4//SEC Filing
BENOWITZ ADAM 4
Accession 0001144204-11-043162
CIK 0001309055other
Filed
Jul 31, 8:00 PM ET
Accepted
Aug 1, 4:47 PM ET
Size
16.8 KB
Accession
0001144204-11-043162
Insider Transaction Report
Form 4
Juma Technology Corp.JUMT.OB
VISION CAPITAL ADVISORS, LLC
Director10% Owner
Transactions
- Award
Series A Warrant (right to buy)
2011-07-28+1,200,000→ 30,633,331 total(indirect: By Vision Opportunity Master Fund, Ltd.)Exercise: $0.15Exp: 2015-03-31→ Common Stock ($0.0001 par value) (1,200,000 underlying)
BENOWITZ ADAM
Director10% Owner
Transactions
- Award
Series A Warrant (right to buy)
2011-07-28+1,200,000→ 30,633,331 total(indirect: By Vision Opportunity Master Fund, Ltd.)Exercise: $0.15Exp: 2015-03-31→ Common Stock ($0.0001 par value) (1,200,000 underlying)
Transactions
- Award
Series A Warrant (right to buy)
2011-07-28+1,200,000→ 30,633,331 total(indirect: By Vision Opportunity Master Fund, Ltd.)Exercise: $0.15Exp: 2015-03-31→ Common Stock ($0.0001 par value) (1,200,000 underlying)
THOMSON ROBERT
Director
Transactions
- Award
Series A Warrant (right to buy)
2011-07-28+1,200,000→ 30,633,331 total(indirect: By Vision Opportunity Master Fund, Ltd.)Exercise: $0.15Exp: 2015-03-31→ Common Stock ($0.0001 par value) (1,200,000 underlying)
Vision Capital Advantage Fund, L.P.
Director10% Owner
Transactions
- Award
Series A Warrant (right to buy)
2011-07-28+1,200,000→ 30,633,331 total(indirect: By Vision Opportunity Master Fund, Ltd.)Exercise: $0.15Exp: 2015-03-31→ Common Stock ($0.0001 par value) (1,200,000 underlying)
VCAF GP, LLC
Director10% Owner
Transactions
- Award
Series A Warrant (right to buy)
2011-07-28+1,200,000→ 30,633,331 total(indirect: By Vision Opportunity Master Fund, Ltd.)Exercise: $0.15Exp: 2015-03-31→ Common Stock ($0.0001 par value) (1,200,000 underlying)
Footnotes (5)
- [F1]Vision Opportunity Master Fund, Ltd. (the "Fund") is the direct owner of the subject securities. Vision Capital Advisors, LLC (the "Investment Manager") serves as investment manager to the Fund. Adam Benowitz is the Managing Member of the Investment Manager. The Investment Manager also serves as investment manager to Vision Capital Advantage Fund, L.P. ("VCAF"). VCAF GP, LLC (the "General Partner") serves as general partner of VCAF; the Managing Member of the General Partner is Adam Benowitz. Robert Thomson currently serves as the Fund's and VCAF's representative on the Issuer's board of directors; the Fund and VCAF may be deemed a director by virtue of their right to appoint a director. (continued in footnote 2)
- [F2]Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Exchange Act"), or for any other purpose.
- [F3]This Warrant is presently exercisable into shares of Common Stock at any time at the option of the holder. However, at no time may the holder exercise the Warrant if the number of shares of Common Stock to be issued pursuant to such exercise would exceed, when aggregated with all other shares of Common Stock owned by the holder and its affiliates at such time, the number of shares of Common Stock which would result in the holder and its affiliates beneficially owning (as determined in accordance with Section 13(d) of the Exchange Act and the rules thereunder) more than 4.99% of all of the Common Stock of the Issuer issued and outstanding at such time (the "Beneficial Ownership Limitation"); provided, however, that upon the holder providing the Issuer with sixty-one (61) days notice (the "Warrant Waiver Notice") (continued in footnote 4)
- [F4]that the holder would like to waive the Beneficial Ownership Limitation with regard to any or all shares of Common Stock issuable upon exercise of this Warrant, the Beneficial Ownership Limitation will be of no force or effect with regard to all or a portion of the Warrant referenced in the Warrant Waiver Notice; provided, further, that during the sixty-one (61) day period prior to the Expiration Date (as defined in the Warrant) of this Warrant the holder may waive the Beneficial Ownership Limitation upon providing the Warrant Waiver Notice at any time during such sixty-one (61) day period; and provided, further, that any Warrant Waiver Notice during the sixty-one (61) day period prior to the Expiration Date will not be effective until the last day of the Term (as defined in the Warrant).
- [F5]This Warrant was issued for no additional consideration in connection with a $180,000 note acquired by the Fund from the Issuer.
Documents
Issuer
Juma Technology Corp.
CIK 0001309055
Entity typeother
Related Parties
1- filerCIK 0001411963
Filing Metadata
- Form type
- 4
- Filed
- Jul 31, 8:00 PM ET
- Accepted
- Aug 1, 4:47 PM ET
- Size
- 16.8 KB