SEC Form 4 · accession 0001140361-18-034253
BARFRESH FOOD GROUP INC. · BRFH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Ibex Microcap Fund LLLP
10% Owner
Justin B Borus
10% Owner
Ibex Investors LLC
10% Owner
Lazarus Macro Micro Partners LLLP
10% Owner
Period of report
Jul 26, 2018
Accepted (ET)
Jul 30, 2018 · 5:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001487197
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF5,F6 | Jul 26, 2018 | X | 1,100,000 | $0.50 | A | 13,612,433 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (right to buy)F3,F5,F6,F2 | $0.50 | Jul 26, 2018 | X | 1,100,000 | D | Sep 18, 2013 | Jul 26, 2018 | Common Stock | 1,100,000 | 1,700,000 | I |
| Warrant (right to buy)F3,F5,F6,F2 | $0.50 | Jul 26, 2018 | J | 1,700,000 | D | Sep 18, 2013 | Jul 26, 2018 | Common Stock | 1,700,000 | 0 | I |
| Warrant (right to buy)F3,F5,F6,F2 | $0.50 | Jul 26, 2018 | J | 100,000 | D | Sep 18, 2013 | Aug 5, 2018 | Common Stock | 100,000 | 0 | I |
| Warrant (right to buy)F4,F5,F6,F2 | $0.53 | Jul 26, 2018 | J | 1,800,000 | A | Jul 26, 2018 | Jul 31, 2021 | Common Stock | 1,800,000 | 1,800,000 | I |
Explanation of responses
- F1On July 26, 2018, the terms of an aggregate of 1,800,000 warrants were amended to extend the expiration date to July 31, 2021 and change the exercise price to $0.53 per share.
- F2These Warrants are not exercisable by the holder to the extent (but only to the extent) that the holder together with any of its affiliates would beneficially own in excess of 9.99% (the "Maximum Percentage") of the Issuer's Common Stock after giving effect to such exercise and as a result of such exercise. By written notice to the Issuer, the holder may increase or decrease the Maximum Percentage, as applied to the holder, to any other percentage specified in such notice; provided that any such increase will not be effective until the 61st day after such notice is delivered to the Issuer.
- F3These Warrants were originally acquired from the Issuer as part of Units, each consisting of one share of Common Stock, one such Warrant and one other Warrant (each a "Unit"). The price paid for each Unit was $0.25.
- F4This Warrant is the amended Warrant, resulting from the amendment that is described in Footnote 1.
- F5This form is filed jointly by Ibex Investors LLC ("Ibex"), Justin B. Borus, Ibex Microcap Fund LLLP ("Ibex Microcap") and Lazarus Macro Micro Partners LLLP ("Macro Micro Partners" and together with Ibex Microcap, the "Funds"). The securities reported herein are owned directly by Ibex Microcap except for 3,000 shares of common stock owned directly by Macro Micro Partners. Ibex is the investment adviser and general partner of the Funds and Mr. Borus is the manager of Ibex.
- F6Each of Ibex 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, if any. Each of the Funds expressly disclaims beneficial ownership of the securities held by the other Fund. The filing of this Form 4 shall not be construed as an admission that either Ibex or Mr. Borus (or each Fund with respect to the securities held by the other Fund), for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, is the beneficial owner of any of the securities reported herein.