0001209191-17-046995.txt : 20170801
0001209191-17-046995.hdr.sgml : 20170801
20170801195309
ACCESSION NUMBER: 0001209191-17-046995
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170728
FILED AS OF DATE: 20170801
DATE AS OF CHANGE: 20170801
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KNAPP ROBERT C
CENTRAL INDEX KEY: 0001223003
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35064
FILM NUMBER: 17998019
MAIL ADDRESS:
STREET 1: C/O IRONSIDES PARTNERS LLC
STREET 2: 100 SUMMER STREET, SUITE 2705
CITY: BOSTON
STATE: MA
ZIP: 02110
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: EMERGENT CAPITAL, INC.
CENTRAL INDEX KEY: 0001494448
STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311]
IRS NUMBER: 300663473
STATE OF INCORPORATION: FL
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5355 TOWN CENTER ROAD
STREET 2: SUITE 701
CITY: BOCA RATON
STATE: FL
ZIP: 33486
BUSINESS PHONE: 561-995-4200
MAIL ADDRESS:
STREET 1: 5355 TOWN CENTER ROAD
STREET 2: SUITE 701
CITY: BOCA RATON
STATE: FL
ZIP: 33486
FORMER COMPANY:
FORMER CONFORMED NAME: IMPERIAL HOLDINGS, INC.
DATE OF NAME CHANGE: 20141023
FORMER COMPANY:
FORMER CONFORMED NAME: Imperial Holdings, Inc.
DATE OF NAME CHANGE: 20110211
FORMER COMPANY:
FORMER CONFORMED NAME: Imperial Holdings, LLC
DATE OF NAME CHANGE: 20100617
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-07-28
0
0001494448
EMERGENT CAPITAL, INC.
EMGC
0001223003
KNAPP ROBERT C
C/O IRONSIDES PARTNERS LLC
100 SUMMER STREET
BOSTON
MA
02110
1
0
0
0
Common Stock Purchase Warrant (right to buy)
0.20
2017-07-28
4
J
0
1413206
A
2025-07-28
Common Stock
1413206
1413206
I
See footnote
Common Stock Purchase Warrant (right to buy)
0.20
2017-07-28
4
J
0
586794
A
2025-07-28
Common Stock
586794
586794
I
See footnote
5.00% Senior Unsecured Convertible Notes due 2023
2.00
2017-07-28
4
J
0
21447283.00
A
2017-07-28
2023-02-13
Common Stock
10723642
10723642
I
See footnote
5.00% Senior Unsecured Convertible Notes due 2023
2.00
2017-07-28
4
J
0
8905382.00
A
2017-07-28
2023-02-13
Common Stock
4452691
4452691
I
See footnote
8.50% Senior Unsecured Convertible Notes due 2019
6.59
2017-07-28
4
J
0
20652450.00
D
2014-02-21
2019-02-13
Common Stock
0
I
See footnote
8.50% Senior Unsecured Convertible Notes due 2019
6.59
2017-07-28
4
J
0
8575350.00
D
2014-02-21
2019-02-13
Common Stock
75
I
See footnote
Subject to adjustment in accordance with Article 3 of the warrant.
Acquired in connection with a rights purchase agreement, whereby rights to purchase shares of common stock in a rights offering were sold in exchange for the common stock purchase warrants.
The Warrants will vest at later times based on the conversion of the issuer's outstanding senior unsecured convertible notes outstanding as of July 28, 2017 (the "Outstanding Convertible Notes") into shares of the issuer's common stock on a 1 to 1 basis; provided that upon the earliest date on which (x) at least 50% of the aggregate principal amount of the Outstanding Convertible Notes are converted into shares of the issuer's common stock, or (y) all of the Outstanding Convertible Notes are no longer outstanding, then all remaining shares of the issuer's common stock under the Warrants shall vest and become immediately exercisable.
The notes and/or Warrants are held by a private fund. The Reporting Person is the sole manager of the general partner of the private fund, the sole owner and sole managing member of the sole member of the general partner and the sole owner of the managing member of the investment adviser of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The notes and Warrants are subject to a conversion limitation imposed by Florida State law that voids any conversion of such notes and/or Warrants into shares of common stock to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the shares of common stock unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation.
The notes and/or Warrants are held by a private fund. The Reporting Person is the sole managing member and sole owner of the sole member and manager of the general partner of the private fund and a director of a limited partner of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The notes and Warrants are subject to a conversion limitation imposed by Florida State law that voids any conversion of such notes and/or Warrants into shares of common stock to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the shares of common stock unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation.
$2.00 (500 shares of common stock per $1,000 principal amount of notes or .5 shares of common stock per $1.00 principal amount of notes, for notes denominated in $1.00 increments), in each case, subject to adjustment in accordance with Article 4 of the indenture governing the 5.00% Senior Unsecured Convertible Notes due 2023 (the "New Convertible Notes").
New Convertible Notes were acquired and the applicable 8.50% Senior Unsecured Convertible Notes due 2019 (the "Old Convertible Notes") were disposed of in connection with the Offer to Exchange, dated April 18, 2017 (the "Exchange Offer"), which provided that for each $1,000 in principal amount of Old Convertible Notes accepted for exchange in the Exchange Offer, holders of such Old Convertible Notes would receive (i) $1,000 in principal amount of New Convertible Notes plus an additional amount of New Convertible Notes equal to accrued and unpaid interest through and excluding the settlement date of the Exchange Offer on the Old Convertible Notes tendered and accepted by the issuer in the Exchange Offer and (ii) the right to subscribe in a rights offering for 500 shares of the issuer's $0.01 par value common stock at a price of $0.20 per share.
500 shares of common stock per $1,000 principal amount of notes or .5 shares of common stock per $1.00 principal amount of notes, for notes denominated in $1.00 increments, in each case, subject to adjustment in accordance with Article 4 of the indenture governing the New Convertible Notes.
$6.59 (151.7912 shares of common stock per $1,000 principal amount of notes or .1517912 shares of common stock per $1.00 principal amount of notes, for notes denominated in $1.00 increments), in each case, subject to adjustment in accordance with Article 4 of the indenture governing the Old Convertible Notes.
151.7912 shares of common stock per $1,000 principal amount of notes or .1517912 shares of common stock per $1.00 principal amount of notes, for notes denominated in $1.00 increments, in each case, subject to adjustment in accordance with Article 4 of the indenture governing the Old Convertible Notes.
The notes were held by a private fund. The Reporting Person is the sole manager of the general partner of the private fund, the sole owner and sole managing member of the sole member of the general partner and the sole owner of the managing member of the investment adviser of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The notes and Warrants are subject to a conversion limitation imposed by Florida State law that voids any conversion of such notes and/or Warrants into shares of common stock to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the shares of common stock unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation.
151.7912 shares of common stock per $1,000 principal amount of notes or .1517912 shares of common stock per $1.00 principal amount of notes, for notes denominated in $1.00 increments, in each case, subject to adjustment in accordance with Article 4 of the indenture governing the Old Convertible Notes and assuming Old Convertible Notes are convertible pursuant to the terms of the indenture governing to Old Convertible Notes.
Robert C. Knapp
2017-08-01