13D Filing: Cyrus Capital Partners and Sphere 3D Corp. (ANY)

ITEM 1.         Security and Issuer

This constitutes Amendment No. 9 (“Amendment No. 9”)
to the Schedule 13D relating to the shares of Common Stock of Sphere 3D Corporation (the “Issuer” or “Sphere
3D”) filed with the SEC on December 11, 2014 as subsequently amended by Amendment No. 1 filed on August 4, 2015 and further
amended by Amendment No. 2 filed on January 4, 2016, Amendment No. 3 filed on April 28, 2016, Amendment No. 4 filed on September
27, 2016, Amendment No. 5 filed on December 22, 2016, Amendment No. 6 filed on January 4, 2017, Amendment No. 7 filed on February
2, 2017 and Amendment No. 8 filed on February 13, 2017 (as so amended, the “Schedule 13D”) by Cyrus Capital Partners,
L.P., a Delaware limited partnership (“Cyrus Capital”), Crescent 1, L.P., a Delaware limited partnership (“CRES”),
CRS Master Fund, L.P., a Cayman Islands exempted limited partnership (“CRS”), Cyrus Opportunities Master Fund II, Ltd.,
a Cayman Islands exempted limited company (“CMFII”), Cyrus Select Opportunities Master Fund, Ltd., a Cayman Islands
exempted limited company (“CSOM”), Cyrus Capital Partners GP, L.L.C., a Delaware limited liability company (“Cyrus
GP”), Cyrus Capital Advisors, L.L.C., a Delaware limited liability company (“Cyrus Advisors”), FBC Holdings S.à
r.l., a Luxembourg private limited liability company (“FBC”) and Mr. Stephen C. Freidheim (each of Cyrus Capital, CRES,
CRS, CMFII, CSOM, Cyrus GP, Cyrus Advisors, FBC and Mr. Freidheim, a “Reporting Person” and collectively the “Reporting
Persons”). This Amendment No. 9 amends the Schedule 13D as specifically set forth herein. Only those items amended are reported
herein. Capitalized terms used in this Amendment No. 9 without being defined herein have the respective meanings given to them
in the Schedule 13D.

 

ITEM 2.         Identity and Background.

Section (b) of this Item 2 is hereby amended and restated in
its entirety as follows:

(b) The business address of each of the Reporting Persons is
℅ Cyrus Capital Partners L.P., 65 East 55th Street, 35th Floor, New York, New York 10022.

 

ITEM 3.         Source and Amount of Funds or Other Consideration

On June 30, 2017, FBC was issued 4,407,914 Common Shares in
lieu of US$971,945.21 of interest due and payable to FBC by Sphere 3D under the New Debentures. Each of such Common Shares was
issued at a price of US$0.2205 per share.

 

ITEM 4.         Purpose of Transaction

On June 30, 2017, FBC was issued 4,407,914 Common Shares in
lieu of US$971,945.21 of interest due and payable to FBC by Sphere 3D under the New Debentures. Each of such Common Shares was
issued at a price of US$0.2205 per share.