SEC Form 4 · accession 0001140361-17-034447
BLUE SPHERE CORP. · BLSP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ibex Israel Fund LLLP
10% Owner
Period of report
Sep 1, 2017
Accepted (ET)
Sep 6, 2017 · 4:53 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001419582
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Sep 1, 2017 | J | 324,754 | — | A | 442,780 | D |
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)F1,F2 | $13.00 | Sep 1, 2017 | J | 96,154 | A | Feb 15, 2016 | Feb 15, 2021 | Common Stock | 96,154 | 117,133 | D |
Explanation of responses
- F1On September 1, 2017, in connection with the creation of a master-feeder fund structure, Ibex Israel Fund 1 LLLP ("Ibex Israel 1"), formerly known as Lazarus Israel Opportunities Fund LLLP, transferred all of its existing investments, including the common stock and warrants of the Issuer, into Ibex Israel Fund LLLP ("Ibex Israel"), formerly known as Lazarus Israel Opportunities Fund II LLLP, in exchange for partnership interests in Ibex Israel. Ibex Investors LLC ("Ibex Investors"), formerly known as Lazarus Management Company LLC, is the investment adviser of Ibex Israel 1 and Ibex Israel (the "Funds"), and Justin Borus is its manager. Ibex GP LLC ("Ibex GP"), formerly known as Lazarus GP LLC, is the general partner of each of the Funds and Mr. Borus is its manager.
- F2The pecuniary interest of Ibex Investors and Mr. Borus in the securities of the Issuer did not change as a result of the transfer and each of Ibex Investors and Mr. Borus expressly disclaims beneficial ownership of the securities held by the Funds except to the extent of his or its pecuniary interest therein. Each of the Funds expressly disclaims beneficial ownership of the shares held by the other Funds.
Remarks
All numbers have been adjusted for a 130-for-1 reverse stock split of the Issuer's common stock on or about March 24, 2017.