Amended Statement of Changes in Beneficial Ownership (4/a)
September 28 2017 - 5:36PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
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Sarachek Joseph E
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2. Issuer Name
and
Ticker or Trading Symbol
EMERGENT CAPITAL, INC.
[
EMGC
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O KELLEY DRYE & WARREN LLP, 101 PARK AVENUE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
9/26/2017
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(Street)
NEW YORK, NY 10178
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
9/26/2017
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, par value $0.01 per share
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9/26/2017
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P
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0
(3)
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A
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$.45
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7320038
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I
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By JSARCo, LLC
(1)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Warrants (right to buy)
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$.20
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(2)
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7/28/2023
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Common Stock, par value $0.01 per share
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13575000
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13575000
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I
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By JSARCo, LLC
(1)
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Explanation of Responses:
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(1)
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Mr. Sarachek is the principal and manager of TopCo 1, LLC, which is the manager of JSARCo, LLC.
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(2)
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Of such warrants, 8,750,000 vested on July 28, 2017 and 4,825,000 will vest in connection with the conversion of the issuer's senior unsecured convertible notes outstanding as of July 28, 2017 (the "Outstanding Convertible Notes") into shares of the issuer's common stock on a 1 to 1 basis, or earlier upon the earliest date on which (x) at least 50% of the aggregate principal amount of the Outstanding Convertible Notes are converted into shares of the issuer's common stock, or (y) all of the Outstanding Convertible Notes are no longer outstanding.
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(3)
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This amendment is being filed to correct the acquisition previously reported.
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Remarks:
Because Joseph E. Sarachek, a director of the issuer, has voting and investment power over securities beneficially owned by TopCo 1, LLC and JSARCo, LLC, TopCo 1, LLC and JSARCo, LLC, may be deemed to be directors by deputization.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Sarachek Joseph E
C/O KELLEY DRYE & WARREN LLP
101 PARK AVENUE
NEW YORK, NY 10178
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X
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X
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TOPCO 1, LLC
C/O KELLEY DRYE & WARREN LLP
101 PARK AVENUE
NEW YORK, NY 10178
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X
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X
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JSARCO, LLC
C/O KELLEY DRYE & WARREN LLP
101 PARK AVENUE
NEW YORK, NY 10178
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X
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X
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Signatures
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/s/ Joseph E. Sarachek, individually, as manager of TopCo 1, LLC and for TopCo 1, LLC as manager of JSARCo, LLC
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9/28/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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