0001209191-17-041621.txt : 20170623 0001209191-17-041621.hdr.sgml : 20170623 20170623145648 ACCESSION NUMBER: 0001209191-17-041621 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170621 FILED AS OF DATE: 20170623 DATE AS OF CHANGE: 20170623 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DETERMINE, INC. CENTRAL INDEX KEY: 0001090908 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770432030 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 615 WEST CARMEL DRIVE STREET 2: SUITE 100 CITY: CARMEL STATE: IN ZIP: 46032 BUSINESS PHONE: 650-532-1500 MAIL ADDRESS: STREET 1: 615 WEST CARMEL DRIVE STREET 2: SUITE 100 CITY: CARMEL STATE: IN ZIP: 46032 FORMER COMPANY: FORMER CONFORMED NAME: SELECTICA INC DATE OF NAME CHANGE: 19991203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MILLER LLOYD I III CENTRAL INDEX KEY: 0000949119 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29637 FILM NUMBER: 17927323 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-06-21 0 0001090908 DETERMINE, INC. DTRM 0000949119 MILLER LLOYD I III 3300 SOUTH DIXIE HIGHWAY SUITE 1-365 WEST PALM BEACH FL 33405 0 0 1 0 Common Stock 2017-06-21 4 M 0 56911 5.70 A 766728 I By Trust A-4 - Lloyd I. Miller Common Stock 2017-06-21 4 J 0 72847 A 839575 I By Trust A-4 - Lloyd I. Miller Common Stock 2017-06-21 4 M 0 56911 5.70 A 177973 D Common Stock 2017-06-21 4 J 0 72847 A 250820 D Common Stock 2017-06-21 4 M 0 56911 5.70 A 1280469 I By Milfam II L.P. Common Stock 2017-06-21 4 J 0 72846 A 1353315 I By Milfam II L.P. Common Stock 334590 I By Trust C - Lloyd I. Miller Common Stock 2100 I By Trust D - Lloyd I. Miller Common Stock 211351 I By Milfam I L.P. Junior Secured Convertible Promissory Notes 5.70 2017-06-21 4 M 0 324392.5 D 2020-12-16 Common Stock 56911 132015 I By Milfam II L.P. Junior Secured Convertible Promissory Notes 5.70 2017-06-21 4 M 0 324395 D 2020-12-16 Common Stock 56911 132015 D Junior Secured Convertible Promissory Notes 5.70 2017-06-21 4 M 0 324395 D 2020-12-16 Common Stock 56911 132015 I By Trust A-4 - Lloyd I. Miller Additional Extension Payment Shares Common Stock 10417 10417 D Additional Extension Payment Shares Common Stock 10417 10417 I By Milfam II L.P. Junior Secured Convertible Promissory Note 3.00 2016-12-27 2021-12-27 Common Stock 333333 333333 I By Milfam II L.P. PIK Interest on Junior Secured Convertible Promissory Note 3.00 2016-12-27 2021-12-27 Common Stock 10342 10342 I By Milfam II L.P. Junior Secured Convertible Promissory Note 3.00 2015-12-16 2020-12-16 Common Stock 200000 200000 D PIK Interest on Junior Secured Convertible Promissory Note 3.00 2015-12-16 2020-12-16 Common Stock 10124 10124 D Junior Secured Convertible Promissory Note 3.00 2015-12-16 2020-12-16 Common Stock 200000 200000 I By Milfam II L.P. PIK Interest on Junior Secured Convertible Promissory Note 3.00 2015-12-16 2020-12-16 Common Stock 10124 10124 I By Milfam II L.P. Junior Secured Convertible Promissory Note 3.00 2015-12-16 2020-12-16 Common Stock 200000 200000 I By Trust A-4 - Lloyd I. Miller PIK Interest on Junior Secured Convertible Promissory Note 3.00 2015-12-16 2020-12-16 Common Stock 10124 10124 I By Trust A-4 - Lloyd I. Miller Warrant 6.00 Common Stock 79787 79787 I By Milfam I L.P. Warrant 6.00 Common Stock 79787 79787 I By Milfam II L.P. Warrant 6.00 Common Stock 79787 79787 I By Trust C - Lloyd I. Miller Warrant 7.00 2014-08-27 2019-08-27 Common Stock 49401 49401 I By Trust A-4 - Lloyd I. Miller Warrant 7.00 2014-08-27 2019-08-27 Common Stock 13722 13722 I By Trust C - Lloyd I. Miller Warrant 7.00 2014-08-27 2019-08-27 Common Stock 74102 74102 I By Milfam II L.P. Warrant 7.00 2014-07-24 2019-07-24 Common Stock 57558 57558 I By Trust A-4 - Lloyd I. Miller Warrant 7.00 2014-07-24 2019-07-24 Common Stock 15988 15988 I By Trust C - Lloyd I. Miller Warrant 7.00 2014-07-24 2019-07-24 Common Stock 86338 86338 I By Milfam II L.P. Series A Warrant 7.75 2013-12-01 2018-05-31 Common Stock 40894 40894 I By Trust A-4 - Lloyd I. Miller Series A Warrant 7.75 2013-12-01 2018-05-31 Common Stock 11359 11359 I By Trust C - Lloyd I. Miller Series A Warrant 7.75 2013-12-01 2018-05-31 Common Stock 61342 61342 I By Milfam II L.P. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this filing. Shares of common stock referenced in this line item were received by the Reporting Person from the Issuer as an inducement to convert $324,395.00 of outstanding interest and principal payable under junior secured convertible promissory notes into 56,911 shares of common stock. Shares of common stock referenced in this line item were received by the Reporting Person from the Issuer as an inducement to convert $324,392.50 of outstanding interest and principal payable under junior secured convertible promissory notes into 56,911 shares of common stock. Includes all previously reported PIK Interest on Junior Secured Convertible Promissory Note As previously reported, the issuer entered into a binding term sheet with the reporting person pursuant to which the issuer agreed to issue and the reporting person agreed to purchase, junior secured convertible promissory notes in the aggregate principal amount of $3 million subject to negotiation and execution of definitive documentation. On March 11, 2015, the notes were executed and on May 5, 2015, the shareholders approved the conversion of the notes at the stockholders meeting. Subject to adjustment for fractional shares. Pursuant to the Guaranty Fee Agreement, in the event that the maturity date of April 30, 2019 is extended, which extended termination date shall be no later than July 30, 2020, the Issuer agrees to pay Lloyd I. Miller, III and Milfam II L.P. the shares of common stock referenced herein. Such Warrant will be exercisable six months following the date of issuance, February 6, 2015. Such Warrant will expire on the fifth anniversary of the exercisability date. /s/ Paul N. Silverstein Attorney-in-fact 2017-06-23