ELEPHANT TALK COMMUNICATIONS CORP 4

Accession 0001144204-14-016764

CIK 0001084384operating

View on SEC.gov Company Profile

Filed

Mar 18, 8:00 PM ET

Accepted

Mar 19, 8:46 PM ET

Size

34.8 KB

Accession

0001144204-14-016764

Insider Transaction Report

Form 4

Period: 2014-03-17

ELEPHANT TALK COMMUNICATIONS CORPETAK

VAN DER VELDEN STEVEN PAUL KAREL MARIE

DirectorPresident; CEO10% Owner

Transactions

Other
Warrant
2014-03-17−1,478,800→ 0 total(indirect: By QAT II, see footnote)
Exercise: $1.00Exp: 2014-07-31→ Common Stock (1,478,800 underlying)
Other
Common Stock
2014-03-17$0.70/sh+492,582$344,807→ 3,855,245 total(indirect: By QAT II, see footnote)
Other
Warrant
2014-03-17+1,478,800→ 1,478,800 total(indirect: By QAT II, see footnote)
Exercise: $0.70Exp: 2014-07-31→ Common Stock (1,478,800 underlying)
Other
Warrant
2014-03-17−492,582→ 0 total(indirect: By QAT II, see footnote)
Exercise: $1.00Exp: 2014-10-30→ Common Stock (492,582 underlying)
Other
Warrant
2014-03-17−1,478,800→ 0 total(indirect: By QAT II, see footnote)
Exercise: $0.70Exp: 2014-07-31→ Common Stock (1,478,800 underlying)
Other
Common Stock
2014-03-17$0.70/sh+1,478,800$1,035,160→ 3,362,663 total(indirect: By QAT II, see footnote)
Other
Warrant
2014-03-17+492,582→ 492,582 total(indirect: By QAT II, see footnote)
Exercise: $0.70Exp: 2014-10-30→ Common Stock (492,582 underlying)
Other
Warrant
2014-03-17−492,582→ 0 total(indirect: By QAT II, see footnote)
Exercise: $0.70Exp: 2014-10-30→ Common Stock (492,582 underlying)

Holdings

Common Stock
(indirect: By RWC, see footnote)
9,197,177
Common Stock
6,455,703
Common Stock
(indirect: By CMV I, see footnote)
427,549
Common Stock
(indirect: By CMV II, see footnote)
1,416,415
Common Stock
(indirect: By QAT, see footnote)
124,138

Footnotes (7)

[F1]QAT II Investments SA ("QAT II") exercised a warrant to purchase 4,000,000 shares of the Issuer's common stock at an exercise price of $0.70 per share, for gross proceeds to the Issuer of approximately $2.8 million. The warrant was originally issued on July 31, 2009 with an exercise price of $1.00 per share. A Special Committee of the Issuer's board of directors authorized the reduction of the exercise price in order to induce QAT II to immediately exercise the warrant for cash providing additional liquidity to the Issuer, which reduction was subsequently ratified by the Issuer's board of directors.
[F2]These securities are held by QAT II. Reporting Person holds a 36.97% ownership interest in QAT II and the number of securities shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through QAT II. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such securities and thus disclaims beneficial ownership over such securities.
[F3]QAT II exercised a warrant to purchase 1,332,383 shares of the Issuer's common stock at an exercise price of $0.70 per share, for gross proceeds to the Issuer of approximately $0.9 million. The warrant was originally issued on October 30, 2009 with an exercise price of $1.00 per share. A Special Committee of the Issuer's board of directors authorized the reduction of the exercise price in order to induce QAT II to immediately exercise the warrant for cash providing additional liquidity to the Issuer, which reduction was subsequently ratified by the Issuer's board of directors.
[F4]These shares are held by CMV Invest CVA ("CMV I"). Reporting Person holds a 27.50% ownership interest in CMV I and the number of shares shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through CMV I. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such shares and thus disclaims beneficial ownership over such shares.
[F5]These shares are held by CMV Invest II CVA ("CMV II"). Reporting Person holds a 40.75% ownership interest in CMV II and the number of shares shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through CMV II. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such shares and thus disclaims beneficial ownership over such shares.
[F6]These shares are held by QAT Investments SA ("QAT"). Reporting Person holds a 30.79% ownership interest in QAT and the number of shares shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through QAT. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such shares and thus disclaims beneficial ownership over such shares.
[F7]These shares are held by Rising Water Capital, AG ("RWC"). The Reporting Person holds an approximately 35.15% ownership interest in RWC and the number of shares shown here indicates the Reporting Person's proportionate interest in the Issuer's securities through RWC. The Reporting Person is not a controlling shareholder nor has or shares the investment control over such shares and thus disclaims beneficial ownership over such shares.

Documents

2 files

Issuer

ELEPHANT TALK COMMUNICATIONS CORP

CIK 0001084384

→

Entity typeoperating

IncorporatedDE

Related Parties

filerCIK 0001084384

Filing Metadata

Form type: 4
Filed: Mar 18, 8:00 PM ET
Accepted: Mar 19, 8:46 PM ET
Size: 34.8 KB

View on SEC.gov