3//SEC Filing
STEELCLOUD INC 3
Accession 0001144204-10-042717
CIK 0001058027operating
Filed
Aug 10, 8:00 PM ET
Accepted
Aug 11, 10:37 AM ET
Size
11.6 KB
Accession
0001144204-10-042717
Insider Transaction Report
Form 3
STEELCLOUD INCSCLD.PK
Caledonia Capital Corp
10% Owner
Holdings
Warrants
Exercise: $0.15From: 2009-11-04Exp: 2013-11-04→ Common Stock (121,875 underlying)Convertible Notes
Exercise: $0.10From: 2010-07-02→ Common Stock (5,700,000 underlying)Warrants
Exercise: $0.15From: 2009-11-23Exp: 2013-11-23→ Common Stock (182,813 underlying)Warrants
Exercise: $0.15From: 2010-03-31Exp: 2014-03-31→ Common Stock (1,500,000 underlying)Warrants
Exercise: $0.15From: 2009-07-01Exp: 2013-07-01→ Common Stock (382,813 underlying)Series A Preferred Stock
Exercise: $0.10From: 2010-07-02→ Common Stock (1,800,000 underlying)
Footnotes (3)
- [F1]The Reporting Person was the legal and record owner of the 2,500,000 shares of the Issuer's common stock ("Common Stock") reported sold in Table 1 until July 2, 2010. On that date, Caledonia entered into an Exchange Agreement with the Issuer pursuant to which Caledonia exchanged 2,500,000 shares of Common Stock for 90,000 shares of the Issuer's Series A Preferred Stock ("Preferred Stock"). A copy of the Exchange Agreement is attached to the Issuer's Current Report on Form 8-K dated July 9, 2010. Each share of Preferred Stock held by Caledonia is convertible into Common Stock at $0.10 per share (subject to customary adjustments for stock splits and similar events), with no expiration date.
- [F2]The Reporting Person was the legal and record owner of two convertible promissory notes of the Issuer with an aggregate principal balance of $500,000 (the "Old Caledonia Notes") until July 2, 2010. On that date, the Issuer issued a new convertible promissory note in the principal amount of $570,000 (the "New Caledonia Note"), in satisfaction of the Old Caledonia Notes. Copies of the definitive transaction agreements are attached to the Issuer's Current Report on Form 8-K dated July 9, 2010. The New Caledonia Note is convertible into Common Stock at $0.10 per share (subject to customary adjustments for stock splits and similar events), with no expiration date.
- [F3]The Reporting Person is the legal and record owner of warrants exercisable for a total of 2,187,501 shares of Common Stock at $0.15 per share (subject to customary adjustments for stock splits and similar events).
Documents
Issuer
STEELCLOUD INC
CIK 0001058027
Entity typeoperating
IncorporatedVA
Related Parties
1- filerCIK 0001058027
Filing Metadata
- Form type
- 3
- Filed
- Aug 10, 8:00 PM ET
- Accepted
- Aug 11, 10:37 AM ET
- Size
- 11.6 KB