0001193805-16-004428.txt : 20161229 0001193805-16-004428.hdr.sgml : 20161229 20161229163521 ACCESSION NUMBER: 0001193805-16-004428 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20161229 FILED AS OF DATE: 20161229 DATE AS OF CHANGE: 20161229 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RMG Networks Holding Corp CENTRAL INDEX KEY: 0001512074 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 274452594 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 15301 DALLAS PARKWAY, SUITE 500 CITY: ADDISON STATE: TX ZIP: 75001 BUSINESS PHONE: 972-578-8484 MAIL ADDRESS: STREET 1: 15301 DALLAS PARKWAY, SUITE 500 CITY: ADDISON STATE: TX ZIP: 75001 FORMER COMPANY: FORMER CONFORMED NAME: SCG Financial Acquisition Corp. DATE OF NAME CHANGE: 20110203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOOH Investment Manager LLC CENTRAL INDEX KEY: 0001565350 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35534 FILM NUMBER: 162075515 BUSINESS ADDRESS: STREET 1: 540 W. MADISON ST., SUITE 2500 CITY: CHICAGO STATE: IL ZIP: 60661 BUSINESS PHONE: 3125421001 MAIL ADDRESS: STREET 1: 540 W. MADISON ST., SUITE 2500 CITY: CHICAGO STATE: IL ZIP: 60661 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 2012 DOOH Investments LLC CENTRAL INDEX KEY: 0001565356 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35534 FILM NUMBER: 162075516 BUSINESS ADDRESS: STREET 1: 540 W. MADISON ST., SUITE 2500 CITY: CHICAGO STATE: IL ZIP: 60661 BUSINESS PHONE: 3125421001 MAIL ADDRESS: STREET 1: 540 W. MADISON ST., SUITE 2500 CITY: CHICAGO STATE: IL ZIP: 60661 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DRW Commodities, LLC CENTRAL INDEX KEY: 0001566768 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35534 FILM NUMBER: 162075517 BUSINESS ADDRESS: STREET 1: 540 W. MADISON ST., SUITE 2500 CITY: CHICAGO STATE: IL ZIP: 60661 BUSINESS PHONE: 3125421001 MAIL ADDRESS: STREET 1: 540 W. MADISON ST., SUITE 2500 CITY: CHICAGO STATE: IL ZIP: 60661 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wilson Donald R. Jr. CENTRAL INDEX KEY: 0001565352 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35534 FILM NUMBER: 162075518 MAIL ADDRESS: STREET 1: 540 W. MADISON ST., SUITE 2500 CITY: CHICAGO STATE: IL ZIP: 60661 4 1 e615660_4-wilson.xml OWNERSHIP DOCUMENT X0306 4 2016-12-29 0 0001512074 RMG Networks Holding Corp RMGN 0001565352 Wilson Donald R. Jr. 540 W. MADISON ST., SUITE 2500 CHICAGO IL 60661 0 0 1 0 0001566768 DRW Commodities, LLC 540 W. MADISON ST., SUITE 2500 CHICAGO IL 60661 0 0 1 0 0001565356 2012 DOOH Investments LLC 540 W. MADISON ST., SUITE 2500 CHICAGO IL 60661 0 0 1 0 0001565350 DOOH Investment Manager LLC 540 W. MADISON ST., SUITE 2500 CHICAGO IL 60661 0 0 1 0 Common Stock, par value $0.0001 per share 2016-12-29 4 X 0 281079 0.62 A 1620127 I By 2012 DOOH Investments LLC Common Stock, par value $0.0001 per share 2016-12-29 4 X 0 494264 0.62 A 2848914 I By DRW Commodities, LLC Common Stock, par value $0.0001 per share 2016-12-29 4 P 0 222154 0.62 A 1842281 I By 2012 DOOH Investments LLC Subscription Rights (right to buy) 0.62 2016-12-29 4 X 0 281079 0 D 2016-11-30 2016-12-22 Common Stock 281079 0 I By 2012 DOOH Investments LLC Subscription Rights (right to buy) 0.62 2016-12-29 4 X 0 494264 0 D 2016-11-30 2016-12-22 Common Stock 494264 0 I By DRW Commodities, LLC This Form 4 is being filed by Donald R. Wilson, Jr. ("Wilson"), as well as DRW Holdings, LLC ("DRW Holdings"), DRW Commodities, LLC ("DRW Commodities"), 2012 DOOH Investments LLC ("DOOH Investments") and DOOH Investment Manager LLC ("DOOH Manager"), as set forth on the Joint Filer Information Statement attached as an exhibit hereto. Reflects the exercise of subscription rights held by DOOH Investments and DRW Commodities, as applicable, pursuant to the Issuer's rights offering announced on November 30, 2016. Wilson is the sole manager of DOOH Manager, which is the sole manager of DOOH Investments. A majority of the equity of DOOH Investments is owned by the Donald R. Wilson, Jr. 2002 Trust, a trust for the benefit of members of Wilson's immediate family and of which Wilson serves as trustee or investment adviser. Wilson disclaims beneficial ownership of any securities held by DOOH Investments, except to the extent of his indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that Wilson is the beneficial owner of such securities for purposes of Section 16 or otherwise. Wilson is the sole manager of DRW Commodities and DRW Holdings, which owns 100% of the outstanding equity of DRW Commodities. A majority of the equity of DRW Holdings is owned, directly and indirectly, by trusts for the benefit of members of Wilson's immediate family and of which Wilson serves as trustee or investment adviser. Wilson disclaims beneficial ownership of any securities held by DRW Commodities, except to the extent of his indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that Wilson is the beneficial owner of such securities for purposes of Section 16 or otherwise. The number of shares of Common Stock beneficially owned through DRW Commodities following the reported transactions includes 200 shares of Common Stock that were previously omitted from the Reporting Persons' Form 3 and subsequent Form 4 filings. Reflects the purchase of shares of Common Stock pursuant to the Standby Purchase Agreement (the "Purchase Agreement"), dated as of November 30, 2016, among DRW Commodities, DOOH Investments, Children's Trust C/U The Donald R. Wilson 2009 GRAT #1 (the "Trust") and the Issuer. On December 21, 2016, DRW Commodities assigned its right to purchase Common Stock pursuant to the Purchase Agreement to the Trust. /s/ Donald R. Wilson, Jr. 2016-12-29 EX-99 2 e615660_ex99.htm Unassociated Document
 
Joint Filer Information

Names:
DRW Commodities, LLC
DRW Holdings, LLC
2012 DOOH Investments LLC
DOOH Investment Manager LLC
   
Address:
DRW Commodities, LLC
DRW Holdings, LLC
2012 DOOH Investments LLC
DOOH Investment Manager LLC
540 W. Madison Street, Suite 2500
Chicago, Illinois 60661
   
Designated Filer:
Donald R. Wilson, Jr.
   
Issuer and Ticker Symbol:
RMG Networks Holding Corp. [RMGN]
   
Date of Event Requiring Filing
Of  This Statement:
December 29, 2016
 
Each of the undersigned, DRW Commodities, LLC, DRW Holdings, LLC, 2012 DOOH Investments LLC and DOOH Investment Manager LLC, is jointly filing the attached Statement of Changes in Beneficial Ownership of Securities on Form 4 with Donald R. Wilson, Jr. with respect to the beneficial ownership of securities of RMG Networks Holding Corp.

Signatures:

DRW COMMODITIES, LLC
 
By:       /s/ Donald R. Wilson, Jr.
Name:  Donald R. Wilson, Jr.
Title:    Manager
 
 
DRW HOLDINGS, LLC
 
By:       /s/ Donald R. Wilson, Jr.
Name:  Donald R. Wilson, Jr.
Title:    Manager
 
 
 
 

 
2012 DOOH INVESTMENTS LLC
 
By: DOOH Investment Manager LLC
Its: Manager
 
By:       /s/ Donald R. Wilson, Jr.
Name:  Donald R. Wilson, Jr.
Title:    Manager


DOOH INVESTMENT MANAGER LLC
 
By:       /s/ Donald R. Wilson, Jr.
Name:  Donald R. Wilson, Jr.
Title:    Manager