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CPYT CarePayment Technologies Inc (CE)

0.0003

0.00 (0.00%)

Jun 06 2024 - Closed

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- Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Aequitas Management LLC	2. Issuer Name and Ticker or Trading Symbol CarePayment Technologies, Inc. [ CPYT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __ X __ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) 5300 MEADOWS ROAD, SUITE 400	3. Date of Earliest Transaction (MM/DD/YYYY) 2/3/2012
(Street) LAKE OSWEGO, OR 97035 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	2/3/2012		P		50000	A	$0.80	109227	I	By Aequitas Capital Management, Inc. ⁽¹⁾ ⁽²⁾
Class A Common Stock	4/30/2012		P ⁽³⁾		2000000	A	$1.00	2011260	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	9/11/2012		J ⁽⁴⁾		1132398	D	$0	67602	I	By Aequitas CarePayment Founders Fund, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	9/11/2012		J ⁽⁴⁾		547514	A	$0	2558774	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	9/11/2012		J ⁽⁴⁾		96	A	$0	96	I	By Aequitas Investment Management, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	11/14/2012		P		23590	A	$1.00	2582364	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	12/27/2012		P		23590	A	$1.00	2605954	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	12/27/2012		P		33969	A	$1.00	2639923	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	12/27/2012		P		47179	A	$1.00	2687102	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	12/27/2012		P		23590	A	$1.00	2710692	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	12/27/2012		P		23590	A	$1.00	2734282	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	12/31/2012		C ⁽⁵⁾		676020	A	$0	743622	I	By Aequitas CarePayment Founders Fund, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	12/31/2012		C ⁽⁵⁾		7230220	A	$0	9964502	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock	12/31/2012		C ⁽⁵⁾		960	A	$0	1056	I	By Aequitas Investment Management, LLC ⁽¹⁾ ⁽²⁾
Class A Common Stock								462603	I	By Aequitas Catalyst Fund, LLC ⁽¹⁾ ⁽²⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series D Convertible Preferred Stock	⁽⁶⁾	6/30/2012		J ⁽⁷⁾			1132398	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	1132398	$0	67602	I	By Aequitas CarePayment Founders Fund, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	6/30/2012		J ⁽⁷⁾		547514		⁽⁶⁾	⁽⁶⁾	Class A Common Stock	547514	$0	547514	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	6/30/2012		J ⁽⁷⁾		96		⁽⁶⁾	⁽⁶⁾	Class A Common Stock	96	$0	96	I	By Aequitas Investement Management, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	11/14/2012		P		23590		⁽⁶⁾	⁽⁶⁾	Class A Common Stock	23590	$10.94	571104	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	12/27/2012		P		23590		⁽⁶⁾	⁽⁶⁾	Class A Common Stock	23590	$10.80	594694	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	12/27/2012		P		23590		⁽⁶⁾	⁽⁶⁾	Class A Common Stock	23590	$10.73	618284	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	12/27/2012		P		33969		⁽⁶⁾	⁽⁶⁾	Class A Common Stock	33969	$10.96	652253	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	12/27/2012		P		47179		⁽⁶⁾	⁽⁶⁾	Class A Common Stock	47179	$10.96	699432	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	12/27/2012		P		23590		⁽⁶⁾	⁽⁶⁾	Class A Common Stock	23590	$10.76	723022	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	12/31/2012		C ⁽⁵⁾			67602	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	676020	$0	0	I	By Aequitas CarePayment Founders Fund, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	12/31/2012		C ⁽⁵⁾			723022	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	7230220	$0	0	I	By Aequitas Commercial Finance, LLC ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	⁽⁶⁾	12/31/2012		C ⁽⁵⁾			96	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	960	$0	0	I	By Aequitas Investment Management, LLC ⁽¹⁾ ⁽²⁾

Explanation of Responses:
( 1)	The voting and investment decisions with respect to the reported securities of CarePayment Technologies, Inc. (the "Company") owned by Aequitas CarePayment Founders Fund, LLC ("Founders Fund"), Aequitas Catalyst Fund, LLC ("Catalyst Fund"), Aequitas Capital Management, Inc. ("Aequitas"), Aequitas Commercial Finance, LLC ("ACF"), Aequitas Holdings, LLC ("Aequitas Holdings") and Aequitas Investment Management, LLC ("AIM") are directly determined by each entity's, or its manager's, Public Securities Investment Committee ("PSIC"). Each PSIC is composed of at least three members. Appointments to a PSIC must be approved by at least three members of Aequitas Management, LLC ("AML") holding, in the aggregate, at least 50% of AML's membership interests. (Continued at Footnote 2)
( 2)	(Continued from Footnote 1) Accordingly, AML may be deemed to be the indirect beneficial owner of the reported securities that are directly owned by Aequitas Holdings, Aequitas, ACF, Founders Fund, Catalyst Fund and AIM. The reporting persons disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests, if any, therein.
( 3)	On April 30, 2012, the Company issued 2,000,000 shares of Class A Common Stock to ACF, in connection with the conversion to Class A Common Stock of $2,000,000 of unpaid principal balance owed by the Company to ACF on a business loan.
( 4)	On September 11, 2012, Founders Fund transferred 1,132,398 shares of Class A Common Stock to its members, including 547,514 shares to ACF and 96 shares to AIM, in connection with the dissolution and winding up of Founders Fund. 67,602 shares of Class A Common Stock were held in Founders Fund following the transfers in order to cover outstanding expenses incurred in dissolution.
( 5)	On December 31, 2012, the reporting persons converted shares of the Company's Series D Convertible Preferred Stock into shares of Class A Common Stock on a 10-for-1 basis.
( 6)	As of the date of this Form 4, the Series D Convertible Preferred Stock is convertible into shares of Class A Common Stock at any time at the option of the holder and had no expiration date. However, the Series D Convertible Preferred Stock are subject to mandatory redemption by the Company during January 2013 out of legally available funds. The Series D Convertible Preferred Stock are convertible on a 10-for-1 basis or such lower ratio as determined in accordance with the Company's Second Amended and Restated Certificate of Designation as of the date of conversion.
( 7)	On June 30, 2012, Founders Fund transferred 1,132,398 shares of Series D Convertible Preferred Stock to its members, including 547,514 shares to ACF and 96 shares to AIM in connection with the dissolution and winding up of Founders Fund. 67,602 shares of Series D Convertible Preferred Stock were held in Founders Fund following the transfers in order to cover outstanding expenses incurred in dissolution.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Aequitas Management LLC 5300 MEADOWS ROAD SUITE 400 LAKE OSWEGO, OR 97035		X
Aequitas CarePayment Founders Fund, LLC 5300 MEADOWS ROAD SUITE 400 LAKE OSWEGO, OR 97035		X
Aequitas Catalyst Fund LLC 5300 MEADOWS ROAD SUITE 400 LAKE OSWAGO, OR 97035		X
Aequitas Holdings, LLC 5300 MEADOWS ROAD SUITE 400 LAKE OSWEGO, OR 97305		X
Aequitas Capital Management Inc. 5300 MEADOWS ROAD SUITE 400 LAKE OSWEGO, OR 97305		X
Aequitas Commercial Finance, LLC 5300 MEADOWS ROAD SUITE 400 LAKE OSWEGO, OR 97035		X

Signatures
/s/ Andrew S. Craig, Secretary, on behalf of Aequitas Management LLC		1/3/2013
^** Signature of Reporting Person		Date
/s/ Andrew S. Craig, Secretary, on behalf of Aequitas CarePayment Founders Fund, LLC		1/3/2013
^** Signature of Reporting Person		Date
/s/ Andrew S. Craig, Secretary, on behalf of Aequitas Catalyst Fund LLC		1/3/2013
^** Signature of Reporting Person		Date
/s/ Andrew S. Craig, Secretary, on behalf of Aequitas Holdings, LLC		1/3/2013
^** Signature of Reporting Person		Date
/s/ Andrew S. Craig, Secretary, on behalf of Aequitas Capital Management, Inc.		1/3/2013
^** Signature of Reporting Person		Date
/s/ Andrew S. Craig, Secretary, on behalf of Aequitas Commercial Finance, LLC		1/3/2013
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.

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