0000899243-20-021770.txt : 20200807 0000899243-20-021770.hdr.sgml : 20200807 20200807182434 ACCESSION NUMBER: 0000899243-20-021770 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200512 FILED AS OF DATE: 20200807 DATE AS OF CHANGE: 20200807 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Golden Harbor Ltd. CENTRAL INDEX KEY: 0001747770 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38358 FILM NUMBER: 201085821 BUSINESS ADDRESS: STREET 1: CAY HOUSE, EP TAYLOR DRIVE, N7776 STREET 2: LYFORD CAY CITY: NEW PROVIDENCE STATE: C5 ZIP: 00000 BUSINESS PHONE: 1 242 362 5000 MAIL ADDRESS: STREET 1: CAY HOUSE, EP TAYLOR DRIVE, N7776 STREET 2: LYFORD CAY CITY: NEW PROVIDENCE STATE: C5 ZIP: 00000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: INSEEGO CORP. CENTRAL INDEX KEY: 0001022652 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 813377646 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9710 SCRANTON ROAD STREET 2: SUITE 200 CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 8588123400 MAIL ADDRESS: STREET 1: 9710 SCRANTON ROAD STREET 2: SUITE 200 CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: NOVATEL WIRELESS INC DATE OF NAME CHANGE: 20000726 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-05-12 0 0001022652 INSEEGO CORP. INSG 0001747770 Golden Harbor Ltd. CAY HOUSE, EP TAYLOR DRIVE N7776 LYFORD CAY NEW PROVIDENCE C5 BAHAMAS 1 0 1 0 Convertible Notes Due 2022 2020-05-12 4 D 0 13700000.00 0.00 A Common Stock 0 D Convertible Notes Due 2025 2020-05-12 4 A 0 24456000.00 0.00 A Common Stock 24456000.00 D The Convertible Notes due 2022 will mature on June 15, 2022, unless earlier converted, redeemed or repurchased. The Convertible Notes due 2022 are convertible into cash, shares of the Issuer's common stock, or a combination thereof, at the Issuer's election, at an initial conversion price of $4.70 per share of common stock, which is subject to adjustment. The Convertible Notes due 2022 may be converted by the holder in whole or in part at any time prior to the close of business on the business day immediately preceding December 15, 2021, but subject to certain conditions. The Convertible Notes due 2025 will mature on May 1, 2025, unless earlier converted, redeemed or repurchased. The Convertible Notes due 2025 are convertible at any time until the close of business on trading day immediately before the scheduled maturity date, subject to certain limitations, into shares of the Issuer's common stock at an initial conversion price of $12.61 per share of common stock, which is subject to adjustment. These securities are owned directly by Golden Harbor Ltd. ("Golden Harbor"), which may be deemed to be a member of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, consisting of Braslyn Ltd., Golden Harbor, Tavistock Financial, LLC and Joseph C. Lewis. Mr. Lewis is the sole indirect beneficial owner of and controls Golden Harbor. On May 12, 2020, Golden Harbor exchanged all the Convertible Notes due 2022 that it owned for $24,456,000 principal amount of Convertible Notes due 2025 and a payment of $9,801,000 in cash. The exchange transaction is exempt from Section 16(b) of the Securities Exchange Act by virtue of the exemption provided in Rule 16b-3. Golden Harbor Ltd., By: /s/ Jason C. Callender, Director & Vice President 2020-08-07