13D Filing: Carlson Capital and SWK Holdings Corp (SWKH)

Explanatory Note

This Amendment No. 9 (“Amendment No. 9”) amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on November 4, 2009 (the “Original Schedule 13D”), as amended by Amendment No. 1 to the Original Schedule 13D filed with the SEC on November 25, 2009 (“Amendment No. 1”), and as further amended by Amendment No. 2 to the Original Schedule 13D filed with the SEC on March 1, 2012 (“Amendment No. 2”), and as further amended by Amendment No. 3 to the Original Schedule 13D filed with the SEC on September 9, 2013 (“Amendment No. 3”), and as further amended by Amendment No. 4 to the Original Schedule 13D filed with the SEC on May 16, 2014 (“Amendment No. 4”), and as further amended by Amendment No. 5 to the Original Scheduled 13D filed with the SEC on June 23, 2014 (“Amendment No. 5”), and as further amended by Amendment No. 6 to the Original Schedule 13D filed with the SEC on July 16, 2014 (“Amendment No. 6”), and as further amended by Amendment No. 7 to the Original Schedule 13D filed with the SEC on August 19, 2014 (“Amendment No. 7”), and as further amended by Amendment No. 8 to the Original Schedule 13D filed with the SEC on December 8, 2014 (“Amendment No. 8,” and together with the Original Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7 and this Amendment No. 9, the “Schedule 13D”) with respect to the shares of common stock (“Shares”), par value $0.001 per share, of SWK Holdings Corporation (the “Issuer”). Capitalized terms used herein and not otherwise defined in this Amendment No. 9 have the meanings set forth in the Schedule 13D. This Amendment No. 9 amends Items 2, 3, 4, 5 and 7 as set forth below.

Item 2. Identity and Background

Item 1 of the Schedule 13D is amended and restated in its entirety as follows:

(a) This Schedule 13D is filed by: (i) Double Black Diamond Offshore Ltd., a Cayman Islands exempted company (“Double Offshore”); (ii) Black Diamond Offshore Ltd., a Cayman Islands exempted company (“Offshore”); (iii) Double Black Diamond, L.P., a Delaware limited partnership (“DBD LP” and together with Double Offshore and Offshore, the “Funds”); (iv) Carlson Capital, L.P., a Delaware limited partnership (“Carlson Capital”); (v) Asgard Investment Corp. II, a Delaware corporation and the general partner of Carlson Capital (“Asgard II”); (vi) Asgard Investment Corp., a Delaware corporation and the sole stockholder of Asgard II (“Asgard”); (vii) Clint D. Carlson (“Mr. Carlson” and together with the Funds, Carlson Capital, Asgard II and Asgard, “Carlson”); (viii) Mr. Michael D. Weinberg (“Mr. Weinberg”); and (ix) Christopher W. Haga (“Mr. Haga,” and together with Carlson and Mr. Weinberg, the “Reporting Persons”). Mr. Weinberg and Mr. Haga each expressly disclaims beneficial ownership of the 9,193,766 Shares reported as beneficially owned by Carlson in this Amendment No. 9, except to the extent of his respective pecuniary interest therein. Mr. Haga and Carlson each expressly disclaims beneficial ownership of the 57,961 Shares reported as beneficially owned by Mr. Weinberg in this Amendment No. 9. In addition, Mr. Weinberg and Carlson each expressly disclaims beneficial ownership of the 17,471 Shares reported as beneficially owned by Mr. Haga in this Amendment No. 9. The name, citizenship, present principal occupation or employment and business address of each director and executive officer of Asgard II and Asgard are set forth in Appendix A attached hereto.

(b) The principal business address of each Reporting Person is 2100 McKinney Avenue, Suite 1800, Dallas, TX.

(c) The principal occupation of Mr. Weinberg is Chief Operating Officer at Carlson Capital.  The principal occupation of Mr. Haga is Head of Strategic Investments at Carlson Capital. The principal business of the Funds is investing in securities. The principal business of Carlson Capital is serving as the investment manager to the Funds and to certain managed accounts. The principal business of Asgard II is serving as the general partner of Carlson Capital. The principal business of Asgard is serving as the sole stockholder of Asgard II. The present principal occupation of Mr. Carlson is President of Asgard II, Asgard and Carlson Capital.

(d) None of the Reporting Persons or persons listed on Appendix A has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e) None of the Reporting Persons or persons listed on Appendix A has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f) Each of Mr. Carlson, Mr. Weinberg and Mr. Haga is a citizen of the United States.