SEC Form 4 · accession 0001569608-16-000033
Modsys International Ltd · MDSYF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Columbia Pacific Advisors, LLC
10% Owner
Period of report
Dec 29, 2015
Accepted (ET)
Jan 7, 2016 · 9:59 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001029581
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1 | Jan 5, 2016 | P | 1,200 | $2.25 | A | 5,179,807 | I | General Partner |
| Ordinary SharesF1,F2 | Jan 6, 2016 | P | 100 | $2.25 | A | 5,179,907 | I | General Partner |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants (Right to Buy)F3,F4 | $0.01 | Dec 29, 2015 | J | 256,148 | A | Dec 29, 2015 | Dec 29, 2018 | Ordinary Shares, NIS 0.04 par value | 256,148 | 256,148 | I |
| Warrants (Right to Buy) | $0.01 | Dec 31, 2015 | P | 100,000 | A | Dec 31, 2015 | Dec 31, 2017 | Ordinary Shares, NIS 0.04 par value | 100,000 | 356,148 | I |
| Preferred Shares, NIS 0.04 par valueF5 | $0.00 | Dec 31, 2015 | P | 200,000 | A | — | — | Ordinary Shares, NIS 0.04 par value | 200,000 | 200,000 | I |
Explanation of responses
- F1Acquired by Columbia Pacific Opportunity Fund, L.P.
- F2Columbia Pacific Opportunity Fund, L.P. owns 5,141,967 Ordinary Shares Columbia Pacific Partners Fund, Ltd. owns 37,940 Ordinary Shares
- F3These warrants vested 50% on the date of grant (December 29, 2015) and will vest 50% on February 24, 2016. In the event that the Issuer has repaid in full the guaranteed amount owed pursuant to a credit agreement between Modern Systems Corporation and MS Modernization Services, Inc., a wholly owned subsidiary and a majority owned subsidiary of the Issuer, and Comerica Bank (the "Credit Agreement") to below $1,000,000 prior to February 24, 2016, the unvested portion of the warrants held by the Reporting Persons will be automatically cancelled.
- F4These warrants were issued in exchange for the Reporting Persons and certain other shareholders providing a guaranty with respect to the Credit Agreement.
- F5The convertible Preferred Shares is convertible into Ordinary Shares at any time on a one-for-one basis, and has no expiration date.