4//SEC Filing
CVSL INC. 4
Accession 0001179110-13-010511
CIK 0001403085operating
Filed
Jun 17, 8:00 PM ET
Accepted
Jun 18, 12:11 PM ET
Size
11.9 KB
Accession
0001179110-13-010511
Insider Transaction Report
Form 4
CVSL INC.CVSL
LONGABERGER TAMALA LYNNE
Director
Transactions
- Conversion
Convertible Subordinated Unsecured Promissory Note
2013-06-14(indirect: See footnote)Exercise: $0.00From: 2013-06-14Exp: 2013-03-15→ Common Stock (32,500,000 underlying) - Conversion
Common Stock
2013-06-14$0.20/sh+32,500,000$6,500,000→ 32,500,000 total(indirect: See footnote) - Award
Convertible Subordinated Unsecured Promissory Note
2013-06-14(indirect: See footnote)Exercise: $0.00From: 2013-06-14Exp: 2023-03-15→ Common Stock (32,500,000 underlying)
Footnotes (5)
- [F1]On June 14, 2013, CVSL Inc. (the "Company") converted that certain Convertible Subordinated Promissory Note, dated March 15, 2013, issued by the Company to The Tamala L. Longaberger Revocable Trust (the "Trust"), in the original principal amount of $6,500,000 (the "Note"), into 32,500,000 shares (the "Shares") of common stock of the Company (the "Conversion").
- [F2]The Company issued the Note to the Trust in connection with the Trust's transfer to the Company of certain shares of capital stock of The Longaberger Company ("TLC"), pursuant to that certain Purchase Agreement, dated March 15, 2013, by and among the Company, TLC, Tamala L. Longaberger, individually and as trustee under the Trust, and certain other parties. The Note (i.e., all unpaid principal, and all accrued and unpaid interest, under the Note) converts into the Shares mandatorily upon the fulfillment of certain conditions to be effected by the Company (see footnote (4) below).
- [F3]Tamala L. Longaberger, as the sole trustee and beneficiary of the Trust, may be deemed the beneficial owner of the Shares.
- [F4]The Conversion is conditioned on the Company, upon action by its board of directors and shareholders, authorizing for issuance the number of shares of its common stock that are sufficient to effect the Conversion in full and the Company effecting the Conversion. By amendment to its Articles of Incorporation effective May 30, 2013, the number of authorized shares of common stock was increased to a number sufficient to effect the Conversion in full, and, on June 14, 2013, the Company effected the full conversion of the Note by notice to the Trust.
- [F5]The unpaid and unconverted principal, and all accrued and unpaid interest, under the Note is due and payable on March 15, 2023.
Documents
Issuer
CVSL INC.
CIK 0001403085
Entity typeoperating
IncorporatedFL
Related Parties
1- filerCIK 0001403085
Filing Metadata
- Form type
- 4
- Filed
- Jun 17, 8:00 PM ET
- Accepted
- Jun 18, 12:11 PM ET
- Size
- 11.9 KB