Statement of Changes in Beneficial Ownership (4)
December 26 2019 - 2:25PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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KNAPP ROBERT C |
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 _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O IRONSIDES PARTNERS LLC, 100 SUMMER STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/23/2019 |
(Street)
BOSTON, MA 02210
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ 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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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) | 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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Common Stock Purchase Warrant (right to buy) | $0.20 (1) | 12/23/2019 | | J (2) | | | 586794 | (3) | 7/28/2025 | Common Stock | 586794 | (2) | 0 | I | See footnote (4) |
Common Stock Purchase Warrant (right to buy) | $.20 (1) | 12/23/2019 | | J (5) | | 3794 | | (3) | 7/28/2025 | Common Stock | 3794 | (5) | 3794 | I | See footnote (6) |
Common Stock Purchase Warrant (right to buy) | $.20 (1) | 12/23/2019 | | J (5) | | 74000 | | (3) | 7/28/2025 | Common Stock | 74000 | (5) | 74000 | I | See footnote (7) |
5.00% Senior Unsecured Convertible Notes due 2023 | $2.00 (8) | 12/23/2019 | | J (2) | | | $8405382 | 7/28/2017 | 2/13/2023 | Common Stock | 4202691 (9) | (2) | 0 | I | See footnote (4) |
5.00% Senior Unsecured Convertible Notes due 2023 | $2.00 (8) | 12/23/2019 | | J (5) | | $57382 | | 7/28/2017 | 2/13/2023 | Common Stock | 28691 (9) | (5) | $57382 (10) | I | See footnote (6) |
5.00% Senior Unsecured Convertible Notes due 2023 | $2.00 (8) | 12/23/2019 | | J (5) | | $1092000 | | 7/28/2017 | 2/13/2023 | Common Stock | 546000 (9) | (5) | $1092000 (10) | I | See footnote (7) |
Explanation of Responses: |
(1) | Subject to adjustment in accordance with Article 3 of the Warrant. |
(2) | Ironsides Partners Special Situations Master Fund II L.P. distributed these Warrants or 5% Convertible Notes (as defined below), as applicable, to its partners on a pro rata basis, for no consideration. |
(3) | The Warrants will vest at later times based on the conversion of the issuer's outstanding 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; provided that 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, then all remaining shares of the issuer's common stock under the Warrants shall vest and become immediately exercisable. |
(4) | The Warrants or 5% Convertible Notes, as applicable, were held by a private fund. The Reporting Person is the sole managing member and sole owner of the sole member and manager of the general partner of the private fund and a director of a limited partner of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. |
(5) | Pro rata distribution from Ironsides Partners Special Situations Master Fund II L.P. for no consideration. |
(6) | The Warrants and the 5% Convertible Notes are held by a private fund. The Reporting Person is the manager of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The Warrants and the 5% Convertible Notes are subject to a conversion limitation imposed by Florida State law that voids any conversion of such Warrants and/or 5% Convertible Notes into shares of common stock to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the shares of common stock unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation. |
(7) | The Warrants and the 5% Convertible Notes are held by a private fund. The Reporting Person is the manager of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The Warrants and the 5% Convertible Notes are subject to a conversion limitation imposed by Florida State law that voids any conversion of such Warrants and/or 5% Convertible Notes into shares of common stock to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the shares of common stock unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation. |
(8) | $2.00 (500 shares of common stock per $1,000 principal amount of 5% Convertible Notes, subject to adjustment in accordance with Article 4 of the indenture governing the 5.00% Senior Unsecured Convertible Notes due 2023 (the "5% Convertible Notes")). |
(9) | 500 shares of common stock per $1,000 principal amount of 5% Convertible Notes, subject to adjustment in accordance with Article 4 of the indenture governing the 5% Convertible Notes. |
(10) | This amount reflects the principal amount of 5% Convertible Notes, rather than the number of shares of Common Stock underlying such 5% Convertible Notes. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
KNAPP ROBERT C C/O IRONSIDES PARTNERS LLC 100 SUMMER STREET BOSTON, MA 02210 | X |
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Signatures
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/s/ Robert Knapp | | 12/26/2019 |
**Signature of Reporting Person | Date |