0001140361-17-016758.txt : 20170425
0001140361-17-016758.hdr.sgml : 20170425
20170425173227
ACCESSION NUMBER: 0001140361-17-016758
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170411
FILED AS OF DATE: 20170425
DATE AS OF CHANGE: 20170425
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: IMH Financial Corp
CENTRAL INDEX KEY: 0001397403
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500]
IRS NUMBER: 810624254
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 7001 NORTH SCOTTSDALE ROAD, SUITE 2050
CITY: SCOTTSDALE
STATE: AZ
ZIP: 85253
BUSINESS PHONE: 480-840-8400
MAIL ADDRESS:
STREET 1: 7001 NORTH SCOTTSDALE ROAD, SUITE 2050
CITY: SCOTTSDALE
STATE: AZ
ZIP: 85253
FORMER COMPANY:
FORMER CONFORMED NAME: IMH Secured Loan Fund, LLC
DATE OF NAME CHANGE: 20070424
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: JPMorgan Chase Funding Inc.
CENTRAL INDEX KEY: 0001364743
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-52611
FILM NUMBER: 17782044
BUSINESS ADDRESS:
STREET 1: 270 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10260-0060
BUSINESS PHONE: 201-595-6884
MAIL ADDRESS:
STREET 1: 270 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10260-0060
FORMER NAME:
FORMER CONFORMED NAME: J.P. Morgan Ventures CORP
DATE OF NAME CHANGE: 20060601
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: JPMORGAN CHASE & CO
CENTRAL INDEX KEY: 0000019617
STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-52611
FILM NUMBER: 17782045
BUSINESS ADDRESS:
STREET 1: 270 PARK AVE
STREET 2: 38TH FL
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 2122706000
MAIL ADDRESS:
STREET 1: 270 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
FORMER NAME:
FORMER CONFORMED NAME: J P MORGAN CHASE & CO
DATE OF NAME CHANGE: 20010102
FORMER NAME:
FORMER CONFORMED NAME: CHASE MANHATTAN CORP /DE/
DATE OF NAME CHANGE: 19960402
FORMER NAME:
FORMER CONFORMED NAME: CHEMICAL BANKING CORP
DATE OF NAME CHANGE: 19920703
3/A
1
doc1.xml
FORM 3/A
X0206
3/A
2017-04-11
2017-04-21
0
0001397403
IMH Financial Corp
NONE
0000019617
JPMORGAN CHASE & CO
270 PARK AVENUE
NEW YORK
NY
10017
0
0
1
0
0001364743
JPMorgan Chase Funding Inc.
270 PARK AVENUE
NEW YORK
NY
10017
0
0
1
0
Series B-2 Cumulative Convertible Preferred Stock
Common Stock
5595148
I
See Footnote
The Series B-2 Cumulative Convertible Preferred Stock ("Series B-2 Preferred Stock") is convertible at any time into the Issuer's common stock, par value $0.01 per share ("Common Stock"). Each share of Series B-2 Preferred Stock is convertible, at the election of the holder, into a number of shares of Common Stock determined by dividing (i) the sum of (a) $3.2171 (the "Original Price") and (b) all accrued and unpaid dividends on such Series B-2 Preferred Stock by (ii) the then effective conversion price. Initially, each share of Series B-2 Preferred Stock is convertible into one share of Common Stock. The conversion price, and number of shares issuable upon conversion of Series B-2 Preferred Stock, are subject to adjustment as provided in the Amended and Restated Certificate of Designation of the Series B-1 Cumulative Convertible Preferred Stock and Series B-2 Cumulative Convertible Preferred Stock of the Issuer.
Series B-2 Preferred Stock will automatically be converted into shares of Common Stock at the then effective conversion price upon the closing of a sale of shares of Common Stock at a price equal to or greater than two and a quarter times (2.25x) the Original Price (subject to adjustment in accordance with the Amended and Restated Certificate of Designation), in a firm commitment underwritten public offering and listing of the Common Stock on a national securities exchange, pursuant to an effective registration statement under the Securities Act of 1933, as amended, resulting in at least $75,000,000 of gross proceeds to the Issuer.
The securities reported herein are directly owned by JPMorgan Chase Funding Inc., a wholly owned subsidiary of JPMorgan Chase & Co. JPMorgan Chase & Co. disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, if any.
JPMorgan Chase & Co., by /s/ Michael T. Lees, Executive Director
2017-04-25
JPMorgan Chase Funding Inc., by /s/ Chadwick S. Parson, Managing Director
2017-04-25