SEC Form 4 · accession 0000908662-17-000206
Perfumania Holdings, Inc. · PERF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen L Nussdorf
Director · 10% Owner
Period of report
Oct 11, 2017
Accepted (ET)
Oct 13, 2017 · 4:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000880460
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Oct 11, 2017 | D | 8,362,032 | $0.00 | D | 0 | I | By LLC |
| Common StockF4,F3 | Oct 11, 2017 | A | 1,000 | — | A | 1,000 | I | By LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant | $23.94 | Oct 11, 2017 | D | 443,757 | D | Aug 11, 2011 | Aug 11, 2018 | Common Stock | 443,757 | 0 | D |
| Stock Option (Right to Buy) | $9.26 | Oct 11, 2017 | D | 250,000 | D | Apr 2, 2012 | Apr 2, 2022 | Common Stock | 250,000 | 0 | D |
Explanation of responses
- F1In order to facilitate the reorganization of the issuer under Chapter 11 of the Bankruptcy Code, these securities (which had no value) were cancelled for no consideration upon effectiveness of the issuer's Plan of Reorganization.
- F2Represents all the issuer shares held by the limited liability company before cancellation. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purpose.
- F3Pursuant to the Chapter 11 bankruptcy proceeding, upon effectiveness of the issuer's Plan of Reorganization, a total of $14,263,460, which the reporting person and his affiliates were required to contribute to the limited liability company, was provided to the issuer in consideration of the issuance of these shares.
- F4Represents all the issuer shares held by the limited liability company. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purpose.