0001144204-14-003117.txt : 20140121
0001144204-14-003117.hdr.sgml : 20140120
20140121161736
ACCESSION NUMBER: 0001144204-14-003117
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140116
FILED AS OF DATE: 20140121
DATE AS OF CHANGE: 20140121
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: NET TALK.COM, INC.
CENTRAL INDEX KEY: 0001383825
STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899]
IRS NUMBER: 204830633
STATE OF INCORPORATION: FL
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1100 NW 163 DR
STREET 2: SUITE B-4
CITY: NO. MIAMI
STATE: FL
ZIP: 33169
BUSINESS PHONE: 305-621-1200
MAIL ADDRESS:
STREET 1: 1100 NW 163 DR
STREET 2: SUITE B-4
CITY: NO. MIAMI
STATE: FL
ZIP: 33169
FORMER COMPANY:
FORMER CONFORMED NAME: DISCOVER SCREENS INC
DATE OF NAME CHANGE: 20061215
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vicis Capital Master Fund
CENTRAL INDEX KEY: 0001365954
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-53668
FILM NUMBER: 14538217
BUSINESS ADDRESS:
STREET 1: 126 EAST 56TH STREET
STREET 2: TOWER 56, SUITE 700
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-909-4600
MAIL ADDRESS:
STREET 1: 126 EAST 56TH STREET
STREET 2: TOWER 56, SUITE 700
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vicis Capital, LLC
CENTRAL INDEX KEY: 0001341950
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-53668
FILM NUMBER: 14538218
BUSINESS ADDRESS:
STREET 1: 445 PARK AVENUE
STREET 2: SUITE 1043
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-909-4600
MAIL ADDRESS:
STREET 1: 445 PARK AVENUE
STREET 2: SUITE 1043
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
v365757_4.xml
OWNERSHIP DOCUMENT
X0306
4
2014-01-16
1
0001383825
NET TALK.COM, INC.
NTLK
0001341950
Vicis Capital, LLC
445 PARK AVENUE
SUITE 1043
NEW YORK
NY
10022
0
0
0
1
Former 10% Owner
0001365954
Vicis Capital Master Fund
445 PARK AVENUE
SUITE 1043
NEW YORK
NY
10022
0
0
0
1
Former 10% Owner
Common Stock
2014-01-16
4
S
0
19995092
D
0
I
By Vicis Capital Master Fund
Series E Warrant to purchase Common Stock
.50
2014-01-16
4
S
0
10000000
D
2016-09-30
Common Stock
10000000
0
I
By Vicis Capital Master Fund
Series E Warrant to purchase Common Stock
.50
2014-01-16
4
S
0
8000000
D
2016-08-16
Common Stock
8000000
0
I
By Vicis Capital Master Fund
Series A Convertible Preferred Stock
.25
2014-01-16
4
S
0
500
D
Common Stock
20000000
0
I
By Vicis Capital Master Fund
Series D Warrant to purchase Common Stock
.50
2014-01-16
4
S
0
28800000
D
2015-02-24
Common Stock
28800000
0
I
By Vicis Capital Master Fund
Series D Warrant to purchase Common Stock
.50
2014-01-16
4
S
0
8000000
D
2015-10-26
Common Stock
8000000
0
I
By Vicis Capital Master Fund
Series E Warrant to purchase Common Stock
.50
2014-01-16
4
S
0
22064250
D
2016-06-30
Common Stock
22064250
0
I
By Vicis Capital Master Fund
Represents the indirect holdings of Vicis Capital, LLC. All of the foregoing represents securities held directly by Vicis Capital Master Fund. Vicis Capital, LLC acts as investment advisor to Vicis Capital Master Fund and therefore has voting and dispositive power over all the foregoing shares. For the purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, Vicis Capital, LLC may be deemed to be the beneficial owner of, but hereby disclaims such beneficial ownership of, the foregoing shares.
Immediately.
None.
Pursuant to an agreement executed on January 16, 2014, and effective as of December 31, 2013, the Issuer redeemed all securities of the Issuer held by Vicis Capital Master Fund in exchange for a 6% secured promissory note in the principal amount of $3,000,000 .
/s/ Andrew Comito, Compliance Officer, Vicis Capital, LLC
2014-01-17
/s/ Andrew Comito, Authorized Representative, Vicis Capital Master Fund
2014-01-17