13D Filing: Lazarus Management Company Loads Up on Blue Sphere Corp. (BLSP)

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Page 9 of 10 SEC Filing


On February 15, 2016, the Funds purchased an aggregate of 35,000,000 Shares at $0.055 per Share and Warrants to purchase, in the aggregate, 17,500,001 Shares at an exercise price of $0.10 per Share.  The Warrants are exercisable for 5 years from the date of issuance.  With respect to this transaction, Lazarus Israel I purchased 25,000,000 Shares and 12,500,000 Warrants, Lazarus Israel II purchased 5,454,545 Shares and 2,727,273 Warrants and Lazarus Partners purchased 4,545,455 Shares and 2,272,728 Warrants.  The Shares and Warrants were purchased directly from the Issuer in a privately negotiated transaction as described in the Issuer’s Form 8-K filed with the SEC on February 17, 2016.
In addition to the purchase of the Shares and Warrants on February 15, 2016 in the private placement described above, the Reporting Persons effected the transactions in the Issuer’s shares as set forth in Exhibit B during the past sixty days.
Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
The Funds are each a party to a subscription agreement with the Issuer dated February 15, 2016 pursuant to which Shares and Warrants were purchased, as more fully described in Item 5 above.
Item 7.  Material to Be Filed as Exhibits.
Exhibit A:
Joint Filing Agreement, dated as of February 18, 2016, by and among Lazarus Management Company LLC, Justin B. Borus, Lazarus Israel Opportunities Fund LLLP, Lazarus Israel Opportunities Fund II LLLP and Lazarus Investment Partners LLLP.
Exhibit B:
Transactions in Shares effected in past 60 days.
Exhibit C:
Form of Securities Subscription Agreement (incorporated by reference to Exhibit 10.1 of the Issuer’s Form 8-K filed with the SEC on February 17, 2016).

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