SEC FORM 4

SEC Form 4

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^*

RICHMONT CAPITAL PARTNERS V LP

(Last)

(First)

(Middle)

2400 NORTH DALLAS PARKWAY, SUITE 230

(Street)

PLANO

75093

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CVSL INC. [ CVSL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/26/2014

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
Common Stock	11/26/2014		C		3,200,000	A	$6.76⁽¹⁾⁽²⁾	3,200,000	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Convertible Subordinated Unsecured Promissory Note	$6.76⁽¹⁾⁽²⁾	11/26/2014		C			$21,625,869	11/26/2014	11/26/2014	Common Stock	3,200,000	$0	0	D

1. Name and Address of Reporting Person^*

RICHMONT CAPITAL PARTNERS V LP

(Last)

(First)

(Middle)

2400 NORTH DALLAS PARKWAY, SUITE 230

(Street)

PLANO

75093

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

RICHMONT STREET LLC

(Last)

(First)

(Middle)

2400 NORTH DALLAS PARKWAY SUITE 230

(Street)

PLANO

75093

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. On November 26, 2014, the Issuer and Richmont Capital Partners V LP ("Richmont Capital") agreed to convert, and converted, the Convertible Subordinated Unsecured Promissory Note dated December 12, 2012 issued by the Issuer to Richmont Capital, as amended (the "Note"), into 3,200,000 shares of the Issuer's common stock.

2. The principal amount of, and all accrued interest under, the Note was convertible into shares of the Issuer's common stock at a price of $6.60 per share (after giving effect to the reverse stock split, on a one-for-20 basis of the outstanding shares of common stock that took effect on October 16, 2014 (the "Reverse Stock Split")), but was not convertible into more than 3,200,000 shares of the Issuer's common stock (after giving effect to the Reverse Stock Split). The total amount due under the Note as of November 26, 2014 was $21,625,869, and because of the maximum number of shares issuable, the effective conversion price was $6.76 per share.

Remarks:

This report is filed jointly by Richmont Capital Partners V LP and its sole general partner, Richmont Street LLC. Richmont Street LLC disclaims beneficial ownership in the reported securities except to the extent of its pecuniary interest therein.

	/s/ John Rochon Jr., President of Richmont Street LLC, as the General Partner of Richmont Capital Partners V LP	12/01/2014
	/s/ John Rochon Jr., President of Richmont Street LLC	12/01/2014
	** Signature of Reporting Person	Date
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