0000899243-20-006532.txt : 20200302
0000899243-20-006532.hdr.sgml : 20200302
20200302170841
ACCESSION NUMBER: 0000899243-20-006532
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200226
FILED AS OF DATE: 20200302
DATE AS OF CHANGE: 20200302
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BC Advisors LLC
CENTRAL INDEX KEY: 0001349003
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16073
FILM NUMBER: 20678072
BUSINESS ADDRESS:
STREET 1: 500 CRESCENT COURT
STREET 2: SUITE 230
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: (214) 756-6016
MAIL ADDRESS:
STREET 1: 500 CRESCENT COURT
STREET 2: SUITE 230
CITY: DALLAS
STATE: TX
ZIP: 75201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Northern Right Capital (QP), L.P.
CENTRAL INDEX KEY: 0001451722
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16073
FILM NUMBER: 20678073
BUSINESS ADDRESS:
STREET 1: 9 OLD KINGS HWY. S.
STREET 2: 4TH FLOOR
CITY: DARIEN
STATE: CT
ZIP: 06820
BUSINESS PHONE: (203) 951-5440
MAIL ADDRESS:
STREET 1: 9 OLD KINGS HWY. S.
STREET 2: 4TH FLOOR
CITY: DARIEN
STATE: CT
ZIP: 06820
FORMER NAME:
FORMER CONFORMED NAME: BECKER DRAPKIN PARTNERS (QP), L.P.
DATE OF NAME CHANGE: 20100820
FORMER NAME:
FORMER CONFORMED NAME: SRB GREENWAY OPPORTUNITY FUND (QP) LP
DATE OF NAME CHANGE: 20081209
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NRC Partners I, LP
CENTRAL INDEX KEY: 0001763594
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16073
FILM NUMBER: 20678074
BUSINESS ADDRESS:
STREET 1: 9 OLD KINGS HIGHWAY SOUTH
STREET 2: 4TH FLOOR
CITY: DARIEN
STATE: CT
ZIP: 06820
BUSINESS PHONE: (203) 951-5440
MAIL ADDRESS:
STREET 1: 9 OLD KINGS HIGHWAY SOUTH
STREET 2: 4TH FLOOR
CITY: DARIEN
STATE: CT
ZIP: 06820
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Northern Right Capital Management, L.P.
CENTRAL INDEX KEY: 0001346543
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16073
FILM NUMBER: 20678075
BUSINESS ADDRESS:
STREET 1: 9 OLD KINGS HWY. S.
STREET 2: 4TH FLOOR
CITY: DARIEN
STATE: CT
ZIP: 06820
BUSINESS PHONE: (203) 951-6084
MAIL ADDRESS:
STREET 1: 9 OLD KINGS HWY. S.
STREET 2: 4TH FLOOR
CITY: DARIEN
STATE: CT
ZIP: 06820
FORMER NAME:
FORMER CONFORMED NAME: Becker Drapkin Management, L.P.
DATE OF NAME CHANGE: 20100824
FORMER NAME:
FORMER CONFORMED NAME: SRB Management, L.P.
DATE OF NAME CHANGE: 20051209
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Great Elm Capital Group, Inc.
CENTRAL INDEX KEY: 0001082506
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 943219054
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: 800 SOUTH STREET
STREET 2: SUITE 230
CITY: WALTHAM
STATE: MA
ZIP: 02453
BUSINESS PHONE: (617) 375-3024
MAIL ADDRESS:
STREET 1: 800 SOUTH STREET
STREET 2: SUITE 230
CITY: WALTHAM
STATE: MA
ZIP: 02453
FORMER COMPANY:
FORMER CONFORMED NAME: UNWIRED PLANET, INC.
DATE OF NAME CHANGE: 20120504
FORMER COMPANY:
FORMER CONFORMED NAME: OPENWAVE SYSTEMS INC
DATE OF NAME CHANGE: 20001121
FORMER COMPANY:
FORMER CONFORMED NAME: PHONE COM INC
DATE OF NAME CHANGE: 19990504
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2020-02-26
0
0001082506
Great Elm Capital Group, Inc.
GEC
0001346543
Northern Right Capital Management, L.P.
9 OLD KINGS HWY S., 4TH FLOOR
DARIEN
CT
06820
0
0
1
1
Member of 13D 10% Group
0001763594
NRC Partners I, LP
C/O NORTHERN RIGHT CAPITAL MANAGEMENT,
L.P., 9 OLD KINGS HWY S., 4TH FLOOR
DARIEN
CT
06820
0
0
1
0
0001451722
Northern Right Capital (QP), L.P.
C/O NORTHERN RIGHT CAPITAL MANAGEMENT,
L.P., 9 OLD KINGS HWY S., 4TH FLOOR
DARIEN
CT
06820
0
0
1
0
0001349003
BC Advisors LLC
C/O NORTHERN RIGHT CAPITAL MANAGEMENT,
L.P., 9 OLD KINGS HWY S., 4TH FLOOR
DARIEN
CT
06820
0
0
1
0
Common Stock
2402792
I
See Footnote
5.0% Convertible Senior PIK Note due 2030
3.4722
2020-02-26
2030-02-26
Common Stock
936005
I
See Footnote
5.0% Convertible Senior PIK Note due 2030
3.4722
2020-02-26
2030-02-26
Common Stock
432002
I
See Footnote
5.0% Convertible Senior PIK Note due 2030
3.4722
2020-02-26
2030-02-26
Common Stock
288001
I
See Footnote
Northern Right Capital (QP), L.P. ("Northern Right QP") beneficially owns and has the power to vote or to direct the vote of 1,136,792 shares of common stock of Great Elm Capital Group, Inc. ("GEC"). A managed account (the "Account") on behalf of an investment advisory client of Northern Right Capital Management, L.P. ("Northern Right Management") beneficially owns 1,266,000 shares of common stock of GEC.
Represents 5.0% Convertible Senior PIK Notes due 2030 (the "Notes") of GEC purchased by certain investment advisory clients (collectively, the "Managed Accounts") of Northern Right Management. Northern Right Management acts as investment manager for the Managed Accounts.
Represents Notes purchased by NRC Partners I, L.P. ("NRC Partners").
Represents Notes purchased by Northern Right QP.
As general partner and investment manager of NRC Partners and Northern Right QP, Northern Right Management may be deemed to be the beneficial owner of the securities held by NRC Partners and Northern Right QP. As the investment manager of the Account and the Managed Accounts, Northern Right Management may also be deemed to be the beneficial owner of the securities held by such accounts. As general partner of Northern Right Management, BC Advisors, LLC ("BCA") may be deemed to be the beneficial owner of the securities beneficially owned (or deemed beneficially owned) by Northern Right Management. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein that may be beneficially owned by any of the other Reporting Persons, in each case except to the extent of any pecuniary interest therein,
(continued from footnote 5) and this report shall not be deemed an admission that any such entity or person is the beneficial owner of or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
The Reporting Persons are jointly filing this Form 3.
Northern Right Capital Management, L.P., By: BC Advisors, LLC, its general partner By: /s/ Matthew A. Drapkin, Matthew A. Drapkin, Authorized Signatory
2020-03-02
NRC Partners I, LP, By: Northern Right Capital Management, L.P., its general partner By: BC Advisors, LLC, its general partner By: /s/ Matthew A. Drapkin, Matthew A. Drapkin, Authorized Signatory
2020-03-02
Northern Right Capital QP, LP, By: Northern Right Capital Management, L.P., its general partner By: BC Advisors, LLC, its general partner By: /s/ Matthew A. Drapkin, Matthew A. Drapkin, Authorized Signatory
2020-03-02
BC Advisors, LLC, By: /s/ Matthew A. Drapkin, Matthew A. Drapkin, Authorized Signatory
2020-03-02