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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrant (right to buy) | $ 6 | 10/30/2018 | J(1) | 93,560 | (1) | (1) | Common Stock | 93,560 | (1) | 93,560 (1) (2) | I | Held by a fund managed by Lateral Investment Management, LLC (2) | |||
Warrant (right to buy) | $ 6 | 10/30/2018 | X(1) | 93,560 | (1) | (1) | Common Stock | 93,560 | (1) | 0 (1) (2) | I | Held by a fund managed by Lateral Investment Management, LLC (2) | |||
Warrant (right to buy) | $ 6 | 10/30/2018 | J(1) | 108,000 | (1) | (1) | Common Stock | 108,000 | (1) | 108,000 (1) (2) | I | Held by Lateral U.S. Credit Opportunities Fund, L.P. (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LATERAL INVESTMENT MANAGEMENT, LLC 400 SOUTH EL CAMINO REAL, SUITE 1100 SAN MATEO, CA 94402 |
X | |||
Lateral U.S. Credit Opportunities Fund, L.P. 400 SOUTH EL CAMINO REAL, SUITE 1100 SAN MATEO, CA 94402 |
X | |||
Lateral Credit Opportunities, LLC 400 SOUTH EL CAMINO REAL, SUITE 1100 SAN MATEO, CA 94402 |
X | |||
de Silva Richard 400 SOUTH EL CAMINO REAL, SUITE 1100 SAN MATEO, CA 94402 |
X | |||
Feeney Patrick James 400 SOUTH EL CAMINO REAL, SUITE 1100 SAN MATEO, CA 94402 |
X | |||
Masters Kenneth M. 400 SOUTH EL CAMINO REAL, SUITE 1100 SAN MATEO, CA 94402 |
X |
Dhamitha Richard de Silva | 11/05/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | On October 30, 2018, the reporting persons named herein (the "Reporting Persons") acquired warrants to purchase shares of the Issuer's Common Stock in connection with the extension of credit under that certain Credit Agreement previously described in the Issuer's Form 8-K filed on November 3, 2015. Also on October 30, 2018, Niagara Nominee, L.P., a fund managed by Lateral Investment Management, LLC, which is not a 10% holder of the Issuer's securities, exercised 93,560 of such warrants. The shares underlying such warrants have not been issued as of the date of this filing. |
(2) | Following the transactions described in Footnote 1, the warrants reported herein are held by Lateral U.S. Credit Opportunities Fund, L.P. Lateral Investment Management, LLC has a management agreement with each of Lateral U.S. Credit Opportunities Fund, L.P. and Niagara Nominee, L.P.; Lateral Credit Opportunities, LLC is the sole general partner of Lateral U.S. Credit Opportunities Fund, L.P.; and Dhamitha Richard de Silva, Patrick Feeney and Kenneth Masters are the sole managers of Lateral Credit Opportunities, LLC. As a result of the foregoing relationships, each of Lateral Investment Management, LLC; Lateral Credit Opportunities, LLC; Dhamitha Richard de Silva, Patrick Feeney and Kenneth Masters may be deemed to beneficially own the shares of Common Stock held by Lateral U.S. Credit Opportunities Fund, L.P. and Niagara Nominee, L.P. |
(3) | Lateral FTE Feeder LLC, Lateral Investment Management, LLC and Lateral U.S. Credit Opportunities Fund, L.P. are the record holder of an aggregate of 414,643 shares of Common Stock of the Issuer. In connection with certain lending arrangements, Lateral FTE Feeder LLC, Lateral Investment Management, LLC and Lateral U.S. Credit Opportunities Fund, L.P. hold certain contractual rights to be issued Common Stock, however, such shares have not yet been issued as of the date of this filing. |
Remarks: The Reporting Persons filing this Form 4 jointly are the following: Lateral Investment Management, LLC; Lateral U.S. Credit Opportunities Fund, L.P.; Lateral Credit Opportunities, LLC; Dhamitha Richard de Silva; Patrick Feeney; and Kenneth Masters. The address of each of the Reporting Persons is 400 South El Camino Real, Suite 1100, San Mateo, CA 94402. |