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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Convertible Note | $ 0 (1) | 11/04/2016 | D | 301,469 (1) | (2) | 07/01/2017 | Common Shares | 301,469 | (1) | 0 (3) (4) | I | By Dalea Partners, LP | |||
Series A Convertible Preferred Shares | $ 1.0928 | 11/04/2016 | A | 41,000 (1) | (5) | 11/04/2024 | Common Shares | 1,875,915 | (1) | 41,000 (3) (4) | I | By Dalea Partners, LP | |||
Series A Convertible Preferred Shares | $ 1.0928 | 11/04/2016 | A | 1,000 (6) | (5) | 11/04/2024 | Common Shares | 45,754 | $ 50 | 42,000 (3) (4) | I | By Dalea Partners, LP |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Mitchell Noah Malone III 16803 DALLAS PARKWAY ADDISON, TX 75001 |
X | X | Chief Executive Officer |
Meredith v. Kennedy, Attorney-in-Fact | 11/08/2016 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Dalea Partners, LP ("Dalea") disposed of $2.05 million of 13.0% Convertible Notes due 2017 (the "2017 Notes") in exchange for 41,000 shares of 12.0% Series A Convertible Redeemable Preferred Shares ("Series A Preferred") in an issuer exchange offer. |
(2) | The 2017 Notes were convertible at any time after July 1, 2015. |
(3) | The reporting person disclaims beneficial ownership of the securities covered by this statement except to the extent of his pecuniary interest therein, and the inclusion of the securities covered by this statement herein shall not be deemed an admission of beneficial ownership of the securities covered by this statement for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act"), or any other purpose. |
(4) | The reporting person may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Act. The reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer. |
(5) | The shares of Series A Preferred are convertible into common shares upon approval of listing of the common shares on the NYSE MKT and the Toronto Stock Exchange. |
(6) | Dalea acquired 1,000 of Series A Preferred Shares in a private placement directly from the issuer. |