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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 |
|---|---|---|---|---|---|---|
| Empery Asset Management | 6 | 1,000,000 | 8 | 1,000,000 | 1,000,000 | 8.98% |
| Ryan M. Lane | 6 | 1,000,000 | 8 | 1,000,000 | 1,000,000 | 8.98% |
| Martin D. Hoe | 6 | 1,000,000 | 8 | 1,000,000 | 1,000,000 | 8.98% |
Page 1 of 9 – SEC Filing
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| | |
| SCHEDULE 13G | |
| | |
| Under the Securities Exchange Act of 1934 | |
| (Amendment No. )* | |
| Pareteum | |
| (Name of Issuer) | |
| Common Stock, | |
| (Title of Class of Securities) | |
| 69946T207 | |
| (CUSIP Number) | |
| March 10, | |
| (Date of event which requires filing of this statement) | |
| Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed: | |
| ¨ | Rule 13d-1(b) |
| x | Rule 13d-1(c) |
| ¨ | Rule 13d-1(d) |
| (Page 1 of 9 Pages) | |
______________________________
*The remainder of this cover page shall
be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any
subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
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Page 2 of 9 – SEC Filing
| 1 | NAMES OF REPORTING PERSONS Empery Asset Management, LP | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (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 | ||
| 6 | SHARED VOTING POWER 1,000,000 shares of Common Stock 500,000 shares of Common Stock issuable upon exercise | |||
| 7 | SOLE DISPOSITIVE POWER | |||
| 8 | SHARED DISPOSITIVE POWER 1,000,000 shares of Common Stock 500,000 shares of Common Stock issuable upon exercise | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,000,000 shares of Common Stock 500,000 shares of Common Stock issuable upon exercise | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.98% (See Item 4)* | |||
| 12 | TYPE OF REPORTING PERSON PN | |||
* As more fully described in Item 4, the Warrants are subject to
a 4.99% blocker, and the percentage set forth in row (11) gives effect to such blockers. However, as more fully described in Item
4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon full
exercise of such reported securities and do not give effect to such blockers. Therefore, the actual number of shares of Common
Stock beneficially owned by such Reporting Person, after giving effect to such blockers, is less than the number of securities
reported in rows (6), (8) and (9).
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Page 3 of 9 – SEC Filing
| 1 | NAMES OF REPORTING PERSONS Ryan M. Lane | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (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 | ||
| 6 | SHARED VOTING POWER 1,000,000 shares of Common Stock 500,000 shares of Common Stock issuable upon exercise | |||
| 7 | SOLE DISPOSITIVE POWER | |||
| 8 | SHARED DISPOSITIVE POWER 1,000,000 shares of Common Stock 500,000 shares of Common Stock issuable upon exercise | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,000,000 shares of Common Stock 500,000 shares of Common Stock issuable upon exercise | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.98% (See Item 4)* | |||
| 12 | TYPE OF REPORTING PERSON IN | |||
* As more fully described in Item 4, the Warrants are subject
to a 4.99% blocker, and the percentage set forth in row (11) gives effect to such blockers. However, as more fully described in
Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon
full exercise of such reported securities and do not give effect to such blockers. Therefore, the actual number of shares of Common
Stock beneficially owned by such Reporting Person, after giving effect to such blockers, is less than the number of securities
reported in rows (6), (8) and (9).
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Page 4 of 9 – SEC Filing
| 1 | NAMES OF REPORTING PERSONS Martin D. Hoe | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (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 | ||
| 6 | SHARED VOTING POWER 1,000,000 shares of Common Stock 500,000 shares of Common Stock issuable upon exercise | |||
| 7 | SOLE DISPOSITIVE POWER | |||
| 8 | SHARED DISPOSITIVE POWER 1,000,000 shares of Common Stock 500,000 shares of Common Stock issuable upon exercise | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,000,000 shares of Common Stock 500,000 shares of Common Stock issuable upon exercise | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.98% (See Item 4)* | |||
| 12 | TYPE OF REPORTING PERSON IN | |||
* As more fully described in Item 4, the Warrants are subject
to a 4.99% blocker, and the percentage set forth in row (11) gives effect to such blockers. However, as more fully described in
Item 4, the securities reported in rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon
full exercise of such reported securities and do not give effect to such blockers. Therefore, the actual number of shares of Common
Stock beneficially owned by such Reporting Person, after giving effect to such blockers, is less than the number of securities
reported in rows (6), (8) and (9).
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Page 5 of 9 – SEC Filing
| Item 1(a). | NAME OF ISSUER: |
| The name of the issuer is Pareteum Corporation (the “Company“). | |
| Item 1(b). | ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: |
| The Company’s principal executive offices are located at 100 Park Avenue, New York, NY 10017. | |
| Item 2(a). | NAME OF PERSON FILING: |
| This statement is filed by the entities and persons listed below, Investment Manager (i) Empery Asset Management, Reporting Individuals (ii) Mr. Ryan M. Lane (“Mr. (iii) Mr. Martin D. Hoe The Investment Manager serves as the investment manager to each | ||
| Item 2(b). | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: | |
| The address of the business office of each of the Reporting Persons 1 Rockefeller Plaza, Suite 1205 New York, New York 10020 | |
| Item 2(c). | CITIZENSHIP: |
| Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. | |
| Item 2(d). | TITLE OF CLASS OF SECURITIES: |
| Common Stock, $0.00001 par value (the “Common Stock“) | |
| Item 2(e). | CUSIP NUMBER: |
| 69946T207 |
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| Item 3. | IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: |
| (a) | ¨ | Broker or dealer registered under Section 15 of the Act, | |
| (b) | ¨ | Bank as defined in Section 3(a)(6) of the Act, | |
| (c) | ¨ | Insurance Company as defined in Section 3(a)(19) of the Act, | |
| (d) | ¨ | Investment Company registered under Section 8 of the Investment Company Act of 1940, | |
| (e) | ¨ | Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940, | |
| (f) | ¨ | Employee Benefit Plan or Endowment Fund in accordance with Rule 13d-1(b)(1)(ii)(F), | |
| (g) | ¨ | Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G), | |
| (h) | ¨ | Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act, | |
| (i) | ¨ | Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940, | |
| (j) | ¨ | A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); | |
| (k) | ¨ | Group, in accordance with Rule 13d-1(b)(1)(ii)(K). |
| If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), specify the type of institution: ______________________________ |
| Item 4. | OWNERSHIP. |
| The information as of the date of the event which requires filing of this statement required by Items 4(a) – (c) is set forth in Rows 5 – 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentage set forth in Row 11 of the cover page for each Reporting Person is based on 11,139,246 shares of Common Stock issued and outstanding as of March 14, 2017, as represented in the Company’s Prospectus Supplement filed with the Securities and Exchange Commission on March 14, 2017 pursuant to Rule 424(b)(5) and assumes the exercise of the Company’s reported warrants (the “Reported Warrants”) subject to the Blockers (as defined below). | |
| Pursuant to the terms of the Reported Warrants, the Reporting Persons cannot exercise the Reported Warrants to the extent the Reporting Persons would beneficially own, after any such exercise, more than 4.99% of the outstanding shares of Common Stock (the “Blockers“), and the percentage set forth in Row 11 of the cover page for each Reporting Person gives effect to the Blockers. Consequently, as of the date of the event which requires the filing of this statement, the Reporting Persons were not able to exercise any of the Reported Warrants due to the Blockers. |
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| The Investment Manager, which serves as the investment manager to |
| Item 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. |
| Not applicable. |
| Item 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. |
| See Item 2(a) above. |
| Item 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. |
| Not applicable. |
| Item 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. |
| Not applicable. |
| Item 9. | NOTICE OF DISSOLUTION OF GROUP. |
| Not applicable. |
| Item 10. | CERTIFICATION. |
| Each of the Reporting Persons hereby makes the following certification: | |
| By signing below each Reporting Person certifies that, to the best of its 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. |
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Page 8 of 9 – SEC Filing
SIGNATURES
After reasonable inquiry and to the best
of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
DATED: April 5, 2017
| EMPERY ASSET MANAGEMENT, LP | |
| By: EMPERY AM GP, LLC, its General Partner | |
| By: _/s/ Ryan M. Lane___________________ | |
| Name: Ryan M. Lane | |
| Title: Managing Member | |
| _/s/ Ryan M. Lane______________________ | |
| Ryan M. Lane | |
| _/s/ Martin D. Hoe______________________ | |
| Martin D. Hoe |
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Page 9 of 9 – SEC Filing
EXHIBIT 1
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned
acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent
amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing
additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such
amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible
for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason
to believe that such information is inaccurate.
DATED: April 5, 2017
| EMPERY ASSET MANAGEMENT, LP | |
| By: EMPERY AM GP, LLC, its General Partner | |
| By: _/s/ Ryan M. Lane___________________ | |
| Name: Ryan M. Lane | |
| Title: Managing Member | |
| _/s/ Ryan M. Lane______________________ | |
| Ryan M. Lane | |
| _/s/ Martin D. Hoe______________________ | |
| Martin D. Hoe |
