SEC Form 4 · accession 0001140361-15-035777
Searchlight Minerals Corp. · SRCH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
LCG HOLDINGS LLC
10% Owner
Luxor Capital Group, LP
10% Owner
LUXOR CAPITAL PARTNERS OFFSHORE LTD
10% Owner
Luxor Capital Partners, LP
10% Owner
LUXOR SPECTRUM OFFSHORE LTD
10% Owner
Luxor Wavefront, LP
10% Owner
Thebes Partners Offshore, Ltd.
10% Owner
Period of report
Sep 18, 2015
Accepted (ET)
Sep 23, 2015 · 6:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001084226
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $.001F1,F2,F3,F4 | Sep 18, 2015 | J | 188,500 | — | A | 12,455,145 | I | By Luxor Capital Partners, LP |
| Common Stock, par value $.001F1,F2,F3,F5 | Sep 18, 2015 | J | 6,800 | — | A | 857,580 | I | By Separately Managed Account |
| Common Stock, par value $.001F1,F2,F3,F6 | Sep 18, 2015 | J | 62,100 | — | A | 2,657,853 | I | By Luxor Wavefront, LP |
| Common Stock, par value $.001F1,F2,F3,F7 | Sep 18, 2015 | J | 2,600 | — | A | 345,519 | I | By Thebes Offshore Master Fund, LP |
| Common Stock, par value $.001F1,F2,F8 | holding | — | — | — | 5,467,466 | I | By Luxor Capital Partners Offshore Master Fund, LP | |
| Common Stock, par value $.001F1,F2,F9 | holding | — | — | — | 1,139,334 | I | By Luxor Spectrum Offshore Master Fund, LP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (Right to Buy)F3,F4,F1,F2 | $0.50 | Sep 18, 2015 | J | 188,500 | A | Sep 18, 2015 | Sep 18, 2020 | Common Stock, par value $.001 | 188,500 | 188,500 | I |
| Warrant (Right to Buy)F3,F5,F1,F2 | $0.50 | Sep 18, 2015 | J | 6,800 | A | Sep 18, 2015 | Sep 18, 2020 | Common Stock, par value $.001 | 6,800 | 6,800 | I |
| Warrant (Right to Buy)F3,F6,F1,F2 | $0.50 | Sep 18, 2015 | J | 62,100 | A | Sep 18, 2015 | Sep 18, 2020 | Common Stock, par value $.001 | 62,100 | 62,100 | I |
| Warrant (Right to Buy)F3,F7,F1,F2 | $0.50 | Sep 18, 2015 | J | 2,600 | A | Sep 18, 2015 | Sep 18, 2020 | Common Stock, par value $.001 | 2,600 | 2,600 | I |
Explanation of responses
- F1This Form 4 is filed jointly by Luxor Capital Group, LP ("Luxor Capital Group"), Luxor Capital Partners, LP ("Onshore Fund"), Luxor Capital Partners Offshore, Ltd. ("Offshore Feeder Fund"), Luxor Spectrum Offshore, Ltd. ("Spectrum Feeder Fund"), Luxor Wavefront, LP ("Wavefront Fund"), Thebes Partners Offshore, Ltd. ("Thebes Feeder Fund"), LCG Holdings, LLC ("LCG Holdings"), Luxor Management, LLC ("Luxor Management") and Christian Leone (collectively, the "Reporting Persons").
- F2Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
- F3Securities acquired in lieu of cash, at the option of the Reporting Persons, in connection with the semi-annual interest payment on the Issuer's Secured Convertible Promissory Notes, dated September 18, 2013, owned by the Reporting Persons. In lieu of cash, the Reporting Persons received Units, priced at $0.35 per Unit, consisting of one share of Common Stock and one common stock purchase warrant, where each full warrant will entitle the warrant holder to purchase one (1) share of Common Stock at an exercise price of $0.50 per share.
- F4Securities owned directly by Onshore Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Onshore Fund, may be deemed to beneficially own the securities owned directly by Onshore Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Onshore Fund.
- F5Securities held in an account separately managed by Luxor Capital Group (the "Separately Managed Account"). Luxor Capital Group, as the investment manager of the Separately Managed Account, may be deemed to beneficially own the securities held in the Separately Managed Account. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of Luxor Management, may be deemed to beneficially own the securities held in the Separately Managed Account.
- F6Securities owned directly by Wavefront Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Wavefront Fund, may be deemed to beneficially own the securities owned directly by Wavefront Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Wavefront Fund.
- F7Securities owned directly by Thebes Offshore Master Fund, LP ("Thebes Master Fund"). Thebes Feeder Fund, the owner of a controlling interest in, and together with a minority investor, the owner of 100% of the interests in Thebes Master Fund, may be deemed to beneficially own the securities owned directly by Thebes Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Thebes Master Fund, may be deemed to beneficially own the securities owned directly by Thebes Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Thebes Master Fund.
- F8Securities owned directly by Luxor Capital Partners Offshore Master Fund, LP ("Offshore Master Fund"). Offshore Feeder Fund, as the owner of a controlling interest in Offshore Master Fund, may be deemed to beneficially own the securities owned directly by Offshore Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Offshore Master Fund, may be deemed to beneficially own the securities owned directly by Offshore Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Offshore Master Fund.
- F9Securities owned directly by Luxor Spectrum Offshore Master Fund, LP ("Spectrum Master Fund"). Spectrum Feeder Fund, as the owner of a controlling interest in Spectrum Master Fund, may be deemed to beneficially own the securities owned directly by Spectrum Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Spectrum Master Fund, may be deemed to beneficially own the securities owned directly by Spectrum Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Spectrum Master Fund.