FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SecureAlert, Inc. [ SCRA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/03/2012 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 03/12/2013 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock(1) | 02/04/2013 | J(2) | 94,509,600 | A | $0.0225 | 970,120,201 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 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: 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 | ||||||||
Convertible Loan | $0.0225 | 12/03/2012 | J(3) | $16,640,000 | 03/01/2013 | (3) | Common Stock | 739,555,556 | (3) | $16,640,000 | D | ||||
Option to purchase Common Stock | $0.0477 | 02/01/2013 | J(4) | 1(4) | 02/01/2013 | 02/28/2013 | Common Stock | 104,914,420 | (4) | 1(4) | D | ||||
Convertible Debenture | $0.0225 | 02/04/2012 | J(2) | $2,000,000 | (2) | (2) | Common Stock | 94,509,600 | (2) | $0 | D |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. This Form 4 is filed jointly by Sapinda Asia Limited ("Sapinda Asia") and Lars Windhorst (collectively, the "Reporting Persons"). As the sole shareholder of Sapinda Asia, Mr. Windhorst may be deemended to beneficially own the Common Stock beneficially owned by Sapinda Asia. Mr. Windhorst disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein. |
2. On February 4, 2013, Sapinda Asia converted $2,000,000 aggregate principal amount in convertible debentures at a rate of $0.0225 per share, receiving a total of 94,509,600 shares of Common Stock. |
3. On December 3, 2012, Sapinda Asia entered into a Loan and Security Agreement with the Issuer pursuant to which among other things Sapinda Asia loaned $16,640,000 to the Issuer. This loan, along with any accrued and unpaid interest and fees, is convertible into Common Stock at a rate of $0.0225 per share, for a total of 739,555,556 shares. The loan is due on June 17, 2014. |
4. On February 1, 2013, Sapinda Asia entered into a Settlement Agreement and Royalty and Share Buy Back with the Issuer and Borinquen Container Corporation ("BQN") pursuant to which among other things BQN granted Sapinda Asia an option to purchase all of BQN's Common Stock and Series D Preferred Stock for $5,000,000 by February 28, 2013. If exercised, Sapinda Asia would have owned an additional 81,514,420 shares of Common Stock and 3,900 shares of Series D Preferred Stock, each of which was convertible into 6,000 shares of Common Stock, for a total of 104,914,420 shares of Common Stock. The option expired unexercised on February 28, 2013. |
Remarks: |
Sapinda Holding B.V. ("Sapinda Holding") has filed a joint Schedule 13D reporting beneficial ownership of Common Stock. Sapinda Holding and Sapinda Asia are not affiliated entities. Sapinda Holding and the Reporting Person know each other well and have often co-invested and pursued similar interests with regard to their mutual investments. Both entities regularly consult one another with regard to their mutual investment strategies. The entities may (or may not) pursue a common investment strategy with regard to the Issuer. |
Sapinda Asia Limited; By: /s/ Lars Windhorst, Authorized Signatory | 11/05/2013 | |
By: /s/ Lars Windhorst | 11/05/2013 | |
** 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 Number. |