SEC Form 4 · accession 0001019687-15-001100
LIME ENERGY CO. · LIME
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
BISON CAPITAL PARTNERS IV, L.P.
Director · 10% Owner
Andreas Hildebrand
Director
Peter Scott Macdonald
Director
Period of report
Mar 24, 2015
Accepted (ET)
Mar 26, 2015 · 4:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001065860
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Subordinated Secured Convertible Promissory NoteF4,F1,F2,F3 | — | Mar 24, 2015 | A | 1 | A | — | — | Common Stock | — | 1 | D |
Explanation of responses
- F1As of the transaction date, the Subordinated Secured Convertible Promissory Note (the "Note"), if convertible, would be convertible into 3,718,354 shares of Common Stock, based on the $11,750,000 principal amount and the initial $3.16 conversion price, but subject to the limitation stated in note 3. The amount due under the Note that may be converted and the conversion price are subject to adjustment in accordance with the terms of the Note.
- F2Outstanding principal and accrued interest under the Note at any time is convertible at the option of the holder upon the earlier to occur of (i) the third anniversary of the transaction date or (ii) a Fundamental Transaction (as defined in the Note). The maturity date of the note is the fifth anniversary of the transaction date.
- F3The stockholders of Lime Energy Co. (the "Issuer") have approved the full convertibility of shares of the Note into Common Stock, which approval is effective twenty (20) days after the Issuer mails an Information Statement to stockholders. Prior to effectiveness of shareholder approval of the Proposal, the Note may not be converted into an aggregate number of shares of Common Stock exceeding 19.99% of the outstanding shares of Common Stock.
- F4The Note is owned directly by Bison Capital Partners IV, L.P., 10% owner, director by deputization and joint filer. Voting and investment control of the shares of Common Stock into which Note may be converted is shared with Bison Capital Partners IV GP, L.P., 10% owner, director by deputization and joint filer, as general partner of Bison Capital Partners IV, L.P. Bison Capital Partners IV GP, L.P. disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein. Andreas Hildebrand and Peter Scott Macdonald may be deemed to have a pecuniary interest in the shares of Common Stock into which the Note may be converted. Mr. Hildebrand and Mr. Macdonald each disclaim beneficial ownership of these securities except to the extent of their respective pecuniary interests therein.