0001567619-19-023604.txt : 20191226 0001567619-19-023604.hdr.sgml : 20191226 20191226142506 ACCESSION NUMBER: 0001567619-19-023604 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191223 FILED AS OF DATE: 20191226 DATE AS OF CHANGE: 20191226 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KNAPP ROBERT C CENTRAL INDEX KEY: 0001223003 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35064 FILM NUMBER: 191310226 MAIL ADDRESS: STREET 1: C/O IRONSIDES PARTNERS LLC STREET 2: 100 SUMMER STREET, SUITE 2705 CITY: BOSTON STATE: MA ZIP: 02110 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EMERGENT CAPITAL, INC. CENTRAL INDEX KEY: 0001494448 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 300663473 STATE OF INCORPORATION: FL FISCAL YEAR END: 1130 BUSINESS ADDRESS: STREET 1: 5355 TOWN CENTER ROAD STREET 2: SUITE 701 CITY: BOCA RATON STATE: FL ZIP: 33486 BUSINESS PHONE: 561-995-4200 MAIL ADDRESS: STREET 1: 5355 TOWN CENTER ROAD STREET 2: SUITE 701 CITY: BOCA RATON STATE: FL ZIP: 33486 FORMER COMPANY: FORMER CONFORMED NAME: IMPERIAL HOLDINGS, INC. DATE OF NAME CHANGE: 20141023 FORMER COMPANY: FORMER CONFORMED NAME: Imperial Holdings, Inc. DATE OF NAME CHANGE: 20110211 FORMER COMPANY: FORMER CONFORMED NAME: Imperial Holdings, LLC DATE OF NAME CHANGE: 20100617 4 1 doc1.xml FORM 4 X0306 4 2019-12-23 0 0001494448 EMERGENT CAPITAL, INC. EMGC 0001223003 KNAPP ROBERT C C/O IRONSIDES PARTNERS LLC 100 SUMMER STREET BOSTON MA 02210 1 0 0 0 Common Stock Purchase Warrant (right to buy) 0.20 2019-12-23 4 J 0 586794 D 2025-07-28 Common Stock 586794 0 I See footnote Common Stock Purchase Warrant (right to buy) .20 2019-12-23 4 J 0 3794 A 2025-07-28 Common Stock 3794 3794 I See footnote Common Stock Purchase Warrant (right to buy) .20 2019-12-23 4 J 0 74000 A 2025-07-28 Common Stock 74000 74000 I See footnote 5.00% Senior Unsecured Convertible Notes due 2023 2.00 2019-12-23 4 J 0 8405382 D 2017-07-28 2023-02-13 Common Stock 4202691 0 I See footnote 5.00% Senior Unsecured Convertible Notes due 2023 2.00 2019-12-23 4 J 0 57382 A 2017-07-28 2023-02-13 Common Stock 28691 57382 I See footnote 5.00% Senior Unsecured Convertible Notes due 2023 2.00 2019-12-23 4 J 0 1092000 A 2017-07-28 2023-02-13 Common Stock 546000 1092000 I See footnote Subject to adjustment in accordance with Article 3 of the Warrant. Ironsides Partners Special Situations Master Fund II L.P. distributed these Warrants or 5% Convertible Notes (as defined below), as applicable, to its partners on a pro rata basis, for no consideration. The Warrants will vest at later times based on the conversion of the issuer's outstanding senior unsecured convertible notes outstanding as of July 28, 2017 (the "Outstanding Convertible Notes") into shares of the issuer's common stock on a 1 to 1 basis; provided that upon the earliest date on which (x) at least 50% of the aggregate principal amount of the Outstanding Convertible Notes are converted into shares of the issuer's common stock, or (y) all of the Outstanding Convertible Notes are no longer outstanding, then all remaining shares of the issuer's common stock under the Warrants shall vest and become immediately exercisable. The Warrants or 5% Convertible Notes, as applicable, were held by a private fund. The Reporting Person is the sole managing member and sole owner of the sole member and manager of the general partner of the private fund and a director of a limited partner of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. Pro rata distribution from Ironsides Partners Special Situations Master Fund II L.P. for no consideration. The Warrants and the 5% Convertible Notes are held by a private fund. The Reporting Person is the manager of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The Warrants and the 5% Convertible Notes are subject to a conversion limitation imposed by Florida State law that voids any conversion of such Warrants and/or 5% Convertible Notes into shares of common stock to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the shares of common stock unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation. The Warrants and the 5% Convertible Notes are held by a private fund. The Reporting Person is the manager of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The Warrants and the 5% Convertible Notes are subject to a conversion limitation imposed by Florida State law that voids any conversion of such Warrants and/or 5% Convertible Notes into shares of common stock to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the shares of common stock unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation. $2.00 (500 shares of common stock per $1,000 principal amount of 5% Convertible Notes, subject to adjustment in accordance with Article 4 of the indenture governing the 5.00% Senior Unsecured Convertible Notes due 2023 (the "5% Convertible Notes")). 500 shares of common stock per $1,000 principal amount of 5% Convertible Notes, subject to adjustment in accordance with Article 4 of the indenture governing the 5% Convertible Notes. This amount reflects the principal amount of 5% Convertible Notes, rather than the number of shares of Common Stock underlying such 5% Convertible Notes. /s/ Robert Knapp 2019-12-26