|
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 |
|
| |||||||||||||||||||||||||||||
|
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) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series B Preferred Shares (2) | (2) | 06/26/2018 | P | 5,785 (1) | (2) | (2) | Common Stock | 6,427,778 | $ 1,000 | 5,785 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Eastern Capital LTD 10 MARKET STREET, #773 CAMANA BAY GRAND CAYMAN, E9 KY1-9006 |
X | |||
Portfolio Services Ltd. 10 MARKET STREET, # 773 CAMANA BAY GRAND CAYMAN, E9 KY1-9006 |
X | |||
DART KENNETH BRYAN P. O. BOX 31300 GRAND CAYMAN, E9 KY1-1206 |
X |
/s/ Eastern Capital Limited | 06/28/2018 | |
**Signature of Reporting Person | Date | |
/s/ Portfolio Services Limited | 06/28/2018 | |
**Signature of Reporting Person | Date | |
/s/ Kenneth B. Dart | 06/28/2018 | |
**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) | Eastern Capital Limited acquired 1,683,334 shares of Common Stock of the Issuer (the "Shares") at a price of $0.90 per share and 5,785 Series B Preferred Shares at an offering price of $1,000 per Series B Preferred Share on June 26, 2018, in an underwritten public offering. |
(2) | The Series B Preferred Shares is convertible into Shares at the option of Eastern Capital Limited, at any time, at a conversion price equal to the public offering price of the Shares, and are subject to a limit of exercise to the extent (and only to the extent) that Eastern Capital Limited or any of its affiliates would beneficially own in excess of 48% of the Shares after giving effect to such exercise. |
Remarks: Eastern Capital Limited is an investment entity that owns the securities reported on this Form 4. Portfolio Services Ltd. is a holding company which owns all of the outstanding stock of Eastern Capital Limited. Kenneth B. Dart is the beneficial owner of all of the outstanding stock of Portfolio Services Ltd. |