o
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Rule 13d-1(b)
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x
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Rule 13d-1(c)
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o
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Rule 13d-1(d)
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CUSIP No. 46617M109
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SCHEDULE 13G
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Page 2 of 10
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1
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NAME OF REPORTING PERSONS.
Indaba Capital Management, LLC
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization
Delaware
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NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING
PERSON WITH
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5
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Sole Voting Power
0
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6
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Shared Voting Power
1,050,000
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7
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Sole Dispositive Power
0
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8
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Shared Dispositive Power
1,050,000
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,050,000
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
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11
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Percent of Class Represented by Amount in Row (9)
10.76% (1)
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12
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Type of Reporting Person (See Instructions)
IA
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(1)
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Calculation of the foregoing percentage is based on 9,757,858 shares of Class A common stock outstanding immediately after completion of JGWPT Holdings Inc.’s (the “Issuer”) initial public offering (according to the prospectus filed by the issuer with the Securities and Exchange Commission on November 13, 2013).
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CUSIP No. 46617M109
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SCHEDULE 13G
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Page 3 of 10
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1
|
NAME OF REPORTING PERSONS.
Indaba Partners, LLC
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
|
|||
2
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Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
|
|||
3
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SEC Use Only
|
|||
4
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Citizenship or Place of Organization
Delaware
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|||
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING
PERSON WITH
|
5
|
Sole Voting Power
0
|
||
6
|
Shared Voting Power
1,050,000
|
|||
7
|
Sole Dispositive Power
0
|
|||
8
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Shared Dispositive Power
1,050,000
|
|||
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,050,000
|
|||
10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
|
|||
11
|
Percent of Class Represented by Amount in Row (9)
10.76% (1)
|
|||
12
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Type of Reporting Person (See Instructions)
OO
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|||
(1)
|
Calculation of the foregoing percentage is based on 9,757,858 shares of Class A common stock outstanding immediately after completion of the Issuer’s initial public offering (according to the prospectus filed by the issuer with the Securities and Exchange Commission on November 13, 2013).
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CUSIP No. 46617M109
|
SCHEDULE 13G
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Page 4 of 10
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1
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NAME OF REPORTING PERSONS.
Indaba Capital Fund, L.P.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
|
||||||||
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
|
||||||||
3
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SEC Use Only
|
||||||||
4
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Citizenship or Place of Organization
Cayman Islands
|
||||||||
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING
PERSON WITH
|
5
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Sole Voting Power
0
|
|||||||
6
|
Shared Voting Power
1,050,000
|
||||||||
7
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Sole Dispositive Power
0
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||||||||
8
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Shared Dispositive Power
1,050,000
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||||||||
9
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,050,000
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||||||||
10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
|
||||||||
11
|
Percent of Class Represented by Amount in Row (9)
10.76% (1)
|
||||||||
12
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Type of Reporting Person (See Instructions)
PN
|
||||||||
(1)
|
Calculation of the foregoing percentage is based on 9,757,858 shares of Class A common stock outstanding immediately after completion of the Issuer’s initial public offering (according to the prospectus filed by the issuer with the Securities and Exchange Commission on November 13, 2013).
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CUSIP No. 46617M109
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SCHEDULE 13G
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Page 5 of 10
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1
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NAME OF REPORTING PERSONS.
Derek C. Schrier
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
|
|||
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
|
|||
3
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SEC Use Only
|
|||
4
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Citizenship or Place of Organization
United States
|
|||
NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING
PERSON WITH
|
5
|
Sole Voting Power
0
|
||
6
|
Shared Voting Power
1,050,000
|
|||
7
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Sole Dispositive Power
0
|
|||
8
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Shared Dispositive Power
1,050,000
|
|||
9
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,050,000
|
|||
10
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
|
|||
11
|
Percent of Class Represented by Amount in Row (9)
10.76% (1)
|
|||
12
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Type of Reporting Person (See Instructions)
IN
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|||
(1)
|
Calculation of the foregoing percentage is based on 9,757,858 shares of Class A common stock outstanding immediately after completion of the Issuer’s initial public offering (according to the prospectus filed by the issuer with the Securities and Exchange Commission on November 13, 2013).
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CUSIP No. 46617M109
|
SCHEDULE 13G
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Page 6 of 10
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(a)
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Name of Issuer
|
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JGWPT Holdings Inc.
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(b)
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Address of Issuer’s Principal Executive Offices
|
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201 King of Prussia Road, Suite 501, Radnor, Pennsylvania 19087-5148
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(a)
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Name of Person Filing
|
||||||||||||
This Schedule 13G is being filed jointly on behalf of:
(i) Indaba Capital Fund, L.P., a Cayman Islands exempted limited partnership (the "Fund"),
(ii) Indaba Capital Management, LLC, a Delaware limited liability company, and the Fund's investment manager (the "Investment Manager"),
(iii) Indaba Partners, LLC, a Delaware limited liability company, and the Fund's sole general partner (the "General Partner"), and
(iv) Derek C. Schrier, a United States citizen and the Senior Managing Member of the Investment Manager and the General Partner (the "Senior Managing Member" and, collectively with the Investment Manager, the General Partner and the Fund, the "Reporting Persons").
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(b)
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Address of Principal Business office or, if None, Residence
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The business address of each of the Investment Manager, the General Partner and the Senior Managing Member is One Letterman Drive, Building D, Suite DM700, San Francisco, California 94129, USA. The registered office address of the Fund is c/o Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman KY1-1104, Cayman Islands.
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(c)
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Citizenship
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Each of the Investment Manager and the General Partner is a Delaware limited liability company and the Fund is a Cayman Islands exempted limited partnership. The Senior Managing Member is a United States citizen.
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(d)
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Title of Class of Securities
|
||||||||||||
Class A Common Stock, $0.00001 par value per share
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(e)
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CUSIP Number
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||||||||||||
46617M109
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Item 3.
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If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:
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CUSIP No. 46617M109
|
SCHEDULE 13G
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Page 7 of 10
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Item 4.
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Ownership
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(a)
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Amount beneficially owned:
|
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(i) Sole power to vote or to direct the vote:
|
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Incorporated by reference to Item 5 of the cover page pertaining to each Reporting Person.
|
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(ii) Shared power to direct the vote:
|
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Incorporated by reference to Item 6 of the cover page pertaining to each Reporting Person.
|
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(iii) Sole power to dispose or to direct the disposition of:
|
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Incorporated by reference to Item 7 of the cover page pertaining to each Reporting Person.
|
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(iv) Shared power to dispose or to direct the disposition of:
|
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Incorporated by reference to Item 8 of the cover page pertaining to each Reporting Person.
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
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Item 8.
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Identification and Classification of Members of the Group.
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Not applicable.
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CUSIP No. 46617M109
|
SCHEDULE 13G
|
Page 8 of 10
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Item 9.
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Notice of Dissolution of Group.
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Item 10.
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Certification:
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CUSIP No. 46617M109
|
SCHEDULE 13G
|
Page 9 of 10
|
INDABA CAPITAL MANAGEMENT, LLC
|
||||
By:
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/s/ Hank Brier
|
|||
Name: Hank Brier
|
||||
Title: General Counsel
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INDABA PARTNERS, LLC
|
||||
By:
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/s/ Hank Brier
|
|||
Name: Hank Brier
|
||||
Title: General Counsel
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INDABA CAPITAL FUND, L.P.
|
||||
By:
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/s/ Hank Brier
|
|||
Name: Hank Brier
|
||||
Title: General Counsel
|
||||
/s/ Derek C. Schrier | ||||
DEREK C. SCHRIER |
CUSIP No. 46617M109
|
SCHEDULE 13G
|
Page 10 of 10
|
INDABA CAPITAL MANAGEMENT, LLC
|
||||
By:
|
/s/ Hank Brier
|
|||
Name: Hank Brier
|
||||
Title: General Counsel
|
INDABA PARTNERS, LLC
|
||||
By:
|
/s/ Hank Brier
|
|||
Name: Hank Brier
|
||||
Title: General Counsel
|
INDABA CAPITAL FUND, L.P.
|
||||
By:
|
/s/ Hank Brier
|
|||
Name: Hank Brier
|
||||
Title: General Counsel
|
||||
/s/ Derek C. Schrier | ||||
DEREK C. SCHRIER |