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Ownership Summary Table
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Courage Capital Management | 0 | 45,297 | 0 | 45,297 | 45,297 | 7.4% |
Courage Investments Inc | 0 | 45,297 | 0 | 45,297 | 45,297 | 7.4% |
Courage Special Situations Master Fund | 0 | 45,297 | 0 | 45,297 | 45,297 | 7.4% |
Richard C. Patton | 0 | 45,297 | 0 | 45,297 | 45,297 | 7.4% |
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Page 1 of 10 – SEC Filing
Immuron Limited |
(Name of Issuer) |
Warrants |
(Title of Class of Securities) |
Q4867H223 |
(CUSIP Number) |
June 9, 2017 |
(Date of Event Which Requires Filing of this Statement) |
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CUSIP No. | Q4867H223 | |||
1. | NAME OF REPORTING PERSONS | |||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Courage Capital Management, LLC | ||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |||
(a) [_] | ||||
(b) [_] | ||||
3. | SEC USE ONLY | |||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
Tennessee | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
5. | SOLE VOTING POWER | |||
0 | ||||
6. | SHARED VOTING POWER | |||
45,297 | ||||
7. | SOLE DISPOSITIVE POWER | |||
0 | ||||
8. | SHARED DISPOSITIVE POWER | |||
45,297 | ||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
45,297 | ||||
10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |||
[_] | ||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||
7.4% | ||||
12. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | |||
IA |
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CUSIP No. | Q4867H223 | |||
1. | NAME OF REPORTING PERSONS | |||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Courage Investments Inc. | ||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |||
(a) [_] | ||||
(b) [_] | ||||
3. | SEC USE ONLY | |||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
Delaware | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
5. | SOLE VOTING POWER | |||
0 | ||||
6. | SHARED VOTING POWER | |||
45,297 | ||||
7. | SOLE DISPOSITIVE POWER | |||
0 | ||||
8. | SHARED DISPOSITIVE POWER | |||
45,297 | ||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
45,297 | ||||
10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |||
[_] | ||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||
7.4% | ||||
12. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | |||
CO |
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CUSIP No. | Q4867H223 | |||
1. | NAME OF REPORTING PERSONS | |||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Courage Special Situations Master Fund, L.P. | ||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |||
(a) [_] | ||||
(b) [_] | ||||
3. | SEC USE ONLY | |||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
Cayman Islands | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
5. | SOLE VOTING POWER | |||
0 | ||||
6. | SHARED VOTING POWER | |||
45,297 | ||||
7. | SOLE DISPOSITIVE POWER | |||
0 | ||||
8. | SHARED DISPOSITIVE POWER | |||
45,297 | ||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
45,297 | ||||
10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |||
[_] | ||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||
7.4% | ||||
12. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | |||
PN |
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CUSIP No. | Q4867H223 | |||
1. | NAME OF REPORTING PERSONS | |||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Richard C. Patton | ||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |||
(a) [_] | ||||
(b) [_] | ||||
3. | SEC USE ONLY | |||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
United States | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
5. | SOLE VOTING POWER | |||
0 | ||||
6. | SHARED VOTING POWER | |||
45,297 | ||||
7. | SOLE DISPOSITIVE POWER | |||
0 | ||||
8. | SHARED DISPOSITIVE POWER | |||
45,297 | ||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
45,297 | ||||
10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |||
[_] | ||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||
7.4% | ||||
12. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | |||
IN |
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Page 6 of 10 – SEC Filing
CUSIP No. | Q4867H223 |
Item 1. | (a). | Name of Issuer: | |
Immuron Limited |
(b). | Address of issuer’s principal executive offices: | ||
Suite 1, 1233 High Street | |||
Armadale, Victoria 3143 | |||
Australia |
Item 2. | (a). | Name of person filing: | |
Courage Capital Management, LLC | |||
Courage Investments Inc. | |||
Courage Special Situations Master Fund, L.P. | |||
Richard C. Patton |
(b). | Address or principal business office or, if none, residence: | ||
Courage Capital Management, LLC | |||
4400 Harding Road, Suite 503 | |||
Nashville, Tennessee 37205 | |||
United States of America | |||
Courage Investments Inc. | |||
1105 N. Market Street | |||
Wilmington, Delaware 19801 | |||
United States of America | |||
Courage Special Situations Master Fund, L.P. | |||
c/o Courage Investments Inc. | |||
1105 N. Market Street | |||
Wilmington, Delaware 19801 | |||
United States of America | |||
Richard C. Patton | |||
c/o Courage Capital Management, LLC | |||
4400 Harding Road, Suite 503 | |||
Nashville, Tennessee 37205 | |||
United States of America |
(c). | Citizenship: | ||
Courage Capital Management, LLC: Tennessee | |||
Courage Investments Inc.: Delaware | |||
Courage Special Situations Master Fund, L.P.: Cayman Islands | |||
Richard C. Patton: United States |
(d). | Title of class of securities: | ||
Warrants |
(e). | CUSIP No.: | ||
Q4867H223 |
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Page 7 of 10 – SEC Filing
Item 3. | If This Statement is filed pursuant to §§.240.13d-1(b) or 240.13d-2(b), or (c), check whether the person filing is a |
(a) | [_] | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
(b) | [_] | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
(c) | [_] | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
(d) | [_] | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
(e) | [_] | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
(f) | [_] | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
(g) | [_] | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
(h) | [_] | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813); |
(i) | [_] | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
(j) | [_] | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
(k) | [_] | Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: |
Item 4. | Ownership. |
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
(a) | Amount beneficially owned: | |
Courage Capital Management, LLC: 45,297 | ||
Courage Investments Inc.: 45,297 | ||
Courage Special Situations Master Fund, L.P.: 45,297 | ||
Richard C. Patton: 45,297 |
(b) | Percent of class: | |
Courage Capital Management, LLC: 7.4% | ||
Courage Investments Inc.: 7.4% | ||
Courage Special Situations Master Fund, L.P.: 7.4% | ||
Richard C. Patton: 7.4% |
(c) | Number of shares as to which the person has: | ||||
(i) | Sole power to vote or to direct the vote | Courage Capital Management, LLC: 0 Courage Investments Inc.: 0 Courage Special Situations Master Fund, L.P.: 0 Richard C. Patton: 0 | |||
(ii) | Shared power to vote or to direct the vote | Courage Capital Management, LLC: 45,297 Courage Investments Inc.: 45,297 Courage Special Situations Master Fund, L.P.: 45,297 Richard C. Patton: 45,297 | |||
(iii) | Sole power to dispose or to direct the disposition of | Courage Capital Management, LLC: 0 Courage Investments Inc.: 0 Courage Special Situations Master Fund, L.P.: 0 Richard C. Patton: 0 | |||
(iv) | Shared power to dispose or to direct the disposition of | Courage Capital Management, LLC: 45,297 Courage Investments Inc.: 45,297 Courage Special Situations Master Fund, L.P.: 45,297 Richard C. Patton: 45,297 | |||
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Page 8 of 10 – SEC Filing
Instruction: For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1). | |
Item 5. | Ownership of Five Percent or Less of a Class. |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [_]. | |
N/A | |
Instruction: Dissolution of a group requires a response to this item. |
Item 6. | Ownership of More Than Five Percent on Behalf of Another Person. |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. | |
N/A | |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
If a parent holding company or control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. | |
N/A | |
Item 8. | Identification and Classification of Members of the Group. |
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identity of each member of the group. | |
N/A | |
Item 9. | Notice of Dissolution of Group. |
Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. | |
N/A | |
Item 10. | Certification. |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. |
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Page 9 of 10 – SEC Filing
June 22, 2017 | |
(Date) |
Courage Capital Management, LLC | ||||
By: | /s/ Richard C. Patton | |||
Name: Richard C. Patton | ||||
Title: Chief Manager | ||||
Courage Investments Inc. | ||||
By: | /s/ Donald R. McLamb, Jr. | |||
Name: Donald R. McLamb, Jr. | ||||
Title: President | ||||
Courage Special Situations Master Fund, L.P. | ||||
By: | /s/ Donald R. McLamb, Jr. | |||
Name: Donald R. McLamb, Jr. | ||||
Title: President of the General Partner | ||||
Richard C. Patton, as an individual | ||||
By: | /s/ Richard C. Patton | |||
Richard C. Patton | ||||
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Page 10 of 10 – SEC Filing
June 22, 2017 | |
(Date) |
Courage Capital Management, LLC | ||||
By: | /s/ Richard C. Patton | |||
Name: Richard C. Patton | ||||
Title: Chief Manager | ||||
Courage Investments Inc. | ||||
By: | /s/ Donald R. McLamb, Jr. | |||
Name: Donald R. McLamb, Jr. | ||||
Title: President | ||||
Courage Special Situations Master Fund, L.P. | ||||
By: | /s/ Donald R. McLamb, Jr. | |||
Name: Donald R. McLamb, Jr. | ||||
Title: President of the General Partner | ||||
Richard C. Patton, as an individual | ||||
By: | /s/ Richard C. Patton | |||
Richard C. Patton | ||||