0001354488-14-006034.txt : 20141128 0001354488-14-006034.hdr.sgml : 20141127 20141128080905 ACCESSION NUMBER: 0001354488-14-006034 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141125 FILED AS OF DATE: 20141128 DATE AS OF CHANGE: 20141128 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Viggle Inc. CENTRAL INDEX KEY: 0000725876 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 330637631 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 902 BROADWAY STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 212-231-0092 MAIL ADDRESS: STREET 1: 902 BROADWAY STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 FORMER COMPANY: FORMER CONFORMED NAME: FUNCTION (X) INC. DATE OF NAME CHANGE: 20110216 FORMER COMPANY: FORMER CONFORMED NAME: GATEWAY INDUSTRIES INC /DE/ DATE OF NAME CHANGE: 19980629 FORMER COMPANY: FORMER CONFORMED NAME: GATEWAY COMMUNICATIONS INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sillerman Investment Company, LLC CENTRAL INDEX KEY: 0001555189 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35620 FILM NUMBER: 141254989 BUSINESS ADDRESS: STREET 1: 650 MADISON AVENUE STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127968177 MAIL ADDRESS: STREET 1: 650 MADISON AVENUE STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 issuerdirect_section16.xml PRIMARY DOCUMENT X0306 4 2014-11-25 0 0000725876 Viggle Inc. VGGL 0001555189 Sillerman Investment Company, LLC C/O VIGGLE INC. 902 BROADWAY, 11TH FLOOR NEW YORK NY 10010 1 1 Warrants (right to buy) 2.98 2014-11-25 4 A 0 150000 A Common Stock 150000 150000 D Series C Convertible Preferred Stock 4.00 2014-11-25 4 A 0 3000 1000 A Common Stock 750000 3000 D The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. The Reporting Person is a director by deputization of the Issuer (as defined below) for purposes of Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Accordingly, the acquisition reported herein was exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3 promulgated thereunder. Warrants to purchase 150,000 shares of common stock, par value $0.001 per share of the Issuer at an exercise price of $2.98 per share (as adjusted in the event of stock splits and combination, reclassification, or merger or consolidation) issued to Sillerman Investment Company III LLC (?SIC III?) in connection with SIC III?s purchase of 3,000 shares of Series C Convertible Preferred Stock. The warrants will be exercisable only after stockholder approval has been given, and shall expire after ten (10) years. In a transaction exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-3 promulgated thereunder, the Reporting Person purchased 3,000 shares of the Issuer?s Series C Convertible Preferred Stock at a price of $1,000 per share. Each share has a stated value of $1,000, and is convertible into common stock at a conversion price of $4 per share. Therefore, the 3,000 shares of Series C Convertible Preferred Stock are convertible into 750,000 shares of the Issuer?s common stock. Such shares are convertible upon issuance and for a period of five years thereafter. /s/ Robert F.X. Sillerman 2014-11-25