SEC Form 4 · accession 0001209191-17-046995

EMERGENT CAPITAL, INC. · EMGC

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

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1Subject to adjustment in accordance with Article 3 of the warrant.
• F10151.7912 shares of common stock per $1,000 principal amount of notes or .1517912 shares of common stock per $1.00 principal amount of notes, for notes denominated in $1.00 increments, in each case, subject to adjustment in accordance with Article 4 of the indenture governing the Old Convertible Notes.
• F11The notes were held by a private fund. The Reporting Person is the sole manager of the general partner of the private fund, the sole owner and sole managing member of the sole member of the general partner and the sole owner of the managing member of the investment adviser of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The notes and Warrants are subject to a conversion limitation imposed by Florida State law that voids any conversion of such notes and/or Warrants into shares of common stock to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the shares of common stock unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation.
• F12151.7912 shares of common stock per $1,000 principal amount of notes or .1517912 shares of common stock per $1.00 principal amount of notes, for notes denominated in $1.00 increments, in each case, subject to adjustment in accordance with Article 4 of the indenture governing the Old Convertible Notes and assuming Old Convertible Notes are convertible pursuant to the terms of the indenture governing to Old Convertible Notes.
• F2Acquired in connection with a rights purchase agreement, whereby rights to purchase shares of common stock in a rights offering were sold in exchange for the common stock purchase warrants.
• F3The Warrants will vest at later times based on the conversion of the issuer's outstanding senior unsecured convertible notes outstanding as of July 28, 2017 (the "Outstanding Convertible Notes") into shares of the issuer's common stock on a 1 to 1 basis; provided that upon the earliest date on which (x) at least 50% of the aggregate principal amount of the Outstanding Convertible Notes are converted into shares of the issuer's common stock, or (y) all of the Outstanding Convertible Notes are no longer outstanding, then all remaining shares of the issuer's common stock under the Warrants shall vest and become immediately exercisable.
• F4The notes and/or Warrants are held by a private fund. The Reporting Person is the sole manager of the general partner of the private fund, the sole owner and sole managing member of the sole member of the general partner and the sole owner of the managing member of the investment adviser of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The notes and Warrants are subject to a conversion limitation imposed by Florida State law that voids any conversion of such notes and/or Warrants into shares of common stock to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the shares of common stock unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation.
• F5The notes and/or Warrants are held by a private fund. The Reporting Person is the sole managing member and sole owner of the sole member and manager of the general partner of the private fund and a director of a limited partner of the private fund. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The notes and Warrants are subject to a conversion limitation imposed by Florida State law that voids any conversion of such notes and/or Warrants into shares of common stock to the extent that the holder would, after such exercise, directly or indirectly own 10% or more of the shares of common stock unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation.
• F6$2.00 (500 shares of common stock per $1,000 principal amount of notes or .5 shares of common stock per $1.00 principal amount of notes, for notes denominated in $1.00 increments), in each case, subject to adjustment in accordance with Article 4 of the indenture governing the 5.00% Senior Unsecured Convertible Notes due 2023 (the "New Convertible Notes").
• F7New Convertible Notes were acquired and the applicable 8.50% Senior Unsecured Convertible Notes due 2019 (the "Old Convertible Notes") were disposed of in connection with the Offer to Exchange, dated April 18, 2017 (the "Exchange Offer"), which provided that for each $1,000 in principal amount of Old Convertible Notes accepted for exchange in the Exchange Offer, holders of such Old Convertible Notes would receive (i) $1,000 in principal amount of New Convertible Notes plus an additional amount of New Convertible Notes equal to accrued and unpaid interest through and excluding the settlement date of the Exchange Offer on the Old Convertible Notes tendered and accepted by the issuer in the Exchange Offer and (ii) the right to subscribe in a rights offering for 500 shares of the issuer's $0.01 par value common stock at a price of $0.20 per share.
• F8500 shares of common stock per $1,000 principal amount of notes or .5 shares of common stock per $1.00 principal amount of notes, for notes denominated in $1.00 increments, in each case, subject to adjustment in accordance with Article 4 of the indenture governing the New Convertible Notes.
• F9$6.59 (151.7912 shares of common stock per $1,000 principal amount of notes or .1517912 shares of common stock per $1.00 principal amount of notes, for notes denominated in $1.00 increments), in each case, subject to adjustment in accordance with Article 4 of the indenture governing the Old Convertible Notes.