0000902664-18-000163.txt : 20180112 0000902664-18-000163.hdr.sgml : 20180112 20180112091239 ACCESSION NUMBER: 0000902664-18-000163 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180112 DATE AS OF CHANGE: 20180112 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Great Basin Scientific, Inc. CENTRAL INDEX KEY: 0001512138 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 830361454 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-88990 FILM NUMBER: 18524831 BUSINESS ADDRESS: STREET 1: 420 E. SOUTH TEMPLE STREET 2: SUITE 520 CITY: SALT LAKE CITY STATE: UT ZIP: 84111 BUSINESS PHONE: (801) 990-1055 MAIL ADDRESS: STREET 1: 420 E. SOUTH TEMPLE STREET 2: SUITE 520 CITY: SALT LAKE CITY STATE: UT ZIP: 84111 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Empery Asset Management, LP CENTRAL INDEX KEY: 0001469336 IRS NUMBER: 262107121 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1 ROCKEFELLER PLAZA, SUITE 1205 CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 212-608-3300 MAIL ADDRESS: STREET 1: 1 ROCKEFELLER PLAZA, SUITE 1205 CITY: NEW YORK STATE: NY ZIP: 10020 SC 13G/A 1 p18-0107sc13ga.htm GREAT BASIN SCIENTIFIC, INC.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13G
 
 
Under the Securities Exchange Act of 1934
 
(Amendment No. 1)*
 

Great Basin Scientific, Inc.

(Name of Issuer)
 

Common Stock, $0.001 par value

(Title of Class of Securities)
 

39013L882

(CUSIP Number)
 

December 31, 2017

(Date of event which requires filing of this statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
 
¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(Page 1 of 9 Pages)

 

______________________________

*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. 39013L882 13G

Page  2 of 9 Pages

 

1

NAMES OF REPORTING PERSONS

 

Empery Asset Master, Ltd.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

 

6

SHARED VOTING POWER

1 share of Common Stock issuable upon exercise of Warrants (See Item 4)

 

7

SOLE DISPOSITIVE POWER

 

8

SHARED DISPOSITIVE POWER

1 share of Common Stock issuable upon exercise of Warrants (See Item 4)

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1 share of Common Stock issuable upon exercise of Warrants (See Item 4)

 

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.00% (See Item 4)

12

TYPE OF REPORTING PERSON

OO

         

 

 

CUSIP No. 39013L882 13G

Page  3 of 9 Pages

 

1

NAMES OF REPORTING PERSONS

 

Empery Tax Efficient, LP

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

 

6

SHARED VOTING POWER

-0-

7

SOLE DISPOSITIVE POWER

 

8

SHARED DISPOSITIVE POWER

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

-0-

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.00% (See Item 4)

12

TYPE OF REPORTING PERSON

PN

         

 

 

CUSIP No. 39013L882 13G

Page  4 of 9 Pages

 

1

NAMES OF REPORTING PERSONS

 

Empery Tax Efficient II, LP

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

 

6

SHARED VOTING POWER

1 share of Common Stock issuable upon exercise of Warrants (See Item 4)

 

7

SOLE DISPOSITIVE POWER

 

8

SHARED DISPOSITIVE POWER

1 share of Common Stock issuable upon exercise of Warrants (See Item 4)

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1 share of Common Stock issuable upon exercise of Warrants (See Item 4)

 

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.00% (See Item 4)

12

TYPE OF REPORTING PERSON

PN

         

 

 

CUSIP No. 39013L882 13G

Page  5 of 9 Pages

 

1

NAMES OF REPORTING PERSONS

Empery Asset Management, LP

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

 

6

SHARED VOTING POWER

2 shares of Common Stock issuable upon exercise of Warrants (See Item 4)

 

7

SOLE DISPOSITIVE POWER

 

8

SHARED DISPOSITIVE POWER

2 shares of Common Stock issuable upon exercise of Warrants (See Item 4)

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2 shares of Common Stock issuable upon exercise of Warrants (See Item 4)

 

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.00% (See Item 4)

12

TYPE OF REPORTING PERSON

PN

         

 

 

CUSIP No. 39013L882 13G

Page  6 of 9 Pages

 

1

NAMES OF REPORTING PERSONS

Ryan M. Lane

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

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

 

6

SHARED VOTING POWER

2 shares of Common Stock issuable upon exercise of Warrants (See Item 4)

 

7

SOLE DISPOSITIVE POWER

 

8

SHARED DISPOSITIVE POWER

2 shares of Common Stock issuable upon exercise of Warrants (See Item 4)

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2 shares of Common Stock issuable upon exercise of Warrants (See Item 4)

 

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.00% (See Item 4)

12

TYPE OF REPORTING PERSON

IN

         

 

 

CUSIP No. 39013L882 13G

Page  7 of 9 Pages

 

1

NAMES OF REPORTING PERSONS

Martin D. Hoe

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

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

 

6

SHARED VOTING POWER

2 shares of Common Stock issuable upon exercise of Warrants (See Item 4)

 

7

SOLE DISPOSITIVE POWER

 

8

SHARED DISPOSITIVE POWER

2 shares of Common Stock issuable upon exercise of Warrants (See Item 4)

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2 shares of Common Stock issuable upon exercise of Warrants (See Item 4)

 

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.00% (See Item 4)

12

TYPE OF REPORTING PERSON

IN

         

 

 

CUSIP No. 39013L882 13G

Page  8 of 9 Pages

 

This Amendment No. 2 (this "Amendment") amends the statement on Schedule 13G filed on February 29, 2016 (the "Original Schedule 13G" as amended by Amendment No. 1 to the Original 13G filed on January 24, 2017, as amended, the "Schedule 13G"), with respect to shares of Common Stock, $0.001 par value (the "Common Shares"), of Great Basin Scientific, Inc. (the "Company"). Capitalized terms used herein and not otherwise defined in this Amendment have the meanings set forth in the Schedule 13G. This Amendment amends and restates Items 2(e), 4 and 5 in their entirety as set forth below.

 

Item 2(e) CUSIP NUMBER:
   
  39013L882

 

Item 4. OWNERSHIP.

 

    The information as of the date of the event which requires filing of this statement required by Items 4(a) – (c) is set forth in Rows 5 – 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.  The percentage set forth in Row 11 of the cover page for each Reporting Person is based on 5,342,140 shares of Common Stock issued and outstanding as of June 21, 2017, as represented in the Company’s Prospectus Supplement on Form 424(b)(4) filed with the Securities and Exchange Commission on June 21, 2017 and exercise of the Company's reported warrants (the "Reported Warrants").
     
    The Investment Manager, which serves as the investment manager to the Empery Funds, may be deemed to be the beneficial owner of all shares of Common Stock underlying the Reported Warrants held by the Empery Funds.  Each of the Reporting Individuals, as Managing Members of the General Partner of the Investment Manager with the power to exercise investment discretion, may be deemed to be the beneficial owner of all shares of Common Stock underlying the Reported Warrants held by the Empery Funds.  The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of shares of Common Stock owned by another Reporting Person.  Each of the Empery Funds and the Reporting Individuals hereby disclaims any beneficial ownership of any such shares of Common Stock.

 

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
   
  If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [X]

 

CUSIP No. 39013L882 13G

Page  9 of 9 Pages

 

SIGNATURES

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

DATED: January 12, 2018

   
  EMPERY ASSET MASTER, LTD.
  By: EMPERY ASSET MANAGEMENT, LP
  By: EMPERY AM GP, LLC, its General Partner
   
   
  By:  /s/ Ryan M. Lane
  Name:  Ryan M. Lane
  Title:  Managing Member
   
   
  EMPERY TAX EFFICIENT, LP
  By: EMPERY ASSET MANAGEMENT, LP
  By: EMPERY AM GP, LLC, its General Partner
   
   
  By:  /s/ Ryan M. Lane
  Name:  Ryan M. Lane
  Title:  Managing Member
   
  EMPERY TAX EFFICIENT II, LP
  By: EMPERY ASSET MANAGEMENT, LP
  By: EMPERY AM GP, LLC, its General Partner
   
   
  By:  /s/ Ryan M. Lane
  Name:  Ryan M. Lane
  Title:  Managing Member
   
  EMPERY ASSET MANAGEMENT, LP
  By: EMPERY AM GP, LLC, its General Partner
   
  By: /s/ Ryan M. Lane                                       
  Name:  Ryan M. Lane
  Title:  Managing Member
   
    /s/ Ryan M. Lane                                              
  Ryan M. Lane
   
    /s/ Martin D. Hoe                                           
  Martin D. Hoe