0001504304-18-000002.txt : 20180124 0001504304-18-000002.hdr.sgml : 20180124 20180124155318 ACCESSION NUMBER: 0001504304-18-000002 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180124 DATE AS OF CHANGE: 20180124 GROUP MEMBERS: ANDREW DAKOS GROUP MEMBERS: BULLDOG INVESTORS, LLC GROUP MEMBERS: PHILLIP GOLDSTEIN GROUP MEMBERS: STEVVEN SAMUELS SUBJECT COMPANY: 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 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86093 FILM NUMBER: 18545133 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 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/A DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT 1/23/18 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 3,900,389 8. SHARED VOTING POWER 3,882,599 9. SOLE DISPOSITIVE POWER 3,900,389 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 3,882,599 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 7,782,988(Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES X See footnote 1 ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 4.99% 14. TYPE OF REPORTING PERSON IA Footnote 1: Excludes (a) 1,600,000 shares of common stock of the issuer that may be acquired upon the exercise of warrants that vest and become exercisable as set forth therein and (b) 5,039,334 shares of common stock of the issuer that may be acquired upon conversion of 5.00% convertible notes that become convertible as set forth in the convertible note indenture. The reporting persons disclaim beneficial ownership except to the extent of any pecuniary interest therein. _______________________________________________________ 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 3,900,389 8. SHARED VOTING POWER 3,882,599 9. SOLE DISPOSITIVE POWER 3,900,389 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 3,882,599 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 7,782,988(Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES X See footnote 1 ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 4.99% 14. TYPE OF REPORTING PERSON IN Footnote 1: Excludes (a) 1,600,000 shares of common stock of the issuer that may be acquired upon the exercise of warrants that vest and become exercisable as set forth therein and (b) 5,039,334 shares of common stock of the issuer that may be acquired upon conversion of 5.00% convertible notes that become convertible as set forth in the convertible note indenture. The reporting persons disclaim beneficial ownership except to the extent of any pecuniary interest therein. ______________________________________________________________ 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 3,900,389 8. SHARED VOTING POWER 3,882,599 9. SOLE DISPOSITIVE POWER 3,900,389 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 3,882,599 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 7,782,988(Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES X See footnote 1 ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 4.99% 14. TYPE OF REPORTING PERSON IN Footnote 1: Excludes (a) 1,600,000 shares of common stock of the issuer that may be acquired upon the exercise of warrants that vest and become exercisable as set forth therein and (b) 5,039,334 shares of common stock of the issuer that may be acquired upon conversion of 5.00% convertible notes that become convertible as set forth in the convertible note indenture. The reporting persons disclaim beneficial ownership except to the extent of any pecuniary interest therein. _____________________________________________________________ 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 3,900,389 8. SHARED VOTING POWER 3,882,599 9. SOLE DISPOSITIVE POWER 3,900,389 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 3,882,599 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 7,782,988(Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES X See footnote 1 ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 4.99% 14. TYPE OF REPORTING PERSON IN Footnote 1: Excludes (a) 1,600,000 shares of common stock of the issuer that may be acquired upon the exercise of warrants that vest and become exercisable as set forth therein and (b) 5,039,334 shares of common stock of the issuer that may be acquired upon conversion of 5.00% convertible notes that become convertible as set forth in the convertible note indenture. The reporting persons disclaim beneficial ownership except to the extent of any pecuniary interest therein. _______________________________________________________ Item 1. SECURITY AND ISSUER This statement constitutes Amendment #14 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) There are 155,907,399 common shares outstanding as of 11/1/2017, per the 10-Q filed 11/2/2017. 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 January 23, 2018, Bulldog Investors, LLC is deemed to be the beneficial owner of 7,782,988 shares of EMGC (representing 4.99% of EMGC's outstanding shares) solely by virtue of Bulldog Investors LLC's power to direct the vote of, and dispose of, these shares. These 7,782,988 shares of EMGC include 3,900,389 shares (representing 2.50% of EMGC'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, LP, 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 7,782,988 shares of EMGC 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 3,882,599 shares (representing 2.49% of EMGC's outstanding shares). (b) Bulldog Investors, LLC has sole power to dispose of and vote 3,900,389 shares. Bulldog Investors, LLC has shared power to dispose of and vote 3,882,599 shares. Certain of Bulldog Investors, LLC's clients (none of whom beneficially own more than 5% of EMGC's shares) share this power with Bulldog Investors, LLC. Messrs. Goldstein, Dakos and Samuels are control persons of Bulldog Investors, LLC. c) Since the last filing on 11/29/17 the following shares of EMGC were sold: Date Shares Price 11/29/17 (4,000) 0.3913 11/30/17 (25,000) 0.3910 12/01/17 (34,421) 0.3959 12/04/17 (12,500) 0.3940 12/05/17 (97,800) 0.4011 12/06/17 (20,000) 0.4208 12/07/17 (10,457) 0.4100 12/08/17 (32,900) 0.4100 12/11/17 (9,068) 0.3900 12/12/17 (60,000) 0.3843 12/13/17 (50,000) 0.3900 12/13/17 (35,315) 0.3881 12/14/17 (50,000) 0.4017 12/15/17 (9,800) 0.4000 12/18/17 (35,000) 0.3957 12/19/17 (29,764) 0.4000 12/20/17 (50,000) 0.4000 12/21/17 (5,000) 0.4000 12/26/17 (23,302) 0.4047 12/26/17 (10,000) 0.4200 12/27/17 (30,685) 0.4000 12/28/17 (50,000) 0.4000 12/29/17 (350) 0.4100 01/03/18 (20,000) 0.4250 01/18/18 (5,000) 0.4300 01/23/18 (250,000) 0.4300 01/29/17 (81,209) 0.4000 01/16/18 (350) 0.4300 01/18/18 (9,650) 0.4300 d) Beneficiaries of managed accounts are entitled to receive any dividends or sales proceeds. e) The Reporting Persons ceased to be the beneficial owner of more than 5% of EMGC's common stock on January 23, 2018. ITEM 6. CONTRACTS,ARRANGEMENTS,UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. None ITEM 7. MATERIAL TO BE FILED AS EXHIBITS None After reasonable inquiry and to the best of my knowledg,e and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: 1/24/18 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