0000921895-17-000024.txt : 20170104 0000921895-17-000024.hdr.sgml : 20170104 20170104162639 ACCESSION NUMBER: 0000921895-17-000024 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161230 FILED AS OF DATE: 20170104 DATE AS OF CHANGE: 20170104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMERI Holdings, Inc. CENTRAL INDEX KEY: 0000890821 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 954484725 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 MENLO PARK DRIVE CITY: EDISON STATE: NJ ZIP: 08837 BUSINESS PHONE: 732-243-9250 MAIL ADDRESS: STREET 1: 100 MENLO PARK DRIVE CITY: EDISON STATE: NJ ZIP: 08837 FORMER COMPANY: FORMER CONFORMED NAME: SPATIALIZER AUDIO LABORATORIES INC DATE OF NAME CHANGE: 19950323 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lone Star Value Management LLC CENTRAL INDEX KEY: 0001589350 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26460 FILM NUMBER: 17505862 BUSINESS ADDRESS: STREET 1: 53 FOREST AVENUE, 1ST FLOOR CITY: OLD GREENWICH STATE: CT ZIP: 06870 BUSINESS PHONE: (203) 542-0235 MAIL ADDRESS: STREET 1: 53 FOREST AVENUE, 1ST FLOOR CITY: OLD GREENWICH STATE: CT ZIP: 06870 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lone Star Value Investors GP LLC CENTRAL INDEX KEY: 0001589325 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26460 FILM NUMBER: 17505863 BUSINESS ADDRESS: STREET 1: 53 FOREST AVENUE, 1ST FLOOR CITY: OLD GREENWICH STATE: CT ZIP: 06870 BUSINESS PHONE: (203) 564-1405 MAIL ADDRESS: STREET 1: 53 FOREST AVENUE, 1ST FLOOR CITY: OLD GREENWICH STATE: CT ZIP: 06870 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lone Star Value Investors LP CENTRAL INDEX KEY: 0001589247 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26460 FILM NUMBER: 17505864 BUSINESS ADDRESS: STREET 1: 53 FOREST AVENUE, 1ST FLOOR CITY: OLD GREENWICH STATE: CT ZIP: 06870 BUSINESS PHONE: (203) 542-0235 MAIL ADDRESS: STREET 1: 53 FOREST AVENUE, 1ST FLOOR CITY: OLD GREENWICH STATE: CT ZIP: 06870 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eberwein Jeffrey E. CENTRAL INDEX KEY: 0001548312 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26460 FILM NUMBER: 17505865 MAIL ADDRESS: STREET 1: 53 FOREST AVENUE, 1ST FLOOR CITY: OLD GREENWICH STATE: CT ZIP: 06870 4 1 form410211002_01042017.xml OWNERSHIP DOCUMENT X0306 4 2016-12-30 0 0000890821 AMERI Holdings, Inc. AMRH 0001548312 Eberwein Jeffrey E. 53 FOREST AVENUE, 1ST FLOOR OLD GREENWICH CT 06870 1 0 1 0 0001589247 Lone Star Value Investors LP 53 FOREST AVENUE, 1ST FLOOR OLD GREENWICH CT 06870 0 0 1 0 0001589325 Lone Star Value Investors GP LLC 53 FOREST AVENUE, 1ST FLOOR OLD GREENWICH CT 06870 0 0 1 0 0001589350 Lone Star Value Management LLC 53 FOREST AVENUE, 1ST FLOOR OLD GREENWICH CT 06870 0 0 1 0 Common Stock 1666755 I By: Lone Star Value Investors, LP Common Stock 2016-12-30 4 P 0 40 6.51 A 69911 I By: Separately Managed Account 9.00% Series A Cumulative Preferred Stock 2016-12-30 4 J 0 363611 50 A 363611 I By: Lone Star Value Investors, LP 5% Convertible Note due May 2017 1.80 2016-12-30 4 J 0 5000000 5000000 D 2015-05-26 2019-05-26 Common Stock 2777778 0 I By: Lone Star Value Investors, LP This Form 4 is filed jointly by Lone Star Value Investors, LP ("Lone Star Value Investors"), Lone Star Value Investors GP, LLC ("Lone Star Value GP"), Lone Star Value Management, LLC ("Lone Star Value Management") and Jeffrey E. Eberwein (collectively, the "Reporting Persons"). Mr. Eberwein is a director of the Issuer and each Reporting Person is a member of a reporting group that owns in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Securities owned directly by Lone Star Value Investors. Lone Star Value GP, as the general partner of Lone Star Value Investors, may be deemed the beneficial owner of the securities owned by Lone Star Value Investors. Lone Star Value Management, as the investment manager of Lone Star Value Investors, may be deemed the beneficial owner of the securities owned by Lone Star Value Investors. Mr. Eberwein, as the manager of Lone Star Value GP and sole member of Lone Star Value Management, may be deemed the beneficial owner of the securities owned by Lone Star Value Investors. Mr. Eberwein expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. The purchase of the shares reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan entered into by Lone Star Value Management on behalf of Lone Star Value Investors and a certain managed account on March 17, 2016. Shares held in an account separately managed by Lone Star Value Management (the "Separately Managed Account I"). Lone Star Value Management, as the investment manager of the Separately Managed Account I, may be deemed to beneficially own the shares of Common Stock held in the Separately Managed Account I; and Jeffrey Eberwein, as the sole member of Lone Star Value Management may be deemed to beneficially own the shares of Common Stock held in the Separately Managed Account I for purposes of Section 16. Mr. Eberwein expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. On December 30, 2016, Lone Star Value Investors entered into an Exchange Agreement with the Issuer, pursuant to which the 5% Convertible Note (the "Note") held by Lone Star Value Investors was returned to the Issuer and cancelled in exchange for shares of the Issuer's 9.00% Series A Cumulative Preferred Stock, par value $0.01 per share, which is non-convertible and perpetual preferred stock of the Issuer. As a result of the exchange transaction, no principal or interest remained outstanding or payable under the Note and the Note was no longer convertible into shares of common stock of the Issuer. By: /s/ Jeffrey E. Eberwein 2017-01-04 Lone Star Value Investors, LP; By: Lone Star Value Investors GP, LLC; By: /s/ Jeffrey E. Eberwein, Authorized Signatory 2017-01-04 Lone Star Value Investors GP, LLC; By: /s/ Jeffrey E. Eberwein, Authorized Signatory 2017-01-04 Lone Star Value Management, LLC; By: /s/ Jeffrey E. Eberwein, Authorized Signatory 2017-01-04