0001179110-17-000987.txt : 20170118
0001179110-17-000987.hdr.sgml : 20170118
20170118161442
ACCESSION NUMBER: 0001179110-17-000987
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150218
FILED AS OF DATE: 20170118
DATE AS OF CHANGE: 20170118
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CREATIVE REALITIES, INC.
CENTRAL INDEX KEY: 0001356093
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373]
IRS NUMBER: 411967918
STATE OF INCORPORATION: MN
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 13100 MAGISTERIAL DRIVE
STREET 2: SUITE 100
CITY: LOUISVILLE
STATE: KY
ZIP: 40223
BUSINESS PHONE: 502-791-8800
MAIL ADDRESS:
STREET 1: 13100 MAGISTERIAL DRIVE
STREET 2: SUITE 100
CITY: LOUISVILLE
STATE: KY
ZIP: 40223
FORMER COMPANY:
FORMER CONFORMED NAME: WIRELESS RONIN TECHNOLOGIES INC
DATE OF NAME CHANGE: 20060313
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PP IV BSH, LLC
CENTRAL INDEX KEY: 0001616239
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33169
FILM NUMBER: 17533622
BUSINESS ADDRESS:
STREET 1: 99 RIVER ROAD
CITY: COS COB
STATE: CT
ZIP: 06807
BUSINESS PHONE: 203.869.4400
MAIL ADDRESS:
STREET 1: 99 RIVER ROAD
CITY: COS COB
STATE: CT
ZIP: 06807
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PEGASUS PARTNERS IV LP
CENTRAL INDEX KEY: 0001431283
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33169
FILM NUMBER: 17533623
BUSINESS ADDRESS:
STREET 1: 99 RIVER ROAD
CITY: COS COB
STATE: CT
ZIP: 06807
BUSINESS PHONE: 203 869-4400
MAIL ADDRESS:
STREET 1: 99 RIVER ROAD
CITY: COS COB
STATE: CT
ZIP: 06807
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PEGASUS PARTNERS IV (AIV), L.P.
CENTRAL INDEX KEY: 0001497525
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33169
FILM NUMBER: 17533624
BUSINESS ADDRESS:
STREET 1: 99 RIVER ROAD
CITY: COS COB
STATE: CT
ZIP: 06807
BUSINESS PHONE: 212.710.2500
MAIL ADDRESS:
STREET 1: 505 PARK AVENUE
STREET 2: 21ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Pegasus Investors IV, L.P.
CENTRAL INDEX KEY: 0001441404
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33169
FILM NUMBER: 17533625
BUSINESS ADDRESS:
STREET 1: 99 RIVER ROAD
CITY: COS COB
STATE: CT
ZIP: 06807
BUSINESS PHONE: (203) 869-4400
MAIL ADDRESS:
STREET 1: 99 RIVER ROAD
CITY: COS COB
STATE: CT
ZIP: 06807
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Pegasus Investors IV GP, LLC
CENTRAL INDEX KEY: 0001441405
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33169
FILM NUMBER: 17533626
BUSINESS ADDRESS:
STREET 1: 99 RIVER ROAD
CITY: COS COB
STATE: CT
ZIP: 06807
BUSINESS PHONE: (203) 869-4400
MAIL ADDRESS:
STREET 1: 99 RIVER ROAD
CITY: COS COB
STATE: CT
ZIP: 06807
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PEGASUS CAPITAL LLC
CENTRAL INDEX KEY: 0001259178
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33169
FILM NUMBER: 17533627
MAIL ADDRESS:
STREET 1: 99 RIVER ROAD
STREET 2: C/O PEAGASUS PARTNERS II LP
CITY: COC COB
STATE: CT
ZIP: 06807-2514
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: COGUT CRAIG M
CENTRAL INDEX KEY: 0001032672
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33169
FILM NUMBER: 17533628
MAIL ADDRESS:
STREET 1: C/O APOLLO ADVISORS LP
STREET 2: 2 MANHATTANVILLE RD
CITY: PURCHASE
STATE: NY
ZIP: 10577
4
1
edgar.xml
FORM 4 -
X0306
4
2015-02-18
0
0001356093
CREATIVE REALITIES, INC.
CREX
0001032672
COGUT CRAIG M
C/O PEGASUS CAPITAL ADVISORS, L.P.
99 RIVER ROAD
COS COB
CT
06807
0
0
1
0
0001259178
PEGASUS CAPITAL LLC
C/O PEGASUS CAITAL ADVISORS, L.P.
99 RIVER ROAD
COS COB
CT
06807
0
0
1
0
0001441405
Pegasus Investors IV GP, LLC
C/O PEGASUS CAPITAL ADVISORS, L.P.
99 RIVER ROAD
COS COB
CT
06807
0
0
1
0
0001441404
Pegasus Investors IV, L.P.
C/O PEGASUS CAPITAL ADVISORS, L.P.
99 RIVER ROAD
COS COB
CT
06807
0
0
1
0
0001497525
PEGASUS PARTNERS IV (AIV), L.P.
C/O PEGASUS CAPITAL ADVISORS, L.P.
99 RIVER ROAD
COS COB
CT
06807
0
0
1
0
0001431283
PEGASUS PARTNERS IV LP
C/O PEGASUS CAPITAL ADVISORS, L.P.
99 RIVER ROAD
COS COB
CT
06807
0
0
1
0
0001616239
PP IV BSH, LLC
C/O PEGASUS CAPITAL ADVISORS, L.P.
99 RIVER ROAD
COS COB
CT
06807
0
0
1
0
Common Stock
28570934
I
See footnotes
Series A 6% Convertible Preferred Stock
0.40
2015-02-18
4
P
0
175000
1.00
A
2015-02-18
Common Stock
437500
675000
I
See footnotes
Common Stock Warrant (right to buy)
0.50
2015-02-18
4
P
0
218750
A
2015-02-18
2020-02-18
Common Stock
218750
218750
I
See footnotes
Subordinated Secured Promissory Note
0.75
2015-05-20
4
P
0
465000
465000
A
2015-05-20
2016-05-20
Series A 6% Convertible Preferred Stock
581250
465000
I
See footnotes
Common Stock Warrant (right to buy)
0.31
2015-05-20
4
P
0
762295
A
2015-05-20
2020-05-20
Common Stock
762295
762295
I
See footnotes
Common Stock Warrant (right to buy)
0.30
2015-06-23
4
P
0
935351
A
2015-06-23
2020-06-23
Common Stock
935351
935351
I
See footnotes
Common Stock Warrant (right to buy)
0.28
2015-12-22
4
P
0
1750000
A
2015-12-22
2020-12-22
Common Stock
1750000
1750000
I
See footnotes
Secured Convertible Promissory Note
0.28
2016-06-13
4
P
0
250000
250000
A
2016-06-13
2017-04-15
Common Stock
892857
250000
I
See footnotes
Common Stock Warrant (right to buy)
0.28
2016-06-13
4
P
0
446429
A
2016-06-13
2021-06-13
Common Stock
446429
446429
I
See footnotes
Common Stock Warrant (right to buy)
0.28
2016-08-17
4
P
0
5882352
A
2016-08-17
2021-08-17
Common Stock
5882352
5882352
I
See footnotes
All securities acquired and included in this report were acquired by Slipstream Communications, LLC ("Slipstream Communications"). BCOM Holdings, LP ("BCOM Holdings") is the managing member of Slipstream Communications. BCOM GP LLC ("BCOM GP") is the general partner of BCOM Holdings. Business Services Holdings, LLC ("Business Services Holdings") is the sole member of BCOM GP. Each of PP IV BSH, LLC ("PP IV BSH"), Pegasus Partners IV (AIV), L.P. ("Pegasus Partners (AIV)") and Pegasus Investors IV, L.P. ("Pegasus Investors") are the members of Business Services Holdings. Pegasus Partners IV, L.P. ("Pegasus Partners") is the sole member of PP IV BSH. Pegasus Investors is the general partner of each of Pegasus Partners (AIV) and Pegasus Partners, and Pegasus Investors IV GP, L.L.C. ("Pegasus Investors GP") is the general partner of Pegasus Investors. Pegasus Investors GP is wholly owned by Pegasus Capital, LLC ("Pegasus Capital").
Pegasus Capital may be deemed to be directly or indirectly controlled by Mr. Craig Cogut. Slipstream Communications, BCOM Holdings, BCOM GP and Business Services Holdings are filing a separate Form 4 to report the transactions reported herein.Each of Slipstream Communications, BCOM Holdings, BCOM GP, Business Services Holdings, PP IV BSH, Pegasus Partners (AIV), Pegasus Partners, Pegasus Investors, Pegasus Investors GP, Pegasus Capital and Mr. Cogut disclaims beneficial ownership of any of the issuer's securities as to which this report relates except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of the foregoing entities or Mr. Cogut is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purposes.
All shares of Common Stock included as beneficially owned in Table I of this report are held indirectly by Slipstream Funding, LLC ("Slipstream Funding"). Slipstream Communications is the sole member of Slipstream Funding.
As of the date of this report, the conversion price at which the Series A 6% Convertible Preferred Stock may be converted into Common Stock is $0.255.
No expiration date.
As of the date of this report, the exercise price at which the warrant may be exercised for the purchase of Common Stock is $0.36.
The warrant was issued for no additional consideration in connection with the offer and sale of Series A 6% Convertible Preferred Stock on the same date.
The conversion price reflected in the table is the effective conversion price under the promissory note, after giving effect to a 25% conversion premium contained in the promissory note.
The warrant was issued for no additional consideration in connection with the offer and sale of the Subordinated Secured Promissory Note on the same date.
The warrant was issued for no additional consideration in connection with the conversion of an earlier promissory note into a longer-term debt obligation of the issuer.
The warrant was issued in consideration of Slipstream Communication furnishing collateral security for debt obligations of the issuer.
The warrant was issued for no additional consideration in connection with the offer and sale of the Secured Convertible Promissory Note on the same date.
The warrant was issued for no additional consideration in connection with the offer and sale of a secured term promissory note on the same date.
CRAIG M. COGUT /s/ Craig M. Cogut
2017-01-13
PEGASUS CAPITAL, L.L.C. /s/ Craig Cogut, President & Managing Member
2017-01-13
PEGASUS INVESTORS IV GP, L.L.C. /s/ Daniel Stencel, CFO & Treasurer
2017-01-13
PEGASUS INVESTORS IV, L.P. by Pegagus Investors IV GP, L.L.C., its general partner /s/ Daniel Stencel, CFO & Treasurer
2017-01-13
PEGASUS PARTNERS IV (AIV), L.P.By: Pegasus Investors IV, L.P., its general partner, By Pegasus Investors IV GP, L.L.C., its general partner /s/ Daniel Stencel, CFO & Treasurer
2017-01-13
PEGASUS PARTNERS IV, L.P., By Pegagus Investors IV, L.P. its general partner, By: Pegasus Investors IV, GP, L.L.C., its general partner, /s/ Daniel Stencel, CFO & Treasurer
2017-01-13
PP IV BSH, LLC /s/ Daniel Stencel, Treasurer
2017-01-13