4//SEC Filing
Delek Group, Ltd. 4
Accession 0001567619-19-019970
CIK 0001341726other
Filed
Oct 23, 8:00 PM ET
Accepted
Oct 24, 7:49 PM ET
Size
15.3 KB
Accession
0001567619-19-019970
Insider Transaction Report
Form 4
Sharon Itshak
10% Owner
Transactions
- Other
Common Stock, par value $0.001 per share
2019-10-22$0.04/sh+38,423,221$1,613,775→ 276,518,459 total(indirect: See footnote 2) - Other
Convertible Debenture
2019-10-22(indirect: See footnote 2)Exercise: $0.05From: 2019-10-22Exp: 2020-10-22→ Common Stock, par value $0.001 per share (24,410,960 underlying)
DKL Investments Ltd
10% Owner
Transactions
- Other
Common Stock, par value $0.001 per share
2019-10-22$0.04/sh+38,423,221$1,613,775→ 276,518,459 total(indirect: See footnote 2) - Other
Convertible Debenture
2019-10-22(indirect: See footnote 2)Exercise: $0.05From: 2019-10-22Exp: 2020-10-22→ Common Stock, par value $0.001 per share (24,410,960 underlying)
Delek Group, Ltd.
10% Owner
Transactions
- Other
Common Stock, par value $0.001 per share
2019-10-22$0.04/sh+38,423,221$1,613,775→ 276,518,459 total(indirect: See footnote 2) - Other
Convertible Debenture
2019-10-22(indirect: See footnote 2)Exercise: $0.05From: 2019-10-22Exp: 2020-10-22→ Common Stock, par value $0.001 per share (24,410,960 underlying)
Delek GOM Holdings, LLC
10% Owner
Transactions
- Other
Common Stock, par value $0.001 per share
2019-10-22$0.04/sh+38,423,221$1,613,775→ 276,518,459 total(indirect: See footnote 2) - Other
Convertible Debenture
2019-10-22(indirect: See footnote 2)Exercise: $0.05From: 2019-10-22Exp: 2020-10-22→ Common Stock, par value $0.001 per share (24,410,960 underlying)
Footnotes (4)
- [F1]The 38,423,221 shares of common stock, par value $0.001 (the "Common Stock"), of GulfSlope Energy, Inc. (the "Issuer") were issued to Delek GOM Investments, LLC ("Delek GOM Investments") on October 22, 2019 pursuant to the certain Post-Drilling Agreement Regarding Certain Issues, dated October 22, 2019 (the "Agreement"), between the Issuer and Delek GOM Investments.
- [F2]These securities are held of record by Delek GOM Investments. Delek GOM Holdings, LLC ("Holdings") is the sole member of Delek GOM Investments. DKL Investments Limited ("DKL") is the sole member of Holdings. The sole stockholder of DKL is Delek Group Ltd. ("Delek Group"). As of the date of this report, the majority of Delek Group's outstanding share capital and voting rights are owned, directly and indirectly, by Itshak Sharon Tshuva through private companies wholly-owned by him. As such, Itshak Sharon Tshuva, Delek Group, DKL and Holdings may each be deemed to have voting and investment power with respect to the securities held by Delek GOM Investments noted above and as a result may be deemed to have beneficial ownership over such securities. Each reporting person disclaims beneficial ownership of all interests reported on this Form 4 except to the extent of such reporting person's pecuniary interest.
- [F3]The convertible debenture was issued to Delek GOM Investments in connection with the Agreement on October 22, 2019. The debenture matures on October 22, 2020 (subject to earlier conversion) and earns interest at a rate of 12% per annum with interest payable at maturity, or 15% per annum upon an event of default (in each case, which accrued and unpaid interest is also convertible into shares of Common Stock). As payoff for the Issuer's obligations under that certain Term Loan Agreement, dated March 1, 2019, between the Issuer and Delek GOM Investments, the Issuer issued the convertible debenture to Delek GOM Investments in a principal amount equal to the term loan payoff.
- [F4]The debenture is convertible into shares of Common Stock at the option of Delek GOM Investments at a conversion price of $0.05 per share of Common Stock (subject to adjustment). This number is based on the conversion of the principal amount of $1,220,548 as of the issuance of the convertible debenture on October 22, 2019, and so excludes shares of Common Stock issuable upon any interest accruing after issuance.
Documents
Issuer
GULFSLOPE ENERGY, INC.
CIK 0001341726
Entity typeother
IncorporatedIsrael
Related Parties
1- filerCIK 0001361371
Filing Metadata
- Form type
- 4
- Filed
- Oct 23, 8:00 PM ET
- Accepted
- Oct 24, 7:49 PM ET
- Size
- 15.3 KB