Report of Proposed Sale of Securities (144)

Date : 05/31/2019 @ 10:08AM
Source : Edgar (US Regulatory)
Stock : Agilysys Inc (AGYS)
Quote : 24.7  0.23 (0.94%) @ 8:04PM

Report of Proposed Sale of Securities (144)

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
OMB APPROVAL
OMB Number 325-0101
Expires: June 30, 2020
Estimated average burden hours
per response 1.00
FORM 144  
SEC USE ONLY
NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
DOCUMENT SEQUENCE NO.
 
 

ATTENTION:    Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker.

CUSIP NUMBER
 
 
                                    WORK LOCATION
  1(a) NAME OF ISSUER     (b) IRS IDENT. NO.     (c) S.E.C. FILE NO.      
 

Agilysys, Inc.

    34-0907152     0-5734        
 
 

1(d) ADDRESS OF ISSUER

    1000 Windward Concourse, Suite 250
    CITY     STATE     ZIP CODE     (e) TELEPHONE NO.  
        AREA CODE NUMBER  
 

 

          Alpharetta     GA       30005       770     810-7800  
 
                                             
  2(a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD           (b) RELATIONSHIP
TO ISSUER
    (c) ADDRESS (Street)     CITY     STATE     ZIP CODE  
 

Bermuda One Fund LLC

          10% Stockholder     c/o MQ Services Ltd., Victoria Place, 31 Victoria Street

    Hamilton     Bermuda     HM10    
 

 

                                         
 

INSTRUCTION: The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.

                                                           
 
              SEC USE                                
  3(a)     (b)     ONLY     (c)     (d)     (e)     (f)     (g)  

 

Title of the
Class of
Securities
To Be Sold
    Name and Address of Each Broker
Through Whom the Securities are
to be Offered or Each Market Maker
who is Acquiring the Securities
    Broker-Dealer
File Number
    Number of
Shares or Other
Units To Be Sold
(See instr. 3(c))
    Aggregate
Market Value
(See instr. 3(d))
    Number of Shares
or Other Units
Outstanding
(See instr. 3(e))
    Approximate
Date of Sale
(See instr. 3(f))
(MO. DAY YR.)
    Name of Each
Securities
Exchange
(See instr. 3(g)
 

Common Stock, without par value

    BTIG, LLC - 825 Third Avenue, 6th Floor, New York, NY 10022             390,500         $8,735,485 (1)       23,495,028       within the next 90 days     NASDAQ  
 
INSTRUCTIONS:
 
1. (a) Name of issuer
 
(b) Issuer’s I.R.S. Identification Number
 
(c) Issuer’s S.E.C. file number, if any
 
(d) Issuer’s address, including zip code
 
(e) Issuer’s telephone number, including area code
 
 
2. (a) Name of person for whose account the securities are to be sold
 
(b) Such person’s relationship to the issuer (e.g., officer, director, 10 percent stockholder, or member of immediate family of any of the foregoing)
 
(c) Such person’s address, including zip code
 
3. (a) Title of the class of securities to be sold
 
(b) Name and address of each broker through whom the securities are intended to be sold
 
(c) Number of shares or other units to be sold (if debt securities, give the aggregate face amount)
 
(d) Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice
 
(e) Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer
 
(f) Approximate date on which the securities are to be sold
 
(g) Name of each securities exchange, if any, on which the securities are intended to be sold
 

Potential persons who are to 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.

 

 

TABLE I — SECURITIES TO BE SOLD

Furnish the following information with respect to the acquisition of the securities to be sold
and with respect to the payment of all or any part of the purchase price or other consideration therefor:

Title of
the Class
    Date you
Acquired
    Name of Acquisition Transaction     Name of Person From
Whom Acquired
(If gift, also give date donor acquired)
    Amount of
Securities Acquired
    Date of Payment     Nature of Payment
Common Stock, without par value     02/14/2019    

These shares are a portion of the shares transferred by MAK Capital Fund LP ("MAK Fund") and MAK-ro Capital Master Fund LP ("MAK-ro Fund") which are investment funds. The shares transferred represent the pro rata portion of shares of certain redeemed and partially redeemed investors of MAK Fund and MAK-ro Fund. Bermuda One Fund LLC was formed to engage in an orderly liquidation of these shares.

   

These shares were acquired more than five (5) years ago by MAK Fund and MAK-ro Fund. MAK Capital One LLC is the investment manager of MAK Fund and MAK-ro Fund. MAK Capital One LLC is controlled by Michael A. Kaufman.

    2,875,891     No payment was made in connection with the transfer of the shares.     Not applicable.
 
INSTRUCTIONS:   If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.
 
 

TABLE II — SECURITIES SOLD DURING THE PAST 3 MONTHS

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

Name and Address of the Seller     Title of Securities Sold     Date of Sale     Amount of
Securities Sold
    Gross Proceeds

Bermuda One Fund LLC C/O MQ Services Ltd., Victoria Place, 31 Victoria Street Hamilton, Bermuda HM 10

    Common Stock, without par value     Shares were sold between March 26, 2019 and May 29, 2019 pursuant to a Rule 10b5-1 Plan adopted on March 25, 2019.     285,791     $5,817,340.00
 

Remarks:

(1) - Based on $22.37, the closing price on May 24, 2019.

 

 

 

INSTRUCTIONS:

See the definition of “person” in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

May 30, 2019
 
Date of Notice

 

March 25, 2019
 
Date of Plan Adoption or Giving of Instruction,
if Relying on Rule 10b5-1.

 

/s/ Scott D. Vogel, on behalf of VP Bermuda LLC, Managing Member of Seller
 
(Signature)

The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed.
Any copies not manually signed shall bear typed or printed signatures.

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

Agilysys (NASDAQ:AGYS)
Historical Stock Chart

1 Year : From Nov 2018 to Nov 2019

Click Here for more Agilysys Charts.

Agilysys (NASDAQ:AGYS)
Intraday Stock Chart

Today : Tuesday 19 November 2019

Click Here for more Agilysys Charts.

Latest AGYS Messages

{{bbMessage.M_Alias}} {{bbMessage.MSG_Date}} {{bbMessage.HowLongAgo}} {{bbMessage.MSG_ID}} {{bbMessage.MSG_Subject}}

Loading Messages....


No posts yet, be the first! No {{symbol}} Message Board. Create One! See More Posts on {{symbol}} Message Board See More Message Board Posts


Your Recent History
LSE
GKP
Gulf Keyst..
LSE
QPP
Quindell
FTSE
UKX
FTSE 100
LSE
IOF
Iofina
FX
GBPUSD
UK Sterlin..
Stocks you've viewed will appear in this box, letting you easily return to quotes you've seen previously.

Register now to create your own custom streaming stock watchlist.


NYSE, AMEX, and ASX quotes are delayed by at least 20 minutes.
All other quotes are delayed by at least 15 minutes unless otherwise stated.