4//SEC Filing
Wilson Donald R. Jr. 4
Accession 0001193805-13-000332
CIK 0001512074other
Filed
Feb 11, 7:00 PM ET
Accepted
Feb 12, 5:10 PM ET
Size
19.7 KB
Accession
0001193805-13-000332
Insider Transaction Report
Form 4
Wilson Donald R. Jr.
10% Owner
Transactions
- Other
Common Stock, par value $0.0001 per share
2013-02-08+120,000→ 2,474,450 total(indirect: By LLC)
Holdings
- 761,905(indirect: By LLC)
Common Stock, par value $0.0001 per share
DRW Commodities, LLC
10% Owner
Transactions
- Other
Common Stock, par value $0.0001 per share
2013-02-08+120,000→ 2,474,450 total(indirect: By LLC)
Holdings
- 761,905(indirect: By LLC)
Common Stock, par value $0.0001 per share
DRW Holdings, LLC
10% Owner
Transactions
- Other
Common Stock, par value $0.0001 per share
2013-02-08+120,000→ 2,474,450 total(indirect: By LLC)
Holdings
- 761,905(indirect: By LLC)
Common Stock, par value $0.0001 per share
Footnotes (4)
- [F1]This Form 4 is being filed by Donald R. Wilson, Jr. ("Wilson"), as well as DRW Holdings, LLC ("DRW Holdings") and DRW Commodities, LLC ("DRW Commodities"), as set forth on the Joint Filer Information Statement attached as an exhibit hereto.
- [F2]On February 8, 2013, the Issuer issued to DRW Commodities 120,000 shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock"), as consideration for the fulfillment by DRW Commodities, as assignee of the obligations of 2012 DOOH Investments LLC ("DOOH Investments"), of the stock purchase commitment under the equity commitment letter agreement, dated December 14, 2012, between DOOH Investments and the Issuer.
- [F3]Wilson is the sole manager of DRW Commodities and DRW Holdings, which owns 100% of the outstanding equity of DRW Commodities. A majority of the equity of DRW Holdings is owned, directly and indirectly, by trusts for the benefit of members of Wilson's immediate family and of which Wilson serves as trustee or investment adviser. Wilson disclaims beneficial ownership of any securities held by DRW Commodities, except to the extent of his indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that Wilson is the beneficial owner of such securities for purposes of Section 16 or otherwise.
- [F4]Wilson is the sole manager of DOOH Investment Manager LLC ("DOOH Manager"), which is the sole manager of DOOH Investments. Wilson is also a manager of, and DOOH Investments owns 705,905 Class A Units issued by, SCG Financial Holdings LLC ("SCG Holdings"), which holds 1,523,810 shares of the Issuer's Common Stock. DOOH Investments is entitled to receive dividends and the proceeds from any sale of 50% of the shares of Common Stock held by SCG Holdings, and accordingly, each of DOOH Investments and Wilson has a pecuniary interest in 50%, or 761,905, of the shares of Common Stock held by SCG Holdings. Wilson otherwise disclaims beneficial ownership of any securities held by SCG Holdings.
Documents
Issuer
SCG Financial Acquisition Corp.
CIK 0001512074
Entity typeother
Related Parties
1- filerCIK 0001565352
Filing Metadata
- Form type
- 4
- Filed
- Feb 11, 7:00 PM ET
- Accepted
- Feb 12, 5:10 PM ET
- Size
- 19.7 KB