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13D Filing: Sundara Investment Partners, Llc and Jetpay Corp (NASDAQ:JTPY)

Published on March 30, 2017 at 2:41 pm by Insider Monkey Staff in Hedge Funds
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Page 2 of 6 – SEC Filing

Page
2
of 6 Pages

CUSIP No.
913384103

 13D
  1 

NAME
OF REPORTING PERSONS

Sundara Investment Partners, LLC
  2

CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP*

(a)  ☒        (b)  ☐
  3

SEC USE ONLY
  4

SOURCE OF FUNDS*

WC
  5

CHECK BOX IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)  ☐
  6

CITIZENSHIP OR PLACE OF
ORGANIZATION

DELAWARE

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

   7 

SOLE VOTING POWER

0
  8

SHARED VOTING POWER

4,279,703 shares of Common Stock (as defined below) issuable upon conversion of 33,667
shares of Series A Preferred Stock (as defined below)
  9

SOLE DISPOSITIVE POWER

0
10

SHARED DISPOSITIVE POWER

4,279,703 shares of Common Stock issuable upon conversion of 33,667 shares of Series A
Preferred Stock
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

4,279,703 shares of Common Stock issuable upon conversion of 33,667 shares of Series A Preferred Stock
12

CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES*  ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)

21.5%(2)(3)
(1) Box (a) is checked with respect to the relationship of the Reporting Persons and Flexpoint Fund II, L.P. (Flexpoint), as described in Item 4 and footnote (3) below.
(2) The calculation of the foregoing percentage is based on an aggregate of 19,868,687 shares of Common Stock outstanding, consisting of 15,588,984 shares of Common Stock outstanding as of March 21, 2017, as reported in the
Issuers Annual Report on Form 10-K for the fiscal year ended December 31, 2016 filed with the Securities and Exchange Commission (the Commission) on March 24, 2017 (the 2016 10-K), plus an additional 4,279,703 shares of
Common Stock issuable upon conversion of the Series A Preferred Stock beneficially owned by the Reporting Person.
(3) As a result of the entry by Sundara (as defined below), of which Mr. Stone (as defined below) is the managing member, into the Amended and Restated Securities Purchase Agreement described in Item 4, the Reporting
Persons may be deemed to be the beneficial owners of the shares of Series A Preferred Stock owned by Flexpoint and the shares of Common Stock into which such shares of Series A Preferred Stock owned by Flexpoint may be converted; however, the
Reporting Persons disclaim beneficial ownership of all securities owned by Flexpoint. Based on information provided to the Reporting Persons, Flexpoint beneficially owns 99,666 shares of Series A Preferred Stock, which are convertible into
12,669,407 shares of Common Stock.

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