4//SEC Filing
MERKIN RICHARD N 4
Accession 0001209191-11-059937
CIK 0001477032other
Filed
Dec 6, 7:00 PM ET
Accepted
Dec 7, 12:55 PM ET
Size
9.6 KB
Accession
0001209191-11-059937
Insider Transaction Report
Form 4
MERKIN RICHARD N
10% Owner
Transactions
- Conversion
Common Stock
2011-11-22+10,538,583→ 10,538,583 total - Conversion
Convertible Secured Promissory Note
2011-11-22→ 0 total→ Common stock (10,538,583 underlying)
Footnotes (3)
- [F1]The Convertible Secured Promissory Note (the "Note"), dated January 24, 2011, was issued in an original principal amount of $2,000,000 by Prospect Global Resources, Inc., a Delaware corporation, to the reporting person. The Note bore interest at the rate of 10% per annum and was initially convertible into shares of Prospect Global Resources, Inc., a Delaware corporation. In connection with the consummation of the issuer's merger transaction consummated on February 11, 2011, the Note became convertible into shares of common stock of the issuer. (Continued in Footnote 2)
- [F2]Following the issuer's merger transaction consummated on February 11, 2011, and giving effect to the Amendment, dated April 20, 2011, by and between the reporting person and the issuer, the Note, including the aggregate principal amount plus all accrued interest thereon, (1) was convertible at any time on or prior to January 24, 2012, at the election of the reporting person, as the holder of the Note, into 10,538,583 shares of the issuer's common stock, and (2) would automatically convert into 10,538,583 shares of the issuer's common stock upon the issuer's sale of its securities in a transaction (or series of transactions) occurring on or prior to January 24, 2012 for an aggregate purchase price paid to the issuer of no less than $10,000,000. (Continued in Footnote 3)
- [F3]On November 22, 2011, in accordance with its terms, the Note automatically converted in full into, and the issuer issued to the reporting person, an aggregate of 10,538,583 shares of the issuer's common stock in connection with the issuer's issuance, on November 22, 2011, of shares of common stock and a warrant to purchase shares of common stock to Very Hungry LLC for total cash proceeds to the issuer of $10,999,998.75. Substantially concurrent therewith, the reporting person contributed these shares of common stock to Central Valley Administrators, Inc., of which the reporting person is the sole officer, director and shareholder, as an additional capital contribution. Accordingly, the reporting person continues to beneficially own such shares for purposes of Section 16 under the Securities Exchange Act of 1934, as amended.
Documents
Issuer
PROSPECT GLOBAL RESOURCES INC.
CIK 0001477032
Entity typeother
Related Parties
1- filerCIK 0001400597
Filing Metadata
- Form type
- 4
- Filed
- Dec 6, 7:00 PM ET
- Accepted
- Dec 7, 12:55 PM ET
- Size
- 9.6 KB