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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Series G Convertible Redeemable Preferred Stock, par $0.001 | $ 2.3 | 06/30/2014 | J(2) | 1,640.08 (1) | (2) | (2) | Common Stock, par value $0.001 per share | 713,078 (1) (2) | (2) | 7,044.39 (1) | D | ||||
| Series G Convertible Redeemable Preferred Stock, par $0.001 | $ 2.3 | 06/30/2014 | J(3) | 10,955.61 (1) | (3) | (3) | Common Stock, par value $0.001 per share | 4,763,309 (1) (3) | (3) | 18,000 (1) (4) | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| RVL 1 LLC C/O ASTON CAPITAL 177 BROAD STREET STAMFORD, CT 06901 |
X | |||
| /s/ Robert V. LaPenta | 12/03/2014 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(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) | This amendment is being filed to reflect that previously, 5,404.31 shares of Series G Senior Convertible Redeemable Preferred Stock (the "Series G Stock") were reported as directly owned by RVL 1 LLC ("RVL"), and 12,595.69 shares of Series G Stock were incorrectly reported as directly owned by Aston Capital, LLC ("Aston"), the managing member of RVL. The 12,595.69 shares of Series G Stock were issued to RVL as designee of Aston. |
| (2) | Represents shares issued in exchange for cancellation of debt plus interest in the amount of $1,640,085.35 owed to Aston by the issuer pursuant to a promissory note dated February 25, 2014. As of June 30, 2014, the 1,640.08 shares of Series G Stock are convertible into 713,078 shares of Common Stock at any time at the option of the holder, at a conversion price of $2.30 per share and have no expiration date. |
| (3) | Represents shares issued in exchange for cancellation of debt plus interest in the amount of $10,955,609.09 owed to RVL by the issuer pursuant to a promissory note dated April 17, 2014. As of June 30, 2014, the 10,955.61 shares of Series G Stock are convertible into 4,763,309 shares of Common Stock at any time at the option of the holder, at a conversion price of $2.30 per share and have no expiration date. |
| (4) | As of June 30, 2014, RVL held 18,000 shares of Series G Stock. The 18,000 shares of Series G Stock are convertible into 7,826,087 shares of Common Stock at any time at the option of the holder, at a conversion price of $2.30 per share and have no expiration date. |