0001649633-16-000004.txt : 20160112 0001649633-16-000004.hdr.sgml : 20160112 20160112191141 ACCESSION NUMBER: 0001649633-16-000004 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160108 FILED AS OF DATE: 20160112 DATE AS OF CHANGE: 20160112 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN POWER GROUP Corp CENTRAL INDEX KEY: 0000932699 STANDARD INDUSTRIAL CLASSIFICATION: ENGINES & TURBINES [3510] IRS NUMBER: 710724248 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 7 KIMBALL LANE STREET 2: BUILDING A CITY: LYNNFIELD STATE: MA ZIP: 01940 BUSINESS PHONE: 7812242411 MAIL ADDRESS: STREET 1: 7 KIMBALL LANE STREET 2: BUILDING A CITY: LYNNFIELD STATE: MA ZIP: 01940 FORMER COMPANY: FORMER CONFORMED NAME: GREENMAN TECHNOLOGIES INC DATE OF NAME CHANGE: 19941110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Arrow, LLC CENTRAL INDEX KEY: 0001649633 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13776 FILM NUMBER: 161339677 BUSINESS ADDRESS: STREET 1: 2747 PARADISE ROAD, SUITE 3604 CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 805-441-7178 MAIL ADDRESS: STREET 1: 2747 PARADISE ROAD, SUITE 3604 CITY: LAS VEGAS STATE: NV ZIP: 89109 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2016-01-08 0 0000932699 AMERICAN POWER GROUP Corp APGI 0001649633 Arrow, LLC 2747 PARADISE ROAD, SUITE 3604 LAS VEGAS NV 89109 0 0 1 0 Common Stock, par value $.01 per share 2016-01-08 4 J 0 46047 0.1108 A 1289126 D Common Stock, par value $.01 per share 2016-01-08 4 J 0 451264 0.1108 A 1289126 D Series A 10% Convertible Preferred Stock 0.4 2016-01-08 4 J 0 20.4084 10000 D Common Stock, par value $.01 per share 510210 0 D Series B 10% Convertible Preferred Stock 0.4 2016-01-08 4 J 0 200 10000 D Common Stock, par value $.01 per share 5000000 0 D Series D-2 Convertible Preferred Stock 0.4 2016-01-08 4 J 0 220.4084 10000 A Common Stock, par value $.01 per share 5510210 220.4084 D Series C Convertible Preferred Stock 0.2 2016-01-08 4 J 0 155.795 10000 D Common Stock, par value $.01 per share 7789726 0 D Series D-3 Convertible Preferred Stock 0.2 2016-01-08 4 J 0 155.795 10000 A Common Stock, par value $.01 per share 7789726 155.795 D Series D Convertible Preferred Stock 0.1 2016-01-08 4 P 0 15 100000 A Common Stock, par value $.01 per share 15000000 15 D Common Stock Warrants (Right to Buy) 0.1 2016-01-08 4 P 0 15000000 0.1 A 2016-01-08 2021-01-08 Common Stock, par value $.01 per share 15000000 15000000 D Arrow, LLC received 451,264 shares of Common Stock as a payment-in-kind dividend on 200 shares of the Series B 10% Convertible Preferred Stock owned at the time of the dividend payment date. Arrow, LLC received 46,047 shares of Common Stock as a payment-in-kind dividend on 20.4084 shares of the Series A Preferred Stock owned at the time of the dividend payment date. Pursuant to the terms of the Securities Purchase Agreement, dated as of January 8, 2016, among American Power Group Corporation, Arrow, Associated Private Equity, and a third accredited investor identified on the signature pages thereto, Arrow exchanged all of the shares of Series A 10% Convertible Preferred Stock and Series B 10% Convertible Preferred Stock of American Power Group Corporation owned by Arrow for an equal number of shares of a new Series D 2 Convertible Preferred Stock. Shares of Series A 10% Convertible Preferred Stock have no expiration date and are convertible at the respective holders' election. Shares of Series B 10% Convertible Preferred Stock have no expiration date and are convertible at the respective holders' election. Shares of Series D-2 Convertible Preferred Stock have no expiration date and are convertible at the respective holders' election. Shares of Series C Convertible Preferred Stock have no expiration date and are convertible at the respective holders' election. Shares of Series D-3 Convertible Preferred Stock have no expiration date and are convertible at the respective holders' election. Shares of Series D Convertible Preferred Stock have no expiration date and are convertible at the respective holders' election. Pursuant to the terms of the Securities Purchase Agreement, dated as of January 8, 2016, among American Power Group Corporation, Arrow, Associated Private Equity, and a third accredited investor identified on the signature pages thereto, Arrow exchanged all of the shares of Series C Convertible Preferred Stock of American Power Group Corporation owned by Arrow for an equal number of shares of a new Series D-3 Convertible Preferred Stock. If American Power Group Corporation has not filed a certificate of amendment to its Restated Certificate of Incorporation with the Secretary of State of the State of Delaware increasing the number of authorized shares of Common Stock from 200,000,000 to 350,000,000 shares by January 8, 2018, then the Warrants will remain exercisable until January 8, 2026. Matthew van Steenwyk, Director, on behalf of Arrow, LLC 2016-01-12