0001140361-18-040991.txt : 20181022 0001140361-18-040991.hdr.sgml : 20181022 20181022104106 ACCESSION NUMBER: 0001140361-18-040991 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20181022 DATE AS OF CHANGE: 20181022 GROUP MEMBERS: ALAN W. WEBER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Fluent, Inc. CENTRAL INDEX KEY: 0001460329 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 770688094 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85074 FILM NUMBER: 181131791 BUSINESS ADDRESS: STREET 1: 33 WHITEHALL STREET STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 6466697272 MAIL ADDRESS: STREET 1: 33 WHITEHALL STREET STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: Cogint, Inc. DATE OF NAME CHANGE: 20160923 FORMER COMPANY: FORMER CONFORMED NAME: IDI, Inc. DATE OF NAME CHANGE: 20150520 FORMER COMPANY: FORMER CONFORMED NAME: Tiger Media, Inc. DATE OF NAME CHANGE: 20121231 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JB CAPITAL PARTNERS LP CENTRAL INDEX KEY: 0001138532 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 5 EVAN PLACE CITY: ARMONK STATE: NY ZIP: 10504 BUSINESS PHONE: 914-273-4866 MAIL ADDRESS: STREET 1: 5 EVAN PLACE CITY: ARMONK STATE: NY ZIP: 10504 SC 13G 1 formsc13g.htm SC 13G


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No.__)*

Fluent, Inc.
(Name of Issuer)

Common Stock, par value $.0005
(Title of Class of Securities)

34380C102
(CUSIP Number)

October 12, 2018
(Date of Event Which Requires Filing of This Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 


CUSIP No. 34380C102
 
Page 2 of 8 Pages

1.
   
NAME OF REPORTING PERSON
JB Capital Partners, L.P.
2.
   
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)
3.
   
SEC USE ONLY
4.
   
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5.
SOLE VOTING POWER
- 0 -
6.
SHARED VOTING POWER
3,836,194
7.
SOLE DISPOSITIVE POWER
- 0 -
8.
SHARED DISPOSITIVE POWER
3,836,194
9.
   
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON
3,836,194
10.
   
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11.
   
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1%
12.
   
TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT
 

CUSIP No. 34380C102
 
Page 3 of 8 Pages

1.
   
NAME OF REPORTING PERSON
Alan W. Weber
2.
   
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)☒
3.
   
SEC USE ONLY
4.
   
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5.
SOLE VOTING POWER
0
6.
SHARED VOTING POWER
3,836,194
7.
SOLE DISPOSITIVE POWER
0
8.
SHARED DISPOSITIVE POWER
3,836,194
9.
   
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON
3,836,194
10.
   
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11.
   
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1%
12.
   
TYPE OF REPORTING PERSON*
IN, HC
*SEE INSTRUCTIONS BEFORE FILLING OUT
 

Item 1(a).
Name of Issuer.

FLUENT, INC.

Item 1(b).
Address of Issuer’s Principal Executive Offices:

33 Whitehall Street, 15th Floor
New York, NY 10004

Item 2(a).
Name of Persons Filing:

This statement is filed by:


(1)
JB Capital Partners, L.P., a Delaware limited partnership; and


(2)
Alan W. Weber, a United States citizen.

Item 2(b).
Address of Principal Business Office or, if None, Residence:

5 Evans Place, Armonk, New York 10504

Item 2(c).
Citizenship:

See Item 2(a)

Item 2(d).
Title of Class of Securities:

Common Stock, par value $0.0005

Item 2(e).
CUSIP Number:

34380C102

Item 3.
If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

Not applicable.

Item 4.
Ownership:


(i)
JB Capital Partners, L.P.(1)


(a)
Amount beneficially owned: 3,836,194

(b)
Percent of class: 5.1% *

(c)
Number of shares as to which such person has:

(i)
Sole power to vote or to direct the vote: 0 shares

(ii)
Shared power to vote or to direct the vote: 3,836,194 shares

(iii)
Sole power to dispose or to direct the disposition of: 0 shares

(iv)
Shared power to dispose or to direct the disposition of: 3,836,194 shares
 
Page 4 of 8 Pages


(ii)
Alan W. Weber(1)


(a)
Amount beneficially owned: 3,836,194

(b)
Percent of class: 5.1 %*

(c)
Number of shares as to which such person has:

(i)
Sole power to vote or to direct the vote: 0 shares

(ii)
Shared power to vote or to direct the vote: 3,836,194 shares

(iii)
Sole power to dispose or to direct the disposition of: 0 shares

(iv)
Shared power to dispose or to direct the disposition of: shares 3,836,194

 * Based on an aggregate of 75,289,624 shares of Common Stock, par value $0.0005 per share, outstanding as of August 3, 2018, as disclosed in the Issuer's Quarterly Report on Form 10-Q, for the quarter ended June 30, 2018.

 (1) Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein by the other Reporting Persons and any other person named herein. Each of the Reporting Persons disclaims membership in a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 (the "Exchange Act") or Rule 13d-5(b)(1) under the Exchange Act with any other Reporting Person or other person.

Item 5.
Ownership of Five Percent or Less of a Class.

Not applicable.

Item 6.
Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

See Item 2 and Note (1) in Item 4.

Item 8.
Identification and Classification of Members of the Group.

See Item 2 and Note (1) in Item 4.

Item 9.
Notice of Dissolution of Group.

Not applicable.
 
Page 5 of 8 Pages


Item 10.
Certifications.

By signing below we certify that, to the best of our knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.
 
Page 6 of 8 Pages


SIGNATURE

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.

Dated: October 18, 2018

 
JB CAPITAL PARTNERS, L.P.
       
 
By:
/s/ Alan W. Weber
 
   
Name: Alan W. Weber
 
   
Title: General Partner
 
       
 
/s/ Alan W. Weber
 
 
Alan W. Weber
 
 
Page 7 of 8 Pages


INDEX EXHIBIT

SCHEDULE 13G

Exhibit Number
 
Exhibit Description
Page
       
 
Joint Filing Agreement
9


Page 8 of 8 Pages


EX-99.1 2 ex99_1.htm EXHIBIT 99.1

Exhibit 1

JOINT FILING AGREEMENT

The undersigned hereby agree to the joint filing of the Statement on Schedule 13G filed herewith, and any amendments thereto, relating to the Common Stock, par value $0.0005 per share, of Fluent, Inc., with the Securities and Exchange Commission pursuant to and in accordance with the provisions of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended.

This Agreement may be executed in separate counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

Dated: October 18, 2018.

 
JB CAPITAL PARTNERS, L.P.
       
 
By:
/s/ Alan W. Weber
 
   
Name: Alan W. Weber
 
   
Title: General Partner
 
       
 
/s/ Alan W. Weber
 
 
Alan W. Weber