You can access the original SEC filing by clicking here.
Ownership Summary Table
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
MFP Partners | 2,212,429 | 2,212,429 | 2,212,429 | 13.1% | ||
MFP Investors | 2,212,429 | 2,212,429 | 2,212,429 | 13.1% | ||
Michael F. Price | 2,212,429 | 2,212,429 | 2,212,429 | 13.1% |
Page 1 of 7 – SEC Filing
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Papa Murphy’s Holdings, Inc. |
(Name of Issuer) |
Common Stock |
(Title of Class of Securities) |
698814100 |
(CUSIP Number) |
August 2, 2017 |
(Date of Event Which Requires Filing of this Statement) |
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Page 2 of 7 – SEC Filing
1. | Names of Reporting Persons | ||
MFP Partners, L.P.(1) | |||
c/o MFP Investors LLC | |||
667 Madison Avenue, 25th Floor | |||
New York, NY 10065 | |||
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 | ||
5. | Sole Voting Power | ||
Number of | |||
Shares | 6. | Shared Voting Power 2,212,429 | |
Beneficially | |||
Owned by Each | |||
Reporting Person | 7. | Sole Dispositive Power | |
With: | |||
8. | Shared Dispositive Power 2,212,429 | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,212,429 | ||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) | ||
11. | Percent of Class Represented by Amount in Row (9) 13.1%(2) | ||
12. | Type of Reporting Person (See Instructions) | ||
PN | |||
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Page 3 of 7 – SEC Filing
1. | Names of Reporting Persons | ||
MFP Investors LLC(1) | |||
667 Madison Avenue, 25th Floor | |||
New York, NY 10065 | |||
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 | ||
5. | Sole Voting Power | ||
Number of | |||
Shares | 6. | Shared Voting Power 2,212,429 | |
Beneficially | |||
Owned by Each | |||
Reporting Person | 7. | Sole Dispositive Power | |
With: | |||
8. | Shared Dispositive Power 2,212,429 | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,212,429 | ||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) | ||
11. | Percent of Class Represented by Amount in Row (9) 13.1%(2) | ||
12. | Type of Reporting Person (See Instructions) | ||
OO | |||
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Page 4 of 7 – SEC Filing
1. | Names of Reporting Persons | ||
Michael F. Price(1) | |||
c/o MFP Investors LLC | |||
667 Madison Avenue, 25th Floor | |||
New York, NY 10065 | |||
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 of America | ||
5. | Sole Voting Power | ||
Number of | |||
Shares | 6. | Shared Voting Power 2,212,429 | |
Beneficially | |||
Owned by Each | |||
Reporting Person | 7. | Sole Dispositive Power | |
With: | |||
8. | Shared Dispositive Power 2,212,429 | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,212,429 | ||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) | ||
11. | Percent of Class Represented by Amount in Row (9) 13.1%(2) | ||
12. | Type of Reporting Person (See Instructions) | ||
IN | |||
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Page 5 of 7 – SEC Filing
Item 1. | ||
(a) | Name of Issuer | |
Papa Murphy’s Holdings, Inc. | ||
(b) | Address of Issuer’s Principal Executive Offices | |
8000 NE Parkway Drive, Suite 350 | ||
Vancouver, WA 98662 | ||
USA | ||
Item 2. | ||
(a) | Name of Person Filing | |
MFP Partners, L.P. | ||
MFP Investors LLC | ||
Michael F. Price | ||
(b) | Address of Principal Business Office or, if none, Residence | |
667 Madison Avenue, 25th Floor | ||
New York, NY 10065 | ||
(c) | Citizenship | |
MFP Partners, L.P. and MFP Investors LLC are each organized under the laws of the state of Delaware. Michael F. Price is a citizen of the United States of America. | ||
(d) | Title of Class of Securities | |
Common Stock, par value $0.01 per share | ||
(e) | CUSIP Number | |
698814100 | ||
Item 3. | If this statement is filed pursuant to §§240.13d-l(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
Not applicable. | ||
Item 4. | Ownership. | |
MFP Partners, L.P. directly owns 2,212,429 shares of Common Stock, representing 13.1% of the total number of shares of Common Stock outstanding. As the investment advisor to MFP Partners, L.P., MFP Investors LLC is deemed to have shared power to vote 2,212,429 shares of Common Stock, representing 13.1% of the total number of shares of Common Stock outstanding. As Managing Member and controlling person of MFP Investors LLC, Michael F. Price is deemed to have shared power to vote 2,212,429 shares of Common Stock, representing 13.1% of the total number of shares of Common Stock outstanding. | ||
Calculation based on 16,952,741 shares of Common Stock outstanding pursuant to the Issuer’s most recent Form 10-Q. |
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Page 6 of 7 – SEC Filing
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 |
MFP Investors LLC manages investments for MFP Partners, L.P. which beneficially owns more than 5% of the shares of Common Stock. | |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
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 |
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. |
MFP Partners, L.P. | ||
/s/ Michael F. Price | ||
Signature | ||
Name: | Michael F. Price | |
Title: | Managing Partner | |
MFP Investors LLC | ||
/s/ Michael F. Price | ||
Signature | ||
Name: | Michael F. Price | |
Title: | Managing Member | |
MICHAEL F. PRICE | ||
/s/ Michael F. Price | ||
Signature | ||
Name: | Michael F. Price |
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Page 7 of 7 – SEC Filing
Exhibit | ||
Number | Title | |
1 | Joint Filing Agreement dated May 22, 2017 among the Reporting Persons (filed as Exhibit 1 to the Schedule 13G filed by the Reporting Persons on May 22, 2017)* |