4//SEC Filing
Nelson Mitchell J 4
Accession 0001209191-11-016292
CIK 0001410402other
Filed
Mar 7, 7:00 PM ET
Accepted
Mar 8, 4:39 PM ET
Size
13.7 KB
Accession
0001209191-11-016292
Insider Transaction Report
Form 4
Circle Entertainment, Inc.FXRE.PK
Nelson Mitchell J
Executive Vice President
Transactions
- Award
Common Stock Warrants (right to buy)
2011-03-04+5→ 5 totalExercise: $0.56From: 2011-03-04Exp: 2016-03-04→ Common Stock (26,759 underlying) - Gift
Series B Convertible Preferred Stock
2011-03-07−5→ 0 totalExercise: $0.45→ Common Stock - Award
Series B Convertible Preferred Stock
2011-03-04+5→ 5 totalExercise: $0.45→ Common Stock - Gift
Common Stock Warrants (right to buy)
2011-03-07−5→ 0 totalExercise: $0.56From: 2011-03-04Exp: 2016-03-04→ Common Stock (26,759 underlying)
Footnotes (3)
- [F1]The reported securities are included within 5 Units purchased by the Reporting Person from the Issuer for $5,000 in a private placement. Each Unit consists of one share of Series B Convertible Preferred Stock and one warrant to purchase up to 5,351.8 shares of common stock at $0.5606 per share.
- [F2]The shares of Series B Convertible Preferred Stock are convertible, at the option of the Reporting Person, into shares of Issuer common stock at the above conversion price if at any time the closing price of the shares of Issuer common stock is at least the conversion price for ten (10) consecutive trading days. Each time, for a period of 60-days thereafter, the shares of Series B Convertible Preferred Stock are convertible into the number of shares of Issuer common stock equal to the then current stated value (initially $1,000, subject to increase periodically to include any accrued and unpaid dividends) divided by the conversion price.
- [F3]Upon the earlier of: (x) consummation of the Issuer's sale (or series of related sales) of its capital stock (or securities convertible into its capital stock) from which the Issuer generates net proceeds of at least $25 million or (y) March 4, 2016 the Series B Convertible Preferred Stock shall automatically convert into the number of shares of Issuer common stock equal to the then current stated value divided by the conversion price. If at any time the closing price of the shares of Issuer common stock is at least $3.74 per share for fifteen (15) consecutive trading days, the Issuer may redeem the outstanding Series B Convertible Preferred Stock at the then current stated value. Series B Convertible Preferred Stock is redeemable each time in whole or in part for a period of 120-days thereafter.
Documents
Issuer
Circle Entertainment, Inc.
CIK 0001410402
Entity typeother
Related Parties
1- filerCIK 0001392367
Filing Metadata
- Form type
- 4
- Filed
- Mar 7, 7:00 PM ET
- Accepted
- Mar 8, 4:39 PM ET
- Size
- 13.7 KB