FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/11/2014 |
3. Issuer Name and Ticker or Trading Symbol
Panache Beverage, Inc. [ WDKA ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 16,629,876 | I | See footnote(1) |
Common Stock | 120,000 | I | See footnote(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Common Stock Purchase Warrant | 06/21/2013(3) | 12/21/2017 | Common Stock | 2,760,000 | $0.5 | I | See footnote(4) |
Common Stock Purchase Warrant | 08/14/2013(5) | 02/14/2018 | Common Stock | 1,840,000 | $0.5 | I | See footnote(4) |
Common Stock Purchase Warrant | 12/11/2014(6) | 06/11/2017 | Common Stock | 2,500,000 | $0.15 | I | See footnote(7) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Represents shares held of record by CCRF-Panache, LLC. These shares may be deemed to be indirectly beneficially owned by Consilium Investment Management, LLC, investment adviser to CCRF-Panache, LLC. |
2. Represents shares held of record by Charles T. Cassel III, managing director of Consilium Investment Management, LLC. |
3. The warrant vests and becomes exercisable in eight equal installments every six months, beginning on June 21, 2013. |
4. The warrant is owned directly by Consilium Investment Management, LLC. Charles T. Cassel III and Jonathan Binder are the managing directors of Consilium Investment Management, LLC and each has voting and dispositive power over the warrant. Each of Mr. Cassel and Mr. Binder disclaim beneficial ownership of the warrant held by Consilium Investment Management, LLC, except to the extent of their pecuniary interest therein. |
5. The warrant vests and becomes exercisable in eight equal installments every six months, beginning on August 14, 2013. |
6. The warrant vests and becomes exercisable in four equal installments every six months, beginning on December 11, 2014. |
7. The warrant is owned directly by Consilium Investment Partners, LLC. Mr. Cassel and Mr. Binder are the managing directors of Consilium Investment Partners, LLC and each has voting and dispositive power over the warrant. Each of Mr. Cassel and Mr. Binder disclaim beneficial ownership of the warrant held by Consilium Investment Partners, LLC, except to the extent of their pecuniary interest therein. |
Remarks: |
Exhibit - Joint Filer Statement |
/s/ Charles T. Cassel III, as managing director | 06/20/2014 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |