EMERGENT CAPITAL, INC.
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(Name of Issuer)
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Common Stock, $0.01 par value
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(Title of Class of Securities)
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29102N105
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(CUSIP Number)
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Brett Lawrence
Stroock & Stroock & Lavan LLP
180 Maiden Lane
New York, NY 10038
212-806-5422
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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August 18, 2017
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(Date of Event which Requires Filing of this Statement)
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Robert C. Knapp
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(See Item 2) |
(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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AF, OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0 (See Item 5)
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8
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SHARED VOTING POWER
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0 (See Item 5)
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9
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SOLE DISPOSITIVE POWER
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0 (See Item 5)
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10
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SHARED DISPOSITIVE POWER
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0 (See Item 5)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0 (See Item 5)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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⊠ See Item 5 |
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0 (See Item 5)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Ironsides Partners LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(See Item 2)
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
|
SOLE VOTING POWER
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0 (See Item 5)
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|||
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||||
8
|
SHARED VOTING POWER
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0 (See Item 5)
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|||
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||||
9
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SOLE DISPOSITIVE POWER
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0 (See Item 5)
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|||
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||||
10
|
SHARED DISPOSITIVE POWER
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|
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||
0 (See Item 5)
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|||
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|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
0 (See Item 5)
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
⊠ See Item 5 |
|
|
|||
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|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
0 (See Item 5)
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|
|
|||
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|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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|||
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1
|
NAMES OF REPORTING PERSONS
|
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||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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|||
Ironsides P Fund L.P.
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|||
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||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(See Item 2)
|
(b)
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☒
|
|||
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||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO, WC
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5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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|
☐
|
||
|
|
||||
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|
||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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|
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||
Delaware
|
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|
|||
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|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0 (See Item 5)
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
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||
0 (See Item 5)
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|
|||
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|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 (See Item 5)
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|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
0 (See Item 5)
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
0 (See Item 5)
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
⊠ See Item 5 |
|
|
|||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
0 (See Item 5)
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
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|
||
PN
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|||
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1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Ironsides Partners Special Situations Master Fund II L.P.
|
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|
|||
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|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(See Item 2)
|
(b)
|
☒
|
|||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Cayman Islands
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0 (See Item 5)
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
0 (See Item 5)
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 (See Item 5)
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
0 (See Item 5)
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
0 (See Item 5)
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
⊠ See Item 5 |
|
|
|||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
0 (See Item 5)
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
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|||
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Transactions in securities of Emergent Capital, Inc.
convertible or exercisable into Common Stock during the preceding 60 days
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|||||
Transaction Date
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Party
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Security
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Acquired/Disposed
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Amount
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Price
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7/28/2017
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P Fund
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8.50% Convertible Notes
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Disposed
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$20,652,450
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8.50% Convertible Notes were exchanged for 5.00% Convertible Notes in the Exchange Offer.
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7/28/2017
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Master Fund
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8.50% Convertible Notes
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Disposed
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$8,575,350
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8.50% Convertible Notes were exchanged for 5.00% Convertible Notes in the Exchange Offer.
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7/28/2017
|
P Fund
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5.00% Convertible Notes
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Acquired
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$21,447,283
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5.00% Convertible Notes were received in connection with the settlement of the Exchange Offer.
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7/28/2017
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Master Fund
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5.00% Convertible Notes
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Acquired
|
$8,905,382
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5.00% Convertible Notes were received in connection with the settlement of the Exchange Offer.
|
7/28/2017
|
P Fund
|
Common Stock Purchase Warrant
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Acquired
|
Right to Purchase to 1,413,206 shares of Common Stock
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Acquired in connection with the Rights Purchase Agreement, whereby rights to purchase shares of Common Stock in the Rights Offering were sold in exchange for the right to receive the Common Stock
Purchase Warrants.
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7/28/2017
|
Master Fund
|
Common Stock Purchase Warrant
|
Acquired
|
Right to Purchase 586,794 shares of Common Stock
|
Acquired in connection with the Rights Purchase Agreement, whereby rights to purchase shares of Common Stock in the Rights Offering were sold in exchange for the right to receive the Common Stock
Purchase Warrants.
|
8/17/2017
|
P Fund
|
5.00% Convertible Notes
|
Acquired
|
$3,000,000
|
$1,957,500 (acquired in an open market transaction at 65.25% of par)
|
8/18/2017
|
P Fund
|
5.00% Convertible Notes
|
Acquired
|
$2,000,000
|
$1,350,000 (acquired in an open market transaction at 67.50% of par)
|
IRONSIDES PARTNERS LLC
|
|||
|
By:
|
/s/ Robert C. Knapp | |
Name: Robert C. Knapp | |||
Title: President | |||
Robert C. Knapp | |||
|
|
/s/ Robert C. Knapp | |
IRONSIDES P FUND L.P.
|
|||
By: | Ironsides P Fund GP LLC, its General Partner | ||
|
By:
|
/s/ Robert C. Knapp | |
Name: Robert C. Knapp | |||
Title: Manager | |||
IRONSIDES PARTNERS SPECIAL SITUATIONS MASTER FUND II L.P.
|
|||
By: |
Ironsides Partners Special Situations Fund GP LLC, its General Partner
|
||
|
By:
|
/s/ Robert C. Knapp | |
Name: Robert C. Knapp | |||
Title: Manager |