Current Report Filing (8-k)
July 03 2017 - 07:13AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report: July 3, 2017
Tempus Applied Solutions Holdings, Inc.
(Exact name of registrant as specified in
its charter)
Delaware
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333-201424
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47-2599251
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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471 McLaws Cir.
Williamsburg, Virginia
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23185
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including
area code:
(757) 875-7779
Check the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Between June 26, 2017 and June 30, 2017,
the Company issued an aggregate of 2,366,947 shares of common stock to certain holders of Series A Preferred Stock and Series A
Warrants who exercised their conversion rights. These shares were available for sale by the holders pursuant to the prospectus
(the “Prospectus”) filed under Rule 424(b)(3) on April 14, 2017, under the Securities Act of 1933, as amended (the
“Securities Act”) (Registration No. 333-206527) or pursuant to Rule 144 under the Securities Act.
Prior to these conversions, we had 14,163,287
shares of common stock issued and outstanding and 1,479,447 shares of Series A Preferred Stock convertible into common stock and
3,187,500 Series A Warrants that were issued and outstanding. Following these conversions, the number of shares of common stock
issued and outstanding is 16,530,234, the number of shares of Series A Preferred Stock convertible into common stock issued and
outstanding is 0 and the number of Series A Warrants outstanding is 2,300,000.
The exercise of 887,500 Series A Warrants
resulted in $71,000 of proceeds to the Company based on the current exercise price of $0.08 per warrant.
The number of shares of Preferred Stock
converted into shares of common stock by each shareholder is set forth in the table below:
Name of security holder
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Number of shares
of Preferred Stock
held prior to
conversion
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Number of shares
of Preferred Stock
converted into
shares of common
stock
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Number of shares
of Preferred Stock
held after
conversion
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Hudson Bay Master Fund, Ltd.
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1,062,778
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1,062,778
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-
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Empery Asset Master, Ltd.
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152,394
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152,394
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-
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Empery Tax Efficient, LP
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112,497
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112,497
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-
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Empery Tax Efficient II, LP
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151,778
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151,778
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-
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Total
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1,479,447
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1,479,447
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-
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The number of Series A Warrants exercised by
each shareholder is set forth in the table below:
Name of security holder
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Number of Series A Warrants held prior to exercise
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Number of Series A Warrants exercised for shares of common stock
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Number of Series A Warrants held after exercise
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Cowen Investments, LLC
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393,750
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393,750
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-
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CVI Investments, Inc.
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468,750
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468,750
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-
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Hudson Bay Master Fund, Ltd.
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937,500
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25,000
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912,500
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Others
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1,387,500
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-
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1,387,500
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Total
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3,187,500
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887,500
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2,300,000
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SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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TEMPUS APPLIED SOLUTIONS HOLDINGS, INC.
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Date: July 3, 2017
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By:
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/s/ Johan Bergendorff
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Name:
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Johan Bergendorff
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Title:
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Chief Financial Officer
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