0001140361-16-058787.txt : 20160322 0001140361-16-058787.hdr.sgml : 20160322 20160322215744 ACCESSION NUMBER: 0001140361-16-058787 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160318 FILED AS OF DATE: 20160322 DATE AS OF CHANGE: 20160322 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Searchlight Minerals Corp. CENTRAL INDEX KEY: 0001084226 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 980232244 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: #120 - 2441 WEST HORIZON RIDGE PARKWAY CITY: HENDERSON STATE: NV ZIP: 89052 BUSINESS PHONE: (702) 939-5247 MAIL ADDRESS: STREET 1: #120 - 2441 WEST HORIZON RIDGE PARKWAY CITY: HENDERSON STATE: NV ZIP: 89052 FORMER COMPANY: FORMER CONFORMED NAME: PHAGE GENOMICS, INC DATE OF NAME CHANGE: 20050516 FORMER COMPANY: FORMER CONFORMED NAME: PHAGE GENOMICS INC DATE OF NAME CHANGE: 20031231 FORMER COMPANY: FORMER CONFORMED NAME: REGMA BIO TECHNOLOGIES LTD DATE OF NAME CHANGE: 20020221 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Thebes Partners Offshore, Ltd. CENTRAL INDEX KEY: 0001609548 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30995 FILM NUMBER: 161522261 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: (212) 763-8000 MAIL ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LUXOR SPECTRUM OFFSHORE LTD CENTRAL INDEX KEY: 0001434200 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30995 FILM NUMBER: 161522264 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LTD STREET 2: P.O. BOX 309 GT CITY: GEORGE TOWN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 345-949-8066 MAIL ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LTD STREET 2: P.O. BOX 309 GT CITY: GEORGE TOWN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Luxor Wavefront, LP CENTRAL INDEX KEY: 0001479129 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30995 FILM NUMBER: 161522265 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 763-8000 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Luxor Capital Partners, LP CENTRAL INDEX KEY: 0001393021 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30995 FILM NUMBER: 161522266 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 763-8000 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LCG HOLDINGS LLC CENTRAL INDEX KEY: 0001270742 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30995 FILM NUMBER: 161522263 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-763-8000 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LUXOR CAPITAL PARTNERS OFFSHORE LTD CENTRAL INDEX KEY: 0001356913 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30995 FILM NUMBER: 161522267 BUSINESS ADDRESS: STREET 1: C/O M&C CORPORATE SVCS LTD STREET 2: PO BOX 309 GT UGLAND HOUSE CITY: GEORGE TOWN STATE: E9 ZIP: 00000 BUSINESS PHONE: 2127638000 MAIL ADDRESS: STREET 1: C/O M&C CORPORATE SVCS LTD STREET 2: PO BOX 309 GT UGLAND HOUSE CITY: GEORGE TOWN STATE: E9 ZIP: 00000 FORMER NAME: FORMER CONFORMED NAME: LUXOR CAPITAL PARNTERS OFFSHORE LTD DATE OF NAME CHANGE: 20060321 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Thebes Offshore Master Fund, LP CENTRAL INDEX KEY: 0001649417 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30995 FILM NUMBER: 161522262 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-763-8000 MAIL ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Luxor Capital Group, LP CENTRAL INDEX KEY: 0001316580 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30995 FILM NUMBER: 161522268 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-763-8000 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 4 1 doc1.xml FORM 4 X0306 4 2016-03-18 0 0001084226 Searchlight Minerals Corp. SRCH 0001316580 Luxor Capital Group, LP 1114 AVENUE OF THE AMERICAS 29TH FLOOR NEW YORK NY 10036 0 0 1 0 0001356913 LUXOR CAPITAL PARTNERS OFFSHORE LTD C/O M&C CORPORATE SVCS LTD PO BOX 309 GT UGLAND HOUSE GEORGE TOWN E9 00000 CAYMAN ISLANDS 0 0 1 0 0001393021 Luxor Capital Partners, LP 1114 AVENUE OF THE AMERICAS 29TH FLOOR NEW YORK NY 10036 0 0 1 0 0001479129 Luxor Wavefront, LP 1114 AVENUE OF THE AMERICAS 29TH FLOOR NEW YORK NY 10036 0 0 1 0 0001434200 LUXOR SPECTRUM OFFSHORE LTD C/O MAPLES CORPORATE SERVICES LTD P.O. BOX 309 GT GEORGE TOWN E9 KY1-1104 CAYMAN ISLANDS 0 0 1 0 0001270742 LCG HOLDINGS LLC 1114 AVENUE OF THE AMERICAS 29TH FLOOR NEW YORK NY 10036 0 0 1 0 0001649417 Thebes Offshore Master Fund, LP C/O MAPLES CORPORATE SERVICES LIMITED BOX 309, UGLAND HOUSE GRAND CAYMAN E9 KY1-1104 CAYMAN ISLANDS 0 0 1 0 0001609548 Thebes Partners Offshore, Ltd. C/O MAPLES CORPORATE SERVICES LIMITED BOX 309, UGLAND HOUSE GRAND CAYMAN E9 KY1-1104 CAYMAN ISLANDS 0 0 1 0 Common Stock, par value $.001 2016-03-18 4 J 0 55742143 A 68197288 I By Luxor Capital Partners, LP Common Stock, par value $.001 2016-03-18 4 J 0 2010857 A 2868437 I By Separately Managed Account Common Stock, par value $.001 2016-03-18 4 J 0 18363857 A 21021710 I By Luxor Wavefront, LP Common Stock, par value $.001 2016-03-18 4 J 0 768857 A 1114376 I By Thebes Offshore Master Fund, LP Common Stock, par value $.001 2016-03-18 4 P 0 11144914 0.0350 A 79342202 I By Luxor Capital Partners, LP Common Stock, par value $.001 2016-03-18 4 P 0 31712229 0.0350 A 37179695 I By Luxor Capital Partners Offshore Master Fund, LP Warrant (Right to Buy) 1.27 2016-03-18 4 J 0 247706 D 2016-11-30 Common Stock, par value $.001 247706 0 I By Luxor Spectrum Offshore Master Fund, LP Warrant (Right to Buy) 1.27 2016-03-18 4 J 0 247706 A 2017-11-30 Common Stock, par value $.001 247706 247706 I By Luxor Spectrum Offshore Master Fund, LP Warrant (Right to Buy) 1.27 2016-03-18 4 J 0 28618 D 2016-11-30 Common Stock, par value $.001 28618 0 I By Luxor Spectrum, LLC Warrant (Right to Buy) 1.27 2016-03-18 4 J 0 28618 A 2017-11-30 Common Stock, par value $.001 28618 28618 I By Luxor Spectrum, LLC Warrant (Right to Buy) 1.27 2016-03-18 4 J 0 3275074 D 2016-11-30 Common Stock, par value $.001 1686562 0 I By Luxor Capital Partners, LP Warrant (Right to Buy) 1.27 2016-03-18 4 J 0 3275074 A 2017-11-30 Common Stock, par value $.001 1686562 1686562 I By Luxor Capital Partners, LP Warrant (Right to Buy) 1.27 2016-03-18 4 J 0 109506 D 2016-11-30 Common Stock, par value $.001 109506 0 I By Thebes Offshore Master Fund, LP Warrant (Right to Buy) 1.27 2016-03-18 4 J 0 109506 A 2017-11-30 Common Stock, par value $.001 109506 109506 I By Thebes Offshore Master Fund, LP Warrant (Right to Buy) 1.27 2016-03-18 4 J 0 1730303 D 2016-11-30 Common Stock, par value $.001 1730303 0 I By Luxor Capital Partners Offshore Master Fund, LP Warrant (Right to Buy) 1.27 2016-03-18 4 J 0 1730303 A 2017-11-30 Common Stock, par value $.001 1730303 1730303 I By Luxor Capital Partners Offshore Master Fund, LP Secured Convertible Promissory Notes 2016-03-18 4 J 0 1950975 D Common Stock, par value $.001 0 I By Luxor Capital Partners, LP Secured Convertible Promissory Notes 2016-03-18 4 J 0 70380 D Common Stock, par value $.001 0 I By Separately Managed Account Secured Convertible Promissory Notes 2016-03-18 4 J 0 642735 D Common Stock, par value $.001 0 I By Luxor Wavefront, LP Secured Convertible Promissory Notes 2016-03-18 4 J 0 26910 D Common Stock, par value $.001 0 I By Thebes Offshore Master Fund, LP This Form 4 is filed jointly by Luxor Capital Group, LP ("Luxor Capital Group"), Luxor Capital Partners, LP ("Onshore Fund"), Luxor Capital Partners Offshore, Ltd. ("Offshore Feeder Fund"), Luxor Spectrum Offshore, Ltd. ("Spectrum Feeder Fund"), Luxor Spectrum, LLC ("Spectrum Onshore Fund"), Luxor Wavefront, LP ("Wavefront Fund"), Thebes Partners Offshore, Ltd. ("Thebes Feeder Fund"), LCG Holdings, LLC ("LCG Holdings"), Luxor Management, LLC ("Luxor Management") and Christian Leone (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. Securities acquired in connection with the Reporting Persons' conversion of Secured Convertible Promissory Notes, dated September 18, 2013 (the "Notes"), pursuant to an Amendment to the Notes that allowed the Reporting Persons to convert the Notes into shares of Common Stock at a rate of $0.035 per share. Securities owned directly by Onshore Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Onshore Fund, may be deemed to beneficially own the securities owned directly by Onshore Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Onshore Fund. Securities held in an account separately managed by Luxor Capital Group (the "Separately Managed Account"). Luxor Capital Group, as the investment manager of the Separately Managed Account, may be deemed to beneficially own the securities held in the Separately Managed Account. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of Luxor Management, may be deemed to beneficially own the securities held in the Separately Managed Account. Securities owned directly by Wavefront Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Wavefront Fund, may be deemed to beneficially own the securities owned directly by Wavefront Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Wavefront Fund. Securities owned directly by Thebes Offshore Master Fund, LP ("Thebes Master Fund"). Thebes Feeder Fund, the owner of a controlling interest in, and together with a minority investor, the owner of 100% of the interests in Thebes Master Fund, may be deemed to beneficially own the securities owned directly by Thebes Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Thebes Master Fund, may be deemed to beneficially own the securities owned directly by Thebes Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Thebes Master Fund. Securities owned directly by Luxor Capital Partners Offshore Master Fund, LP ("Offshore Master Fund"). Offshore Feeder Fund, as the owner of a controlling interest in Offshore Master Fund, may be deemed to beneficially own the securities owned directly by Offshore Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Offshore Master Fund, may be deemed to beneficially own the securities owned directly by Offshore Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Offshore Master Fund. The disclosed transaction is the result of an amendment to the expiration dates of certain outstanding Warrants as approved by the Issuer's Board of Directors. Prior to the amendment, the Warrants were set to expire on November 30, 2016. The Warrants are now set to expire on November 30, 2017. The terms and conditions of the Warrants remain the same in all other respects. The Reporting Persons have agreed that the Warrants shall not be exercisable until at least September 18, 2016. Securities owned directly by Luxor Spectrum Offshore Master Fund, LP ("Spectrum Master Fund"). Spectrum Feeder Fund, as the owner of a controlling interest in Spectrum Master Fund, may be deemed to beneficially own the securities owned directly by Spectrum Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Spectrum Master Fund, may be deemed to beneficially own the securities owned directly by Spectrum Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Spectrum Master Fund. Securities owned directly by Spectrum Onshore Fund. LCG Holdings, as the managing member of Spectrum Onshore Fund, may be deemed to beneficially own the securities owned directly by Spectrum Onshore Fund. Christian Leone, as the managing member of LCG Holdings, may be deemed to beneficially own the securities owned directly by Spectrum Onshore Fund. /s/ Norris Nissim, as General Counsel of Luxor Management, LLC, General Partner of Luxor Capital Group, LP 2016-03-22