0001504304-15-000085.txt : 20150626
0001504304-15-000085.hdr.sgml : 20150626
20150626124757
ACCESSION NUMBER: 0001504304-15-000085
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20150626
DATE AS OF CHANGE: 20150626
GROUP MEMBERS: ANDREW DAKOS
GROUP MEMBERS: BULLDOG INVESTORS GROUP OF FUNDS
GROUP MEMBERS: BULLDOG INVESTORS, LLC
GROUP MEMBERS: PHILLIP GOLDSTEIN
GROUP MEMBERS: STEVEN SAMUELS
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: IMPERIAL HOLDINGS, INC.
CENTRAL INDEX KEY: 0001494448
STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311]
IRS NUMBER: 300663473
STATE OF INCORPORATION: FL
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-86093
FILM NUMBER: 15954216
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: 20110211
FORMER COMPANY:
FORMER CONFORMED NAME: Imperial Holdings, LLC
DATE OF NAME CHANGE: 20100617
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: Bulldog Investors, LLC
CENTRAL INDEX KEY: 0001504304
IRS NUMBER: 270926182
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
BUSINESS ADDRESS:
STREET 1: PARK 80 WEST - PLAZA TWO
STREET 2: 250 PEHLE AVE. SUITE 708
CITY: SADDLE BROOK
STATE: NJ
ZIP: 07663
BUSINESS PHONE: 201 556-0092
MAIL ADDRESS:
STREET 1: PARK 80 WEST - PLAZA TWO
STREET 2: 250 PEHLE AVE. SUITE 708
CITY: SADDLE BROOK
STATE: NJ
ZIP: 07663
FORMER COMPANY:
FORMER CONFORMED NAME: Brooklyn Capital Management LLC
DATE OF NAME CHANGE: 20101026
SC 13D/A
1
thirda.txt
SCHEDULE 13D
DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT
6/21/15
1. NAME OF REPORTING PERSON
Bulldog Investors, LLC
2. CHECK THE BOX IF MEMBER OF A GROUP a[ ]
b[]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
DE
___________________________________________________________
7. SOLE VOTING POWER
2,470,592
8. SHARED VOTING POWER
2,008,845
9. SOLE DISPOSITIVE POWER
2,470,592
_______________________________________________________
10. SHARED DISPOSITIVE POWER
2,008,845
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
4,479,437 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
15.95%
14. TYPE OF REPORTING PERSON
IA
_______________________________________________________
1. NAME OF REPORTING PERSON
Bulldog Investors Group of Funds
2. CHECK THE BOX IF MEMBER OF A GROUP a[X]
b[]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
DE
___________________________________________________________
7. SOLE VOTING POWER
2,470,592
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
2,470,592
_______________________________________________________
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
2,470,592 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
8.79%
14. TYPE OF REPORTING PERSON
IC
___________________________________________________________
1. NAME OF REPORTING PERSON
Phillip Goldstein
2. CHECK THE BOX IF MEMBER OF A GROUP a[X]
b[]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
___________________________________________________________
7. SOLE VOTING POWER
2,470,592
8. SHARED VOTING POWER
2,008,845
9. SOLE DISPOSITIVE POWER
2,470,592
_______________________________________________________
10. SHARED DISPOSITIVE POWER
2,008,845
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
4,479,437 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
15.95%
14. TYPE OF REPORTING PERSON
IN
______________________________________________________________
1. NAME OF REPORTING PERSON
Andrew Dakos
2. CHECK THE BOX IF MEMBER OF A GROUP a[X]
b[]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
___________________________________________________________
7. SOLE VOTING POWER
2,470,592
8. SHARED VOTING POWER
2,008,845
9. SOLE DISPOSITIVE POWER
2,470,592
_______________________________________________________
10. SHARED DISPOSITIVE POWER
2,008,845
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
4,479,437 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
15.95%
14. TYPE OF REPORTING PERSON
IN
_____________________________________________________________
1. NAME OF REPORTING PERSON
Steven Samuels
2. CHECK THE BOX IF MEMBER OF A GROUP a[ ]
b[]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
___________________________________________________________
7. SOLE VOTING POWER
2,470,592
8. SHARED VOTING POWER
2,008,845
9. SOLE DISPOSITIVE POWER
2,470,592
_______________________________________________________
10. SHARED DISPOSITIVE POWER
2,008,845
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
4,479,437 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
15.95%
14. TYPE OF REPORTING PERSON
IN
____________________________________________________________
_______________________________________________________
Item 1. SECURITY AND ISSUER
This statement constitutes Amendment #11 to the schedule 13d
filed March 8, 2012. Except as specifically set forth
herein, the Schedule 13d remains unmodified.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As per the 424B5 filed on May 21, 2015, there were 28,091,423 shares of
common stock outstanding as of May 21, 2015. The percentages set forth
herein were derived using such number. Phillip Goldstein, Andrew Dakos and
Steven Samuels own Bulldog Investors, LLC, a registered investment advisor.
As of June 25, 2015, Bulldog Investors, LLC is deemed to be the beneficial
owner of 4,479,437 shares of IFT (representing 15.95% of IFT's outstanding
shares) solely by virtue of Bulldog Investors LLC's power to direct the vote
of, and dispose of, these shares. These 4,479,437 shares of IFT include
2,470,592 shares (representing 8.79% of IFT's outstanding shares) that are
beneficially owned by Messrs. Dakos and Goldstein and the following entities
over which Messrs. Goldstein, Dakos and Samuels exercise control: Opportunity
Partners LP, Calapasas West Partners, LP, Full Value Special Situations Fund,
LP, Full Value Offshore Fund, Ltd., Full Value Partners, LP, and MCM
Opportunity Partners, LP (collectively, "Bulldog Investors Group of Funds").
Messrs. Dakos and Goldstein and the Bulldog Investors Group of Funds may be
deemed to constitute a group. All other shares included in the aforementioned
4,479,437 shares of IFT beneficially owned by Bulldog Investors, LLC (solely
by virtue of its power to sell or direct the vote of these shares) are also
beneficially owned by clients of Bulldog Investors, LLC who are not members
of any group. The total number of these "non-group" shares is 2,008,845
shares (representing 7.16% of IFT's outstanding shares).
(b) Bulldog Investors, LLC has sole power to dispose of and vote 2,470,592
shares. Bulldog Investors, LLC has shared power to dispose of and vote
2,008,845 shares. Certain of Bulldog Investors, LLC's clients (none of whom
beneficially own more than 5% of IFT's shares) share this power with Bulldog
Investors, LLC. Messrs. Goldstein, Dakos and Samuels are control persons of
Bulldog Investors, LLC.
c) During the last 60 days shares of IFT were purchased via a rights exercise:
Date Shares Price
6/21/15 1,947,109 5.75
In addition on 5/28/15 Phillip Goldstein and Andrew Dakos each received 7,281
shares pursuant to IFT's Omnibus Incentive Plan.
d) Beneficiaries of managed accounts are entitled to receive any
dividends or sales proceeds.
e) NA
ITEM 6. CONTRACTS,ARRANGEMENTS,UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None
Footnote 1: The reporting persons disclaim beneficial ownership except
to the extent of any pecuniary interest therein.
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this
statement is true, complete and correct.
Dated: 6/26/15
By: /S/ Phillip Goldstein
Name: Phillip Goldstein
By: /S/ Andrew Dakos
Name: Andrew Dakos
By: /S/ Steven Samuels
Name: Steven Samuels
Bulldog Investors, LLC
By: /s/ Andrew Dakos
Andrew Dakos, Member
OPPORTUNITY PARTNERS, LP
By: /s/ Andrew Dakos
Andrew Dakos, Manager of the GP
CALAPASAS WEST PARTNERS, LP
By: /s/ Andrew Dakos
Andrew Dakos, Manager of the GP
FULL VALUE SPECIAL SITUATIONS FUND, LP
By: /s/ Andrew Dakos
Andrew Dakos, Manager of the GP
FULL VALUE OFFSHORE FUND, LTD.
By: /s/ Andrew Dakos
Andrew Dakos, Director
FULL VALUE PARTNERS, LP
By: /s/ Andrew Dakos
Andrew Dakos, Manager of the GP
MCM OPPORTUNITY PARTNERS, LP
By: /s/ Andrew Dakos
Andrew Dakos, Manager of the GP