
CUSIP No.: 554142109
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SCHEDULE 13D
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Page 2 of 6
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1.
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NAMES OF REPORTING PERSONS
Blake Furlow and Anik Furlow.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
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(b)
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
PF.
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5.
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Idaho, United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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7.
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SOLE VOTING POWER
468,629
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8.
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SHARED VOTING POWER
0
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9.
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SOLE DISPOSITIVE POWER
468,629
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10.
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SHARED DISPOSITIVE POWER
0
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
417,600 in the name of Blake Furlow and 51,029 in the name of
Anik Furlow
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12.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
¨
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.9%
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14.
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP No.: 554142109
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SCHEDULE 13D
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Page 3 of 6
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Item 1.
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Security and Issuer.
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This statement on Schedule 13D ("Schedule
13D") filed by Blake Furlow and Anik Furlow (collectively, the "Reporting Persons") relates to the shares of common
stock, par value $0.0001 ("Common Stock") of Creative Learning Corporation (the "Issuer"). The principal executive
offices of the Issuer are located at 701 Market Street, Suite 113, St. Augustine, FL 32095.
Item 2.
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Identity and Background.
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(a) This statement on Schedule 13D is being
filed with respect to the shares of the Issuer's Common Stock held by Blake Furlow and Anik Furlow, who are related by marriage
as husband and wife, have voting and investment power over the securities held.
(b) The address of the Reporting Person is 2110 N Westgate Dr.
Boise, ID.
(c) Blake Furlow and Anik Furlow are the
owners of commercial properties and Boise Escape LLC.
(d) During the last five years, none of
the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) The Reporting Persons have not, during
the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction where, as
a result of such proceeding, it was or he became subject to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such
laws.
Item 3.
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Source and Amount of Funds or Other Consideration
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Blake Furlow and Anik Furlow acquired
468,629 shares of Common Stock through open market transactions beginning in March of 2015 and entered into a purchase
agreement for 500,000 shares of Common Stock through one private party transaction on April 17, 2017.
Item 4.
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Purpose of Transaction.
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The Issuer is a leading
Franchisor of Lego based STEM after school programs and camps. The Reporting Persons believe the stock is undervalued and an attractive
investment.
The
Reporting Persons intend to engage in discussions with the Issuer and Issuer’s management and board of directors, other stockholders
of the Issuer and other interested parties that may relate to the governance and board composition, business, operations, cost
structure, management, assets, capitalization, financial condition, strategic plans, and the future of the Issuer.
The
Reporting Persons may also propose or take one or more of the actions described in subsections (a) through (j) of Item 4 of Schedule
13D, including but not limited to, solicitation of proxies or consents, and may discuss such actions with the Issuer and Issuer’s
management and the board of directors, other stockholders of the Issuer and other interested parties.
The
Reporting Persons intend to review their investments in the Issuer on a continuing basis. Depending on various factors and subject
to the obligations described herein, including, without limitation, the Issuer’s financial position and strategic direction,
actions taken by the board of directors, price levels of shares of Common Stock, other investment opportunities available to the
Reporting Persons, concentration of positions in the portfolios managed by the Reporting Persons, tax considerations, market conditions
and general economic and industry conditions, the Reporting Persons may take such actions with respect to their investments in
the Issuer as they deem appropriate, including, without limitation, purchasing additional shares of Common Stock or other financial
instruments related to the Issuer or selling some or all of their beneficial or economic holdings, and/or otherwise changing their
intention with respect to any and all matters referred to in Item 4 of Schedule 13D.
CUSIP No.: 554142109
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SCHEDULE 13D
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Page 4 of 6
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Item 5.
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Interest in Securities of the Issuer.
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(a) The Reporting Persons may be deemed to beneficially own an aggregate of 468,629 shares of Common -Stock representing approximately
3.9% of the issued shares of Common Stock of the Issuer based on 11,936,309 shares of Common Stock outstanding as disclosed
in the Issuer’s most recent Form 10-K filed September 9, 2016. The Reporting Persons have sole voting power of 468,629
shares of Common Stock. Upon completion of the stock purchase agreement dated April 17, 2017 the Reporting Persons may be
deemed to beneficially own 968,629 shares representing approximately 8.1% of Common Stock of the Issuer.
(b) The Reporting Persons have the sole
power to vote and the sole power to dispose of each of 468,629 shares of Common Stock which they may be deemed to beneficially
own.
(c) The Reporting Persons have not purchased
or received any shares of Common Stock since April 21, 2017.
(d) Not applicable.
(e) Not applicable.
Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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Blake Furlow has a right of first refusal to purchase all
shares beneficially owned by Brian Pappas and FranVentures at which time Seller decides to sell. Brian Pappas and
FranVentures are believed to beneficially own 1,213,249 based on information contained in Form 4 filed by Brian Pappas on
4/5/17.
Item 7.
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Material to be Filed as Exhibits.
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1. Not applicable.
CUSIP No.: 554142109
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SCHEDULE 13D
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Page 5 of 6
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true, complete and correct.
Date: April 27, 2016
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Blake Furlow.
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By
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/s/ Blake Furlow
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Anik Furlow
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/s/ Anik Furlow
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Anik Furlow
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CUSIP No.: 554142109
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SCHEDULE 13D
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Page 6 of 6
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Appendix A
The name and present principal occupation
or employment and material occupations, positions, offices or employment for the past five years of Blake Furlow and Anik Montpetit
are set forth below.
Name
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Present Principal Occupation or Employment; Material Positions
Held During the Past Five Years;
Citizenship
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Business Address
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Blake Furlow
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Owner of Boise Escape LLC since February 2015,
Real Estate investing since 2009,
Pay Day Loan Rescue, from 2006-2013.
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1074 Cole LLC
Boise, ID 83704
2110 N Westgate
Boise, ID 83704
1915 W State ST #331
Boise, ID 83702
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Anik Furlow
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Owner of Boise Escape LLC since February 2015.
Real Estate investing since 2014,
Travel and Lodging coordinator for Cirque Du Soleil from 2008-2015.
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1074 Cole
Boise, ID 83704
2110 N Westgate
Boise, ID 83704
8400 2e
Avenue,
Montréal,
Canada
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