SEC Form 4 · accession 0001144204-16-127900
Axar Acquisition Corp. · AXAR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William M Kahane
Officer — See remarks below · Director · 10% Owner
Period of report
Oct 7, 2016
Accepted (ET)
Oct 12, 2016 · 8:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001615892
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Oct 7, 2016 | S$0 | 5,947,827 | — | D | 0 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Private Placement Warrants (right to buy)F1,F2,F3,F4 | $12.50 | Oct 7, 2016 | S | 6,550,000 | D | — | — | Common Stock | 6,550,000 | 0 | I |
Explanation of responses
- F1Pursuant to the terms of the Agreement, dated September 16, 2016 (as amended on September 27, 2016), by and among the Reporting Person, Axar Master Fund Ltd. and the Issuer, the Reporting Person sold such shares of Common Stock and Private Placement Warrants to Axar Master Fund Ltd. for (i) $10.00 in cash and (ii) upon the closing of a business combination by the Issuer, an additional $1,000,000 in cash.
- F2AR Capital, LLC is the direct owner of the reported securities. The Reporting Person is a manager and equity holder of AR Capital, LLC. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F3The warrants will become exercisable 30 days after the completion of the Issuer's initial business combination.
- F4The warrants will expire five years after the date on which they first became exercisable, at 5:00 p.m., New York time, or earlier upon redemption or liquidation.
Remarks
Former Chief Executive Officer and Director.