0001144204-18-011447.txt : 20180228
0001144204-18-011447.hdr.sgml : 20180228
20180228073409
ACCESSION NUMBER: 0001144204-18-011447
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180223
FILED AS OF DATE: 20180228
DATE AS OF CHANGE: 20180228
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HALE MARTIN M JR
CENTRAL INDEX KEY: 0001272935
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23970
FILM NUMBER: 18648077
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
tv487164_form4.xml
FORM 4
X0306
4
2018-02-23
0
0000922521
FALCONSTOR SOFTWARE INC
FALC
0001272935
HALE MARTIN M JR
C/O HALE CAPITAL PARTNERS, LP
17 STATE STREET, SUITE 3230
NEW YORK
NY
10004
1
0
1
1
See Remarks
Warrants
0.001
2018-02-23
4
A
0
41577382
A
2018-02-23
2028-02-23
Common Stock
41577382
41577382
I
See Footnotes
Warrants
0.001
2018-02-23
4
A
0
366990000
A
2028-02-23
Common Stock
366990000
366990000
I
See Footnotes
The warrants reported herein were issued by Falconstor Software, Inc. (the "Issuer") to HCP-FVA, LLC, a Delaware limited liability company ("HCP-FVA"), in consideration for HCP-FVA backstopping that certain private placement of units (the "Financing") contemplated by that certain commitment letter, dated as of November 17, 2017, by and between Hale Capital Partners, LP ("HCP") and the Issuer (the "Commitment").
The warrants reported herein were issued by the Issuer to HCP-FVA in connection with its purchase of $3,000,000 of units in the Financing upon the closing of the Commitment. The warrants are exercisable following receipt of stockholder approval to amend the Issuer's Certificate of Incorporation to increase the number of authorized shares of its common stock in order to permit the exercise of the warrants.
Martin Hale, Jr. ("MH") is the Chief Executive Officer of HCP. MH is also (i) the sole owner and managing member of Hale Fund Partners, LLC, a Delaware limited liability company ("HFP"), the general partner of HCP and (ii) the sole owner and Chief Executive Officer of Hale Fund Management, LLC, a Delaware limited liability company ("HFM"). HFM is (i) the general partner of Hale Capital Management, LP ("HCM"), the manager of HCP and (ii) the manager of HCP-FVA. Each of MH, HFP, HFM and HCM disclaims beneficial ownership of the securities reported herein, except to the extent of his or its pecuniary interest.
MH serves as a director on the board of directors of the Issuer as a representative of HCP-FVA. Accordingly, HCP, HFP, HFM, HCM and HCP-FVA are directors by deputization by virtue of the fact that MH currently serves on the board of directors of the Issuer.
/s/ Martin M. Hale, Jr.
2018-02-27