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