4//SEC Filing
EVCI Career Colleges Holding Corp 4
Accession 0001144204-08-000552
CIK 0001065591operating
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 7:17 PM ET
Size
20.6 KB
Accession
0001144204-08-000552
Insider Transaction Report
Form 4
COMVEST INVESTMENT PARTNERS III, LP
10% Owner
Transactions
- Award
Common Stock Warrant (right to buy)
2007-12-31+4,310,516→ 8,621,032 totalExercise: $0.01From: 2007-12-31Exp: 2010-05-23→ Common Stock (4,310,516 underlying) - Award
Put option (right to sell)
2007-12-31+4,310,516→ 8,621,032 totalExercise: $0.50Exp: 2010-05-23→ Common Stock (4,310,516 underlying) - Disposition to Issuer
Common Stock Warrant (right to buy)
2007-12-31−8,621,032→ 0 totalExercise: $1.62Exp: 2010-05-23→ Common Stock (8,621,032 underlying)
COMVEST III PARTNERS LLC
10% Owner
Transactions
- Disposition to Issuer
Common Stock Warrant (right to buy)
2007-12-31−8,621,032→ 0 totalExercise: $1.62Exp: 2010-05-23→ Common Stock (8,621,032 underlying) - Award
Common Stock Warrant (right to buy)
2007-12-31+4,310,516→ 8,621,032 totalExercise: $0.01From: 2007-12-31Exp: 2010-05-23→ Common Stock (4,310,516 underlying) - Award
Put option (right to sell)
2007-12-31+4,310,516→ 8,621,032 totalExercise: $0.50Exp: 2010-05-23→ Common Stock (4,310,516 underlying)
FALK MICHAEL
10% Owner
Transactions
- Award
Put option (right to sell)
2007-12-31+4,310,516→ 8,621,032 totalExercise: $0.50Exp: 2010-05-23→ Common Stock (4,310,516 underlying) - Disposition to Issuer
Common Stock Warrant (right to buy)
2007-12-31−8,621,032→ 0 totalExercise: $1.62Exp: 2010-05-23→ Common Stock (8,621,032 underlying) - Award
Common Stock Warrant (right to buy)
2007-12-31+4,310,516→ 8,621,032 totalExercise: $0.01From: 2007-12-31Exp: 2010-05-23→ Common Stock (4,310,516 underlying)
PRIDDY ROBERT L
10% Owner
Transactions
- Disposition to Issuer
Common Stock Warrant (right to buy)
2007-12-31−8,621,032→ 0 totalExercise: $1.62Exp: 2010-05-23→ Common Stock (8,621,032 underlying) - Award
Common Stock Warrant (right to buy)
2007-12-31+4,310,516→ 8,621,032 totalExercise: $0.01From: 2007-12-31Exp: 2010-05-23→ Common Stock (4,310,516 underlying) - Award
Put option (right to sell)
2007-12-31+4,310,516→ 8,621,032 totalExercise: $0.50Exp: 2010-05-23→ Common Stock (4,310,516 underlying)
Footnotes (5)
- [F1]The reported transactions involve the amendment of a Warrant (the "Original Warrant"), issued by EVCI Career Colleges Holding Corp. (the "Issuer") to the Reporting Person on May 23, 2007, which resulted in the deemed cancellation of the Original Warrant and the deemed issuance of a replacement warrant. The Original Warrant was amended such that the exercise price per share with respect to 4,310,516 of the warrant shares was reduced to $0.01 and remained $1.62 for the balance of 4,310,516 warrant shares. In addition, the Original Warrant was amended such that the Reporting Person has a put option (described in Notes 2 and 3 below) with respect to the warrant shares that are exercisable at $1.62 per share. To the extent applicable, the figures set forth in this Form 4 have been adjusted to reflect the reverse stock split effected by the Issuer on August 28, 2007.
- [F2]The Reporting Person has the right and option, in the Reporting Person's sole discretion, to require the Issuer to redeem the warrant shares that are exercisable at $1.62 per share at $0.50 per share at any time on or after the earlier of (i) March 31, 2009, (ii) the occurrence of a sale of (a) Technical Career Institutes, Inc. ("TCI"), (b) Pennsylvania School of Business, Inc. ("PSB") or (c) a business trust (if any) formed to hold the stock of TCI and PSB and each subsidiary (if any) thereof and (iii) the date all debt obligations under (a) the Second Amended and Restated Credit Agreement among the Issuer and its subsidiaries and Harris N.A., as amended, (b) the Loan Agreement, dated December 31, 2007 between the Issuer and the Reporting Person, (Continued in Footnote 3)
- [F3](c) the Revolving Credit Agreement, dated December 31, 2007, among TCI, PSB and the Reporting Person or (d) the Secured Convertible Promissory Note issued by the Issuer to the Reporting Person, dated as of May 23, 2007 (the "Note"), are required to be paid to the Reporting Person.
- [F4]The Reporting Person is a Delaware limited partnership. The general partner of the Reporting Person is ComVest III Partners LLC, a Delaware limited liability company ("ComVest III Partners"), the managing members of which are Michael Falk ("Falk") and Robert Priddy ("Priddy"). ComVest III Partners, Falk and Priddy, all of whom maintain offices at the same address as the Reporting Person, are filing this Form 4 jointly with the Reporting Person. As of the date hereof, the Reporting Person directly beneficially owns 8,621,032 derivative securities (excluding 5,112,316 shares issuable upon conversion of the Note, which is not convertible until May 23, 2008). ComVest III Partners, as general partner of the Reporting Person, indirectly beneficially owns such derivative securities. (Continued in footnote 5)
- [F5]Falk and Priddy, by virtue of their status as managing members of ComVest III Partners, may be deemed to have indirect beneficial ownership of the derivative securities owned by the Reporting Person. However, Falk and Priddy disclaim any beneficial ownership of such derivative securities, and the filing of this Form 4 shall not be deemed an admission that Falk and Priddy are, for purposes of Section 16 of the Securities Exchange Act or otherwise, the beneficial owners of any securities covered by this Form 4.
Documents
Issuer
EVCI Career Colleges Holding Corp
CIK 0001065591
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001065591
Filing Metadata
- Form type
- 4
- Filed
- Jan 2, 7:00 PM ET
- Accepted
- Jan 3, 7:17 PM ET
- Size
- 20.6 KB