0001209191-19-000806.txt : 20190103 0001209191-19-000806.hdr.sgml : 20190103 20190103144850 ACCESSION NUMBER: 0001209191-19-000806 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20181221 FILED AS OF DATE: 20190103 DATE AS OF CHANGE: 20190103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Alimco Financial Corp CENTRAL INDEX KEY: 0001763340 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29637 FILM NUMBER: 19504945 BUSINESS ADDRESS: STREET 1: 3300 SOUTH DIXIE HIGHWAY, SUITE 1-365 CITY: WEST PALM BEACH STATE: FL ZIP: 33405 BUSINESS PHONE: (858) 829-6713 MAIL ADDRESS: STREET 1: 3300 SOUTH DIXIE HIGHWAY, SUITE 1-365 CITY: WEST PALM BEACH STATE: FL ZIP: 33405 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DETERMINE, INC. CENTRAL INDEX KEY: 0001090908 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770432030 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 615 WEST CARMEL DRIVE STREET 2: SUITE 100 CITY: CARMEL STATE: IN ZIP: 46032 BUSINESS PHONE: 650-532-1500 MAIL ADDRESS: STREET 1: 615 WEST CARMEL DRIVE STREET 2: SUITE 100 CITY: CARMEL STATE: IN ZIP: 46032 FORMER COMPANY: FORMER CONFORMED NAME: SELECTICA INC DATE OF NAME CHANGE: 19991203 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-12-21 0 0001090908 DETERMINE, INC. DTRM 0001763340 Alimco Financial Corp 3300 SOUTH DIXIE HIGHWAY SUITE 1-365 WEST PALM BEACH FL 33405 0 0 1 0 Common Stock 178457 I By Alimco Financial Corporation Junior Secured Convertible Promissory Note and PIK Interest 3.00 2015-12-16 2020-12-16 Common Stock 283948 I By Alimco Financial Corporation Junior Secured Convertible Promissory Note and PIK Interest 3.00 2016-12-27 2021-12-27 Common Stock 409606 I By Alimco Financial Corporation Warrant 0.01 2018-12-21 2023-12-20 Common Stock 5250000 I By Alimco Financial Corporation The reporting person disclaims beneficial ownership of these securities except to the extent of it's pecuniary interest therein. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this filing. Includes all PIK interest on Junior Secured Convertible Promissory Note. Subject to adjustment for fractional shares. /s/ Paul N. Silverstein Attorney-in-fact 2019-01-03 EX-24.3_823784 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints Paul N. Silverstein, as the undersigned's true and lawful attorney-in-fact with full power and authority as hereinafter described to: (1) prepare, execute and acknowledge for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or a beneficial owner of more than 10 percent of common stock of Determine, Inc. (the "Company"), Forms 3, 4, and 5 (including any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder (the "Exchange Act"); (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to prepare, complete and execute any such Form 3, 4, or 5, prepare, complete and execute any amendment or amendments thereto, and timely deliver and file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; (3) seek or obtain, as the undersigned's representative and on the undersigned's behalf, information regarding transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to such attorney-in-fact and approves and ratifies any such release of information; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact's discretion. The undersigned hereby grants to the attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that the attorney-in-fact, or the attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that: (i) this power of attorney authorizes the attorney-in-fact to act in his discretion in preparing Forms 3, 4 and 5 on information provided to the attorney-in-fact without independent verification of such information; (ii) the attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming nor relieving, nor is the Company assuming nor relieving, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act; (iii) neither the Company nor the foregoing attorney-in-fact assume any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act or any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act. This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 28th day of December, 2018. ALIMCO FINANCIAL CORPORATION /s/ Alan B. Howe --------------------------- Signature Alan B. Howe ------------------------- Print Name Title: Chief Executive Officer