0000899243-18-026634.txt : 20181012
0000899243-18-026634.hdr.sgml : 20181012
20181012160624
ACCESSION NUMBER: 0000899243-18-026634
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181010
FILED AS OF DATE: 20181012
DATE AS OF CHANGE: 20181012
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ESW Capital, LLC
CENTRAL INDEX KEY: 0001477025
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1209
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23970
FILM NUMBER: 181120312
BUSINESS ADDRESS:
STREET 1: 401 CONGRESS AVENUE
STREET 2: SUITE 2650
CITY: AUSTIN
STATE: TX
ZIP: 78701
BUSINESS PHONE: 512-524-6149
MAIL ADDRESS:
STREET 1: 401 CONGRESS AVENUE
STREET 2: SUITE 2650
CITY: AUSTIN
STATE: TX
ZIP: 78701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LIEMANDT JOSEPH
CENTRAL INDEX KEY: 0001295389
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23970
FILM NUMBER: 181120313
MAIL ADDRESS:
STREET 1: 5001 PLAZA ON THE LAKE
CITY: AUSTIN
STATE: TX
ZIP: 78746
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FALCONSTOR SOFTWARE INC
CENTRAL INDEX KEY: 0000922521
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 770216135
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 125 BAYLIS ROAD
CITY: MELVILLE
STATE: NY
ZIP: 11747
BUSINESS PHONE: 631 777 5188
MAIL ADDRESS:
STREET 1: 125 BAYLIS ROAD
CITY: MELVILLE
STATE: NY
ZIP: 11747
FORMER COMPANY:
FORMER CONFORMED NAME: NETWORK PERIPHERALS INC
DATE OF NAME CHANGE: 19940502
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-10-10
0
0000922521
FALCONSTOR SOFTWARE INC
FALC
0001477025
ESW Capital, LLC
401 CONGRESS AVE., SUITE 2650
AUSTIN
TX
78701
0
0
1
0
0001295389
LIEMANDT JOSEPH
401 CONGRESS AVE., SUITE 2650
AUSTIN
TX
78701
0
0
1
0
Warrants
0.001
2018-10-10
4
P
0
122214132
A
2028-02-23
Common Stock
122214132
122214132
D
Series A Convertible Preferred Stock
2018-10-10
4
P
0
224786
0.2711
A
Common Stock
2708053
224786
D
The warrants reported herein were issued by the Issuer to ESW Capital, LLC ("ESW") in connection with its purchase of 9,990,506 units (each, a "Unit") in a private placement ("Financing"). The warrants are exercisable at any time prior to the expiration date.
The reported securities are included with 9,990,506 Units purchased by the reporting person for $0.371063 per Unit. Each Unit consists of (a) $0.10 in Issuer's senior secured debt, (b) warrants to purchase 12.233 shares of the Issuer's common stock, and (c) 0.0225 shares of the Company's Series A Convertible Preferred Stock at a per Unit price of $0.271063 (subject to certain adjustment).
The reported securities are held directly by ESW. Joseph Liemandt is the sole voting member of ESW and may be deemed to have beneficial ownership, for purposes of Section 13(d) of the Securities Exchange Act of 1934, of the securities held by ESW. Mr. Liemandt disclaims Section 16 beneficial ownership of the securities held by ESW, except to the extent, if any, of his pecuniary interest therein.
Each share of Series A Convertible Preferred Stock (the "Preferred Stock") of the Issuer has a stated value of $10 (the "Stated Value"). Each share of Preferred Stock is initially convertible into such number of shares of Common Stock determined by dividing the Stated Value by $1.02488, the initial conversion price of the Preferred Stock. The conversion price of the Preferred Stock is subject to adjustment from time to time in accordance with the terms of the Certificate of Designations of the Preferred Stock, including for accrued but unpaid dividends.
The Preferred Stock is convertible at any time, at the holder's election, into common stock of the Issuer and has no expiration date. The Preferred Stock accrues dividends which may, under circumstances, be paid in shares of Common Stock.
/s/ Andrew Price, Chief Financial Officer of ESW Capital, LLC
2018-10-12
/s/ Andrew Price, Attorney-in-Fact for Mr. Joseph Liemandt
2018-10-12