0001209191-17-054902.txt : 20171003 0001209191-17-054902.hdr.sgml : 20171003 20171003144636 ACCESSION NUMBER: 0001209191-17-054902 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170930 FILED AS OF DATE: 20171003 DATE AS OF CHANGE: 20171003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MILLER LLOYD I III CENTRAL INDEX KEY: 0000949119 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29637 FILM NUMBER: 171117331 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DETERMINE, INC. CENTRAL INDEX KEY: 0001090908 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770432030 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 615 WEST CARMEL DRIVE STREET 2: SUITE 100 CITY: CARMEL STATE: IN ZIP: 46032 BUSINESS PHONE: 650-532-1500 MAIL ADDRESS: STREET 1: 615 WEST CARMEL DRIVE STREET 2: SUITE 100 CITY: CARMEL STATE: IN ZIP: 46032 FORMER COMPANY: FORMER CONFORMED NAME: SELECTICA INC DATE OF NAME CHANGE: 19991203 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-09-30 0 0001090908 DETERMINE, INC. DTRM 0000949119 MILLER LLOYD I III 3300 SOUTH DIXIE HIGHWAY SUITE 1-365 WEST PALM BEACH FL 33405 0 0 1 0 Common Stock 419788 I By LIM III - Trust A-4 Common Stock 419787 I By MBM - Trust A-4 Common Stock 250820 D Common Stock 1353315 I By Milfam II L.P. Common Stock 334590 I By Trust C - Lloyd I. Miller Common Stock 2100 I By Trust D - Lloyd I. Miller Common Stock 211351 I By Milfam I L.P. Junior Secured Convertible Promissory Note and PIK Interest 3.00 2017-09-30 4 J 0 32208.87 A 2016-12-27 2021-12-27 Common Stock 10736 364721 I By Milfam II L.P. Junior Secured Convertible Promissory Note and PIK Interest 3.00 2017-09-30 4 J 0 16330.87 A 2015-12-16 2020-12-16 Common Stock 5443 220820 D Junior Secured Convertible Promissory Note and PIK Interest 3.00 2017-09-30 4 J 0 16330.87 A 2015-12-16 2020-12-16 Common Stock 5443 220820 I By Milfam II L.P. Junior Secured Convertible Promissory Note and PIK Interest 3.00 2017-09-30 4 J 0 8165.44 A 2015-12-16 2020-12-16 Common Stock 2722 110410 I By LIM III - Trust A-4 Junior Secured Convertible Promissory Note and PIK Interest 3.00 2017-09-30 4 J 0 8165.43 A 2015-12-16 2020-12-16 Common Stock 2721 110410 I By MBM - Trust A-4 Junior Secured Convertible Promissory Note and PIK Interest 5.70 2020-12-16 Common Stock 135600 135600 I By Milfam II L.P. Junior Secured Convertible Promissory Note and PIK Interest 5.70 2020-12-16 Common Stock 135600 135600 D Junior Secured Convertible Promissory Note and PIK Interest 5.70 2020-12-16 Common Stock 67800 67800 I By LIM III - Trust A-4 Junior Secured Convertible Promissory Note and PIK Interest 5.70 2020-12-16 Common Stock 67800 67800 I By MBM - Trust A-4 Additional Extension Payment Shares Common Stock 10417 10417 D Additional Extension Payment Shares Common Stock 10417 10417 I By Milfam II L.P. Warrant 6.00 Common Stock 79787 79787 I By Milfam I L.P. Warrant 6.00 Common Stock 79787 79787 I By Milfam II L.P. Warrant 6.00 Common Stock 79787 79787 I By Trust C - Lloyd I. Miller Warrant 7.00 2014-08-27 2019-08-27 Common Stock 24700 24700 I By LIM III - Trust A-4 Warrant 7.00 2014-08-27 2019-08-27 Common Stock 24701 24701 I By MBM - Trust A-4 Warrant 7.00 2014-08-27 2019-08-27 Common Stock 13722 13722 I By Trust C - Lloyd I. Miller Warrant 7.00 2014-08-27 2019-08-27 Common Stock 74102 74102 I By Milfam II L.P. Warrant 7.00 2014-07-24 2019-07-24 Common Stock 28779 28779 I By LIM III - Trust A-4 Warrant 7.00 2014-07-24 2019-07-24 Common Stock 28779 28779 I By MBM - Trust A-4 Warrant 7.00 2014-07-24 2019-07-24 Common Stock 15988 15988 I By Trust C - Lloyd I. Miller Warrant 7.00 2014-07-24 2019-07-24 Common Stock 86338 86338 I By Milfam II L.P. Series A Warrant 7.75 2013-12-01 2018-05-31 Common Stock 20447 20447 I By LIM III - Trust A-4 Series A Warrant 7.75 2013-12-01 2018-05-31 Common Stock 20447 20447 I By MBM - Trust A-4 Series A Warrant 7.75 2013-12-01 2018-05-31 Common Stock 11359 11359 I By Trust C - Lloyd I. Miller Series A Warrant 7.75 2013-12-01 2018-05-31 Common Stock 61342 61342 I By Milfam II L.P. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this filing. On September 27, 2017, in accordance with that certain Exercise of Authority of Distribution Adviser of Trust A-4, dated as of August 10, 2017, pursuant to which all securities held by Trust A-4 - Lloyd I. Miller were decanted to two (2) newly formed trusts, the investment adviser to Trust A-4 - Lloyd I. Miller directed the trustee and distribution adviser to distribute fifty percent (50%) of such securities to LIM III - Trust A-4 and fifty percent (50%) of such securities to MBM - Trust A-4. The decanting and distribution of all securities held or formerly held by Trust A-4 - Lloyd I. Miller is in process and final consummation thereof has yet to occur. Such transactions, when consummated, only effect a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in such securities and was (or will be) exempt from Section 16 of the Securities Exchange Act of 1934 pursuant to Rule 16a-13. At the election of the Issuer, the quarterly interest payment has been paid as paid-in-kind interest compounded to the original principal amount of the Note. Subject to adjustment for fractional shares. Includes all previously reported PIK Interest on Junior Secured Convertible Promissory Note As previously reported, the issuer entered into a binding term sheet with the reporting person pursuant to which the issuer agreed to issue and the reporting person agreed to purchase, junior secured convertible promissory notes in the aggregate principal amount of $3 million subject to negotiation and execution of definitive documentation. On March 11, 2015, the notes were executed and on May 5, 2015, the shareholders approved the conversion of the notes at the stockholders meeting. Pursuant to the Guaranty Fee Agreement, in the event that the maturity date of April 30, 2019 is extended, which extended termination date shall be no later than July 30, 2020, the Issuer agrees to issue Lloyd I. Miller, III and Milfam II L.P. the shares of common stock referenced herein. Such Warrant became exercisable six months following the date of issuance, February 6, 2015. Such Warrant will expire on the fifth anniversary of the exercisability date. /s/ Paul N. Silverstein Attorney-in-fact 2017-10-03