1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Series A Preferred Stock, par value $0.01 per share
|
Â
(2)
|
Â
(2)
|
Common Stock
|
1,060,000
|
$
(2)
|
I
|
By Mariposa Acquisition, LLC
(1)
|
Warrant (right to buy)
|
05/17/2013 |
10/31/2016 |
Common Stock
|
833,333
(3)
|
$
11.5
(3)
|
I
|
By Mariposa Acquisition, LLC
(1)
|
* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
Represents an indirect interest held by Mariposa Acquisition, LLC. Mr. Franklin is the managing member of Mariposa Acquisition, LLC and may be considered to have beneficial ownership of Mariposa Acquisition, LLC's interests in the Issuer. Mr. Franklin disclaims beneficial ownership of any shares in which he does not have a pecuniary interest. Mr. Franklin owns, directly or indirectly, 61.32% of Mariposa Acquisition, LLC representing 3,258,427 shares of Common Stock, 649,992 shares of Series A Preferred Stock and 510,999 shares of Common Stock underlying 1,532,997 warrants. |
(2) |
The Series A Preferred Stock is convertible at any time at the election of the holder, on a one-for-one basis, into shares of Common Stock for no additional consideration. The Series A Preferred Stock shall automatically convert into Common Stock upon the earlier to occur of (i) a change of control of the Issuer or (ii) December 31, 2020 (unless extended in accordance with the terms of the Series A Preferred Stock). |
(3) |
Represents 883,333 shares of Common Stock underlying the 2,650,001 warrants beneficially owned by reporting person. Each warrant entitles the holder to purchase one-third (1/3) of a share of Common Stock upon exercise at a price of $11.50 per whole share of Common Stock. Warrants are only exercisable for whole shares of Common Stock. |