0001140361-16-068981.txt : 20160607 0001140361-16-068981.hdr.sgml : 20160607 20160607171853 ACCESSION NUMBER: 0001140361-16-068981 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160603 FILED AS OF DATE: 20160607 DATE AS OF CHANGE: 20160607 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NEPHROS INC CENTRAL INDEX KEY: 0001196298 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 133971809 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 41 GRAND AVENUE CITY: RIVER EDGE, STATE: NJ ZIP: 07661 BUSINESS PHONE: 201.343.5202 MAIL ADDRESS: STREET 1: 41 GRAND AVENUE CITY: RIVER EDGE, STATE: NJ ZIP: 07661 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DAVIDSON CHARLES E CENTRAL INDEX KEY: 0001001391 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32288 FILM NUMBER: 161702071 MAIL ADDRESS: STREET 1: C/O WEXFORD CAPITAL LP STREET 2: 411 WEST PUTNAM AVE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JACOBS JOSEPH CENTRAL INDEX KEY: 0001048485 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32288 FILM NUMBER: 161702072 MAIL ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wexford GP LLC CENTRAL INDEX KEY: 0001472112 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32288 FILM NUMBER: 161702073 BUSINESS ADDRESS: STREET 1: C/O WEXFORD CAPITAL LP STREET 2: SUITE 125 CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-862-7000 MAIL ADDRESS: STREET 1: C/O WEXFORD CAPITAL LP STREET 2: SUITE 125 CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WEXFORD CAPITAL LP CENTRAL INDEX KEY: 0001048462 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32288 FILM NUMBER: 161702074 BUSINESS ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2038627000 MAIL ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: WEXFORD CAPITAL LLC DATE OF NAME CHANGE: 20000817 FORMER NAME: FORMER CONFORMED NAME: WEXFORD MANAGEMENT LLC DATE OF NAME CHANGE: 19971024 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lambda Investors LLC CENTRAL INDEX KEY: 0001413621 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32288 FILM NUMBER: 161702075 BUSINESS ADDRESS: STREET 1: C/O WEXFORD CAPITAL LP STREET 2: 411 WEST PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-862-7000 MAIL ADDRESS: STREET 1: C/O WEXFORD CAPITAL LP STREET 2: 411 WEST PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 4 1 doc1.xml FORM 4 X0306 4 2016-06-03 0 0001196298 NEPHROS INC NEPH 0001413621 Lambda Investors LLC 411 WEST PUTNAM AVENUE SUITE 125 GREENWICH CT 06830 1 0 1 0 0001048462 WEXFORD CAPITAL LP 411 WEST PUTNAM AVENUE SUITE 125 GREENWICH CT 06830 0 0 1 0 0001472112 Wexford GP LLC C/O WEXFORD CAPITAL LP SUITE 125 GREENWICH CT 06830 0 0 1 0 0001048485 JACOBS JOSEPH C/O WEXFORD CAPITAL LP 411 WEST PUTNAM AVENUE, SUITE 125 GREENWICH CT 06830 0 0 1 0 0001001391 DAVIDSON CHARLES E C/O WEXFORD CAPITAL LP 411 WEST PUTNAM AVE. GREENWICH CT 06830 0 0 1 0 Common Stock, par value $0.001 29800424 I Held directly by Lambda Investors LLC Common Stock, par value $0.001 190446 I Held directly by Wexford Capital LP Common Stock Warrant .30 2016-06-03 4 A 0 600000 A 2016-06-03 2021-06-03 Common Stock 600000 600000 I Held directly by Lamdba Investors LLC This form is jointly filed by Lambda Investors LLC ("Lambda") a, Wexford Capital LP ("Wexford"), Wexford GP LLC ("Wexford GP"), Charles E. Davidson ("Davidson") and Joseph M. Jacobs ("Jacobs"). The reported securities are held directly by Lambda and by Wexford. Wexford serves as manager of Lambda, and as such may be deemed to share beneficial ownership of the securities beneficially owned by Lambda, but disclaims such beneficial ownership to the extent such beneficial ownership exceeds its pecuniary interest. Wexford GP, as the general partner of Wexford, may be deemed to share beneficial ownership of the securities beneficially owned by Lambda, but disclaims such ownership to the extent such beneficial ownership exceeds its pecuniary interest. (continued under Footnote (2) below). (continued from Footnote (1) above) Messrs. Davidson and Jacobs, as the controlling persons of Wexford GP, may be deemed to share beneficial ownership of any securities beneficially owned by Lambda for which Wexford serves as manager, but disclaim such beneficial ownership to the extent such beneficial ownership exceeds their pecuniary interest. On June 3, 2016, Nephros, Inc. (the "Company"), Lambda and certain other investors entered into a Note and Warrant Purchase Agreement whereby Lambda agreed to loan the Company $300,000 pursuant to the issue of (i) an 11% Unsecured Promissory Note (the "Note"), and (ii) a five-year warrant to acquire two (2) shares of Common Stock, par value$0.001 per share, for each dollar of principal amount of the Note (the "Warrant"). Lambda Investors LLC By: Arthur Amron, Vice President and Assistant Secretary 2016-06-07 Wexford Capital LP, By: Wexford GP LLC, its general partner By Arthur Amron, Vice President and Assistant Secretary 2016-06-07 Wexford GP LLC, By Arthur Amron, Vice Presidentand Assistant Secretary 2016-06-07 Charles E. Davidson 2016-06-07 Joseph M. Jacobs 2016-06-07