0001209191-14-072029.txt : 20141201 0001209191-14-072029.hdr.sgml : 20141201 20141201182749 ACCESSION NUMBER: 0001209191-14-072029 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141126 FILED AS OF DATE: 20141201 DATE AS OF CHANGE: 20141201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SWK Holdings Corp CENTRAL INDEX KEY: 0001089907 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS BUSINESS CREDIT INSTITUTION [6159] IRS NUMBER: 770435679 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 15770 NORTH DALLAS PARKWAY STREET 2: SUITE 1290 CITY: DALLAS STATE: TX ZIP: 75248 BUSINESS PHONE: (972) 687-7250 MAIL ADDRESS: STREET 1: 15770 NORTH DALLAS PARKWAY STREET 2: SUITE 1290 CITY: DALLAS STATE: TX ZIP: 75248 FORMER COMPANY: FORMER CONFORMED NAME: KANA SOFTWARE INC DATE OF NAME CHANGE: 20011114 FORMER COMPANY: FORMER CONFORMED NAME: KANA COMMUNICATIONS INC DATE OF NAME CHANGE: 19990702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOUBLE BLACK DIAMOND, L.P. CENTRAL INDEX KEY: 0001056352 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27163 FILM NUMBER: 141258816 BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVENUE, SUITE 1800 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-932-9600 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVENUE, SUITE 1800 CITY: DALLAS STATE: TX ZIP: 75201 FORMER NAME: FORMER CONFORMED NAME: DOUBLE BLACK DIAMOND L P DATE OF NAME CHANGE: 19980223 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carlson Clint Duane CENTRAL INDEX KEY: 0001404625 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27163 FILM NUMBER: 141258813 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVENUE STREET 2: SUITE 1800 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Double Black Diamond Offshore Ltd CENTRAL INDEX KEY: 0001404976 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27163 FILM NUMBER: 141258817 BUSINESS ADDRESS: STREET 1: CITCO FUND SERVICES, 89 NEXUS WAY STREET 2: P.O. BOX 31106 CITY: CAMANA BAY STATE: E9 ZIP: KY-1205 BUSINESS PHONE: 214.932.9600 MAIL ADDRESS: STREET 1: CITCO FUND SERVICES, 89 NEXUS WAY STREET 2: P.O. BOX 31106 CITY: CAMANA BAY STATE: E9 ZIP: KY-1205 FORMER NAME: FORMER CONFORMED NAME: Double Black Diamond Offshore Ltd. DATE OF NAME CHANGE: 20090610 FORMER NAME: FORMER CONFORMED NAME: Double Black Diamond Offshore LDC DATE OF NAME CHANGE: 20070628 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Black Diamond Offshore Ltd. CENTRAL INDEX KEY: 0001452364 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27163 FILM NUMBER: 141258818 BUSINESS ADDRESS: STREET 1: CITCO FUND SERVICES, 89 NEXUS WAY STREET 2: P.O. BOX 31106 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1205 BUSINESS PHONE: 214-932-9600 MAIL ADDRESS: STREET 1: CITCO FUND SERVICES, 89 NEXUS WAY STREET 2: P.O. BOX 31106 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1205 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Asgard Investment Corp. II CENTRAL INDEX KEY: 0001503915 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27163 FILM NUMBER: 141258814 BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVENUE STREET 2: SUITE 1800 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-932-9600 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVENUE STREET 2: SUITE 1800 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Asgard Investment Corp. CENTRAL INDEX KEY: 0001404557 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27163 FILM NUMBER: 141258815 BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVENUE STREET 2: SUITE 1800 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214.932.9600 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVENUE STREET 2: SUITE 1800 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CARLSON CAPITAL L P CENTRAL INDEX KEY: 0001056973 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27163 FILM NUMBER: 141258819 BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVE STREET 2: STE 1800 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2149329600 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVE STREET 2: STE 1800 CITY: DALLAS STATE: TX ZIP: 75201 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2014-11-26 0 0001089907 SWK Holdings Corp SWKH 0001056973 CARLSON CAPITAL L P 2100 MCKINNEY AVENUE, STE 1800 DALLAS TX 75201 1 0 1 1 See Remarks 0001452364 Black Diamond Offshore Ltd. 2100 MCKINNEY AVENUE, STE 1800 DALLAS TX 75201 0 0 1 0 0001404976 Double Black Diamond Offshore Ltd 2100 MCKINNEY AVENUE, STE 1800 DALLAS TX 75201 0 0 1 0 0001056352 DOUBLE BLACK DIAMOND, L.P. 2100 MCKINNEY AVENUE, STE 1800 DALLAS TX 75201 0 0 1 0 0001404557 Asgard Investment Corp. 2100 MCKINNEY AVENUE, STE 1800 DALLAS TX 75201 0 0 1 0 0001503915 Asgard Investment Corp. II 2100 MCKINNEY AVENUE, STE 1800 DALLAS TX 75201 0 0 1 0 0001404625 Carlson Clint Duane 2100 MCKINNEY AVENUE, STE 1800 DALLAS TX 75201 0 0 1 0 Common Stock 2014-11-26 4 X 0 4622604 0.86 A 72679704 I See Footnotes Subscription Right 0.86 2014-11-26 4 X 0 13149100 0.00 D 2014-11-03 2014-11-24 Common Stock 4199490 0 I See Footnotes Over-Subscription Privilege 0.86 2014-11-26 4 X 0 13149100 0.00 D 2014-11-03 2014-11-24 Common Stock 423114 0 I See Footnotes In connection with the issuer's registered rights offering commenced on November 3, 2014 (the "Rights Offering"), the reporting persons irrevocably exercised their subscription rights and over-subscription privileges to purchase shares of common stock issued in the Rights Offering. Each subscription right was exercisable for 0.345662431 shares of Common Stock. Each over-subscription privilege was exercisable for its pro rata portion of the shares of Common Stock underlying the Rights Offering but not subscribed for pursuant to the exercise of subscription rights. On November 24, 2014, the subscription period ended, and on November 26, 2014 the issuer issued the shares of Common Stock subscribed for in the Rights Offering. The shares of Common Stock of SWK Holdings Corp described herein were acquired directly, and held beneficially, by Double Black Diamond Offshore Ltd., a Cayman Islands exempted company ("DOF"), and Black Diamond Offshore Ltd., a Cayman Islands exempted company ("OFF"). Carlson Capital, L.P., a Delaware limited partnership ("Carlson"), serves as investment manager to, and has the power to direct the affairs of, DOF and OFF. Carlson also serves as the investment manager, with the power to direct the affairs, of Double Black Diamond, L.P., a Delaware limited partnership ("DBD LP"), which did not acquire or dispose of any securities in connection with the Rights Offering and which holds a warrant exercisable for 1,000,000 shares of Common Stock. (Continued from footnote 2) Asgard Investment Corp. II, a Delaware corporation ("Asgard II"), serves as general partner, and has the power to direct the affairs, of Carlson. Asgard Investment Corp., a Delaware corporation ("Asgard"), is the sole stockholder, and has the power to direct the affairs, of Asgard II. Clint D. Carlson, a U.S. citizen ("Mr. Carlson"), serves as president, and has the power to direct the affairs, of Asgard II, Asgard and Carlson. Each reporting person disclaims beneficial ownership of the securities to which this Form 4 relates for the purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, except to the extent of such reporting person's pecuniary interest therein. Christopher W. Haga and Michael D. Weinberg, employees of Carlson, serve as directors on the board of directors of the Issuer. Accordingly, Carlson, DOF, OFF, DBD LP, Asgard II, Asgard and Mr. Carlson may be deemed to be directors by deputization. /s/ Clint D. Carlson, President of Asgard Investment Corp. and of Carlson Capital, L.P., on behalf of each Reporting Person 2014-12-01