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4//SEC Filing

SEQUENTIAL BRANDS GROUP, INC. 4

Accession 0001144204-13-041979

CIK 0000791770operating
View on SEC.govCompany Profile

Filed

Jul 29, 8:00 PM ET

Accepted

Jul 30, 4:15 PM ET

Size

19.4 KB

Accession

0001144204-13-041979

Insider Transaction Report

Form 4
Period: 2013-03-28
SEQUENTIAL BRANDS GROUP, INC.SQBG
TCP WR Acquisition LLC
10% Owner
Transactions
  • Disposition to Issuer

    Series A Preferred Stock

    2013-03-28$0.00/sh−14,500$15→ 0 total
  • Award

    Common Stock

    2013-07-26$5.50/sh+257,273$1,415,002→ 6,514,416 total(indirect: See Footnote)
  • Conversion

    Convertible Debentures

    2013-03-28$2.27/sh−14,500,000$32,842,500→ 0 total
    Exercise: $2.27From: 2012-02-22Exp: 2015-01-31→ Common Stock (5,523,810 underlying)
Holdings

  • Warrants

    Exercise: $2.27From: 2012-02-22Exp: 2017-02-22→ Common Stock (1,104,762 underlying)
    1,104,762
Tengram Capital Associates, LLC
10% Owner
Transactions
  • Award

    Common Stock

    2013-07-26$5.50/sh+257,273$1,415,002→ 6,514,416 total(indirect: See Footnote)
  • Conversion

    Convertible Debentures

    2013-03-28$2.27/sh−14,500,000$32,842,500→ 0 total
    Exercise: $2.27From: 2012-02-22Exp: 2015-01-31→ Common Stock (5,523,810 underlying)
  • Disposition to Issuer

    Series A Preferred Stock

    2013-03-28$0.00/sh−14,500$15→ 0 total
Holdings

  • Warrants

    Exercise: $2.27From: 2012-02-22Exp: 2017-02-22→ Common Stock (1,104,762 underlying)
    1,104,762
Eby Matthew
Director10% Owner
Transactions
  • Disposition to Issuer

    Series A Preferred Stock

    2013-03-28$0.00/sh−14,500$15→ 0 total
  • Award

    Common Stock

    2013-07-26$5.50/sh+257,273$1,415,002→ 6,514,416 total(indirect: See Footnote)
  • Conversion

    Convertible Debentures

    2013-03-28$2.27/sh−14,500,000$32,842,500→ 0 total
    Exercise: $2.27From: 2012-02-22Exp: 2015-01-31→ Common Stock (5,523,810 underlying)
Holdings

  • Warrants

    Exercise: $2.27From: 2012-02-22Exp: 2017-02-22→ Common Stock (1,104,762 underlying)
    1,104,762
Gersten Richard D.
Director10% Owner
Transactions
  • Disposition to Issuer

    Series A Preferred Stock

    2013-03-28$0.00/sh−14,500$15→ 0 total
  • Award

    Common Stock

    2013-07-26$5.50/sh+257,273$1,415,002→ 6,514,416 total(indirect: See Footnote)
  • Conversion

    Convertible Debentures

    2013-03-28$2.27/sh−14,500,000$32,842,500→ 0 total
    Exercise: $2.27From: 2012-02-22Exp: 2015-01-31→ Common Stock (5,523,810 underlying)
Holdings

  • Warrants

    Exercise: $2.27From: 2012-02-22Exp: 2017-02-22→ Common Stock (1,104,762 underlying)
    1,104,762
SWEEDLER WILLIAM
Director10% Owner
Transactions
  • Award

    Common Stock

    2013-07-26$5.50/sh+257,273$1,415,002→ 6,514,416 total(indirect: See Footnote)
  • Disposition to Issuer

    Series A Preferred Stock

    2013-03-28$0.00/sh−14,500$15→ 0 total
  • Conversion

    Convertible Debentures

    2013-03-28$2.27/sh−14,500,000$32,842,500→ 0 total
    Exercise: $2.27From: 2012-02-22Exp: 2015-01-31→ Common Stock (5,523,810 underlying)
Holdings

  • Warrants

    Exercise: $2.27From: 2012-02-22Exp: 2017-02-22→ Common Stock (1,104,762 underlying)
    1,104,762
Footnotes (6)
  • [F1]On March 28, 2013, in connection with the acquisition of B(R)and Matter, LLC by Sequential Brands Group, Inc. (the "Company"), TCP WR Acquisition, LLC ("TCP WR") elected to convert the aggregate principal amount outstanding under Sequential's Variable Rate Senior Secured Convertible Debentures due January 15, 2015 (the "Debentures") into shares of the Company's common stock, par value $0.001 per share (the "Common Stock") at a conversion rate of $2.625 per share (the "TCP Conversion"). At the time of the TCP Conversion, the aggregate principal amount outstanding under the Debentures was $14,500,000 plus accrued and unpaid interest. The Company issued 5,523,810 shares of the Common Stock in the TCP Conversion.
  • [F2]In connection with the TCP Conversion, the Company has also redeemed all of the issued and outstanding shares of Series A Preferred Stock, par value $0.001 per share, held by TCP WR for an aggregate redemption price of $14.50 pursuant to the Designation of Rights, Preferences and Limitations for the Series A Preferred Stock.
  • [F3]On July 26, 2013, TCP SQBG II, LLC ("SQBG II") acquired 257,273 shares of Common Stock at $5.50 per share in a private placement transaction pursuant to Rule 506 of Regulation D promulgated under the U.S. Securities Act of 1933, as amended. Tengram Capital Associates, LLC ("TCA"), the managing member of SQBG II, and Matthew Eby, Richard Gersten and William Sweedler, the managing members of TCA (the "Managing Members"), indirectly own these shares of Common Stock. This report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose.
  • [F4]733,333 shares of Common Stock are directly owned by TCP SQBG Acquisition, LLC ("TCP SQBG") and indirectly owned by TCA, the managing member of TCP SQBG and the Managing Members. This report shall not be deemed to be an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose.
  • [F5]On February 22, 2012, TCP WR acquired from the Company warrants to purchase 1,104,762 shares of Common Stock (the "Warrants"), which are exercisable at TCP WR's option for shares of Common Stock beginning the date of issuance until the termination date of the Warrants, which shall be February 22, 2017.
  • [F6]These transactions are being reported late due to an inadvertent administrative oversight.

Documents

1 file

Issuer

SEQUENTIAL BRANDS GROUP, INC.

CIK 0000791770

→
Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0000791770

Filing Metadata

Form type
4
Filed
Jul 29, 8:00 PM ET
Accepted
Jul 30, 4:15 PM ET
Size
19.4 KB
View on SEC.gov