SEC Form 4 · accession 0001179110-17-000988

CREATIVE REALITIES, INC. · CREX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

Slipstream Communications, LLC

10% Owner

BCOM Holdings, LP

10% Owner

BCOM GP LLC

10% Owner

Business Services Holdings, LLC

10% Owner

Period of report

Feb 18, 2015

Accepted (ET)

Jan 18, 2017 · 4:15 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001356093

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2,F3	holding	—	—		—	28,570,934	I	See footnotes

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series A 6% Convertible Preferred Stock^F1,F2,F4,F5	$0.40	Feb 18, 2015	P	175,000	A	Feb 18, 2015	—	Common Stock	437,500	675,000	I
Common Stock Warrant (right to buy)^F7,F1,F2,F6	$0.50	Feb 18, 2015	P	218,750	A	Feb 18, 2015	Feb 18, 2020	Common Stock	218,750	218,750	I
Subordinated Secured Promissory Note^F1,F2,F8	$0.75	May 20, 2015	P	—	A	May 20, 2015	May 20, 2016	Series A 6% Convertible Preferred Stock	581,250	—	I
Common Stock Warrant (right to buy)^F9,F1,F2	$0.31	May 20, 2015	P	762,295	A	May 20, 2015	May 20, 2020	Common Stock	762,295	762,295	I
Common Stock Warrant (right to buy)^F10,F1,F2	$0.30	Jun 23, 2015	P	935,351	A	Jun 23, 2015	Jun 23, 2020	Common Stock	935,351	935,351	I
Common Stock Warrant (right to buy)^F11,F1,F2	$0.28	Dec 22, 2015	P	1,750,000	A	Dec 22, 2015	Dec 22, 2020	Common Stock	1,750,000	1,750,000	I
Secured Convertible Promissory Note^F1,F2	$0.28	Jun 13, 2016	P	—	A	Jun 13, 2016	Apr 15, 2017	Common Stock	892,857	—	I
Common Stock Warrant (right to buy)^F12,F1,F2	$0.28	Jun 13, 2016	P	446,429	A	Jun 13, 2016	Jun 13, 2021	Common Stock	446,429	446,429	I
Common Stock Warrant (right to buy)^F13,F1,F2	$0.28	Aug 17, 2016	P	5,882,352	A	Aug 17, 2016	Aug 17, 2021	Common Stock	5,882,352	5,882,352	I

Explanation of responses

F1All securities acquired and included in this report were acquired by Slipstream Funding, LLC ("Slipstream Funding"). Slipstream Funding is wholly owned by Slipstream Communications, LLC. ("Slipstream Communications"). BCOM Holdings, LP ("BCOM Holdings") is the managing member of Slipstream Communications. BCOM GP LLC ("BCOM GP") is the general partner of BCOM Holdings. Business Services Holdings, LLC ("Business Services Holdings") is the sole member of BCOM GP. Each of PP IV BSH, LLC ("PP IV BSH"), Pegasus Partners IV (AIV), L.P. ("Pegasus Partners (AIV)") and Pegasus Investors IV, L.P. ("Pegasus Investors") are the members of Business Services Holdings. Pegasus Partners IV, L.P. ("Pegasus Partners") is the sole member of PP IV BSH. Pegasus Investors is the general partner of each of Pegasus Partners (AIV) and Pegasus Partners, and Pegasus Investors IV GP, L.L.C. ("Pegasus Investors GP") is the general partner of Pegasus Investors.
F10The warrant was issued for no additional consideration in connection with the conversion of an earlier promissory note into a longer-term debt obligation of the issuer.
F11The warrant was issued in consideration of Slipstream Communication furnishing collateral security for debt obligations of the issuer.
F12The warrant was issued for no additional consideration in connection with the offer and sale of the Secured Convertible Promissory Note on the same date.
F13The warrant was issued for no additional consideration in connection with the offer and sale of a secured term promissory note on the same date.
F2Pegasus Investors GP is wholly owned by Pegasus Capital, LLC ("Pegasus Capital"). Pegasus Capital may be deemed to be directly or indirectly controlled by Mr. Craig Cogut.Craig Cogut, Pegasus Capital, Pegasus Investors, Pegasus Partners, Pegasus Partners (AIV), Pegasus Investors GP, and PP IV BSH are filing a separate Form 4 to report the transactions reported herein. Each of Slipstream Communications, BCOM Holdings, BCOM GP, Business Services Holdings, PP IV BSH, Pegasus Partners (AIV), Pegasus Partners, Pegasus Investors, Pegasus Investors GP, Pegasus Capital and Mr. Cogut disclaim beneficial ownership of any of the issuer's securities as to which this report relates except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of the foregoing entities or Mr. Cogut is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purposes.
F3All shares of Common Stock included as beneficially owned in Table I of this report are held indirectly by Slipstream Funding, LLC ("Slipstream Funding"). Slipstream Communications is the sole member of Slipstream Funding.
F4As of the date of this report, the conversion price at which the Series A 6% Convertible Preferred Stock may be converted into Common Stock is $0.255.
F5No expiration date.
F6As of the date of this report, the exercise price at which the warrant may be exercised for the purchase of Common Stock is $0.36.
F7The warrant was issued for no additional consideration in connection with the offer and sale of Series A 6% Convertible Preferred Stock on the same date.
F8The conversion price reflected in the table is the effective conversion price under the promissory note, after giving effect to a 25% conversion premium contained in the promissory note.
F9The warrant was issued for no additional consideration in connection with the offer and sale of the Subordinated Secured Promissory Note on the same date.