0001728644-18-000003.txt : 20180212
0001728644-18-000003.hdr.sgml : 20180212
20180212204044
ACCESSION NUMBER: 0001728644-18-000003
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20171222
FILED AS OF DATE: 20180212
DATE AS OF CHANGE: 20180212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Opportunity Fund I-SS, LLC
CENTRAL INDEX KEY: 0001728644
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-11635
FILM NUMBER: 18598752
BUSINESS ADDRESS:
STREET 1: C/O VENTURE BACK OFFICE
STREET 2: 790 SE CARY PARKWAY, SUITE 204
CITY: CARY
STATE: NC
ZIP: 27511
BUSINESS PHONE: 916-799-5800
MAIL ADDRESS:
STREET 1: C/O VENTURE BACK OFFICE
STREET 2: 790 SE CARY PARKWAY, SUITE 204
CITY: CARY
STATE: NC
ZIP: 27511
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FC Global Realty Inc
CENTRAL INDEX KEY: 0000711665
STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845]
IRS NUMBER: 592058100
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2300 COMPUTER DRIVE
STREET 2: BUILDING G,
CITY: WILLOW GROVE
STATE: PA
ZIP: 19090
BUSINESS PHONE: 2156193600
MAIL ADDRESS:
STREET 1: 2300 COMPUTER DRIVE
STREET 2: BUILDING G,
CITY: WILLOW GROVE
STATE: PA
ZIP: 19090
FORMER COMPANY:
FORMER CONFORMED NAME: PHOTOMEDEX INC
DATE OF NAME CHANGE: 20000811
FORMER COMPANY:
FORMER CONFORMED NAME: LASER PHOTONICS INC
DATE OF NAME CHANGE: 19920703
3/A
1
primary_doc.xml
PRIMARY DOCUMENT
X0206
3/A
2017-12-22
2018-01-29
0
0000711665
FC Global Realty Inc
FCRE
0001728644
Opportunity Fund I-SS, LLC
C/O VENTURE BACK OFFICE
790 SE CARY PARKWAY, SUITE 204
CARY
NC
27511
0
0
1
0
Option to Purchase Common Stock
Common Stock
251215
I
Footnote
Option to Purchase 35,335 shares of Series A Preferred Stock
Common Stock
883375
I
Footnote
Option to Purchase Common Stock
Common Stock
628019
I
Footnote
Option to Purchase 88,333 shares of Series A Preferred Stock
Common Stock
2208325
I
Footnote
3,725,000 shares of Series B Preferred Stock
Common Stock
4648386
D
All shares are owned by First Capital Real Estate Operating Partnership, L.P. ("FCOP"). Pursuant to a stock pledge agreement, FCOP pledged 251,215 shares of Common Stock and 35,335 shares of Series A Preferred Stock as security for a loan made by Opportunity Fund I-SS, LLC ("OP Fund") to First Capital Master Advisor, LLC ("Master Advisor")in the original principal amount of $1,000,000. Pursuant to the stock pledge agreement, OP Fund has an option to purchase the pledged shares in exchange for making an assignment of the loan to First Capital Real Estate Trust Incorporated ("FCRETI"). The option period commences 60 days after the date of the loan and extends through the life of the loan. Master Advisor and FCRETI are affiliates of FCOP.
Each share of Series A Preferred Stock is convertible into 25 shares of Common Stock, subject to Issuer stockholder approval.
All shares are owned by FCOP. Pursuant to a stock pledge agreement, FCOP pledged 628,019 shares of Common Stock and 88,333 shares of Series A Preferred Stock as security for a loan made by OP Fund to FCRETI in the original principal amount of $2,500,000. Pursuant to the stock pledge agreement, OP Fund has an option to purchase the pledged shares in exchange for making an assignment of the loan to FCRETI. The option period commences 60 days after the date of the loan and extends through the life of the loan. FCRETI is the General Partner of FCOP.
Each share of Series B Preferred Stock is convertible into shares of Common Stock, subject to certain limitations and Issuer stockholder approval.
Conversion is based on a formula (computed on date of conversion) per Issuer's certificate of designation. As of the date hereof, 1 share of Series B Preferred Stock is convertible into 1.25 shares of Common Stock.
/s/Kristen E. Pigman, Director of OP Fund I Manager, LLC the Sole Manager of Opportunity Fund I-SS, LLC
2018-02-11