4//SEC Filing
Global Entertainment Holdings, Inc. 4
Accession 0001185185-09-000485
CIK 0001142488operating
Filed
May 17, 8:00 PM ET
Accepted
May 18, 12:18 PM ET
Size
10.7 KB
Accession
0001185185-09-000485
Insider Transaction Report
Form 4
RASMUSSEN GARY A
DirectorChief Executive Officer10% Owner
Transactions
- Other
Preferred Stock Series C
2008-04-15+500,000→ 3,500,000 total - Other
Common Stock
2009-03-16+10,000,000→ 14,960,030 total(indirect: As the General Partner of Rochester Capital Partners, LP)
Holdings
- 13,500
Common Stock
- 1,093,227
Preferred Stock Series B
- 641,225(indirect: As the General Partner of Rochester Capital Partners, LP)
Series B Convertible Preferred Stock
Footnotes (5)
- [F1]This holding was previously reported by Reporting Person on Form 4 filed with the Securities and Exchange Commission on May 23, 2008.
- [F2]Mr. Rasmussen's revocable living trust serves as the General Partner of Rochester Capital Partners, L.P., a Nevada Limited Partnership. Mr. Rasmussen's trust owns a majority of the partnership and Mr. Rasmussen has sole dispositive and voting control over the shares owned by the partnership.
- [F3]On November 8, 2008, the Board of Directors awarded Mr. Rasmussen 500,000 shares of Series C Preferred Stock as partial consideration of his voluntarily lowering his salary and waiving all previous accrued salary. As the Series C is convertible on a "1 for 1" basis, the value attributed to the stock was $.01 per share, or $5,000.
- [F4]These shares are owned by Rochester Capital Partners, LP as to which the Reporting Person acts as General Partner. On November 8, 2008, the Board of Directors elected to issue 10,000,000 shares of common stock to Rochester Capital Partners, as additional stock for its purchase transaction in March, 2007, in recognition of the fact that the receivable amounts of LitFunding USA, which were provided at the time of purchase, were uncollectible. These shares were issued without additional cost, as they are deemed part of the original transaction of March, 2007, as reported by the Issuer on Form 8-K, filed on March 7, 2007.
- [F5]The Series C Convertible Preferred Stock (Series C), as a class of 6,500,000 shares, is convertible into 65% of the common stock of the Issuer outstanding immediately after such conversion. Mr. Rasmussen holds approximately 54% of the shares of Series C, which is convertible into approximately 35% of the Issuer's common stock. The Series C stock carries voting rights equal to the number of shares that it is convertible into on any given date. The Series C was issued in connection with a change in control that was reported on Form 8-K on September 19, 2007. The additional 500,000 shares were issued on April 14, 2009.
Documents
Issuer
Global Entertainment Holdings, Inc.
CIK 0001142488
Entity typeoperating
IncorporatedNV
Related Parties
1- filerCIK 0001142488
Filing Metadata
- Form type
- 4
- Filed
- May 17, 8:00 PM ET
- Accepted
- May 18, 12:18 PM ET
- Size
- 10.7 KB