Page 5 of 17 – SEC Filing
Introduction
This Amendment No. 9 to Schedule 13D (this Statement) relates to the beneficial ownership of Common Stock, $0.001 par value per share (the Shares) of Hudson Global, Inc., formerly known as Hudson Highland Group, Inc., a Delaware corporation (the Issuer). This Statement is being filed on behalf of the Reporting Persons and amends and supplements the Schedule 13D filed by the Reporting Persons dated April 9, 2012, as heretofore amended. Unless otherwise defined, all capitalized terms used herein shall have the respective meanings given such terms in the initial Schedule 13D.
Item 4. Purpose of Transaction.
Item 4 is hereby supplemented by the addition of the following:
See Item 6 for a description of the certain Securities Purchase Agreement by and between Sagard and the Issuer.
Item 5. Interest in Securities of the Issuer.
Items 5(a) – (c) are hereby amended and restated in their entirety as follows:
(a) Each Reporting Person beneficially owns 3,191,584 Shares, which represents 9.5% of the outstanding Shares, based upon 33,611,474 Shares outstanding as of June 30, 2016, as reported by the Issuer in its Quarterly Report on Form 10-Q for the Quarter ended June 30, 2016. For all purposes of this Statement, the amount and percentage of the Reporting Persons beneficial ownership assumes the sale of Shares pursuant to the Securities Purchase Agreement (as defined in Item 6), which is anticipated to close on or before September 9, 2016, as described in Item 6.
In accordance with Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the Release), this filing reflects the securities beneficially owned by Power Corporation of Canada and certain of its subsidiaries, including Sagard. The filing does not reflect securities beneficially owned, if any, by any subsidiaries of Power Corporation of Canada whose ownership of securities is disaggregated from that of Power Corporation of Canada in accordance with the Release.
(b) Sole power to vote or direct the vote: 0
Shared power to vote or direct the vote: 3,191,584
Sole power to dispose or to direct the disposition: 0
Shared power to dispose or direct the disposition: 3,191,584
The power to vote or to direct the vote or to dispose or direct the disposition of the Shares reported herein is shared among the Reporting Persons.
(c) During the sixty (60) days preceding September 6, 2016, the following transactions in the Shares have been effected by the Reporting Persons. See also Item 6 for a certain sale transaction which was agreed to on September 6, 2016.
Date
No. Shares
Price
Nature of Transaction
7/13/2016
15,200
$
2.20
Sale
7/15/2016
7,500
$
2.2044
Sale
7/18/2016
12,500
$
2.2027
Sale
7/19/2016
10,000
$
2.20
Sale
7/25/2016
4,800
$
2.2156
Sale
7/26/2016
6,000
$
2.2027
Sale
7/27/2016
7,000
$
2.2099
Sale
5
Introduction
This Amendment No. 9 to Schedule 13D (this Statement) relates to the beneficial ownership of Common Stock, $0.001 par value per share (the Shares) of Hudson Global, Inc., formerly known as Hudson Highland Group, Inc., a Delaware corporation (the Issuer). This Statement is being filed on behalf of the Reporting Persons and amends and supplements the Schedule 13D filed by the Reporting Persons dated April 9, 2012, as heretofore amended. Unless otherwise defined, all capitalized terms used herein shall have the respective meanings given such terms in the initial Schedule 13D.
Item 4. Purpose of Transaction.
Item 4 is hereby supplemented by the addition of the following:
See Item 6 for a description of the certain Securities Purchase Agreement by and between Sagard and the Issuer.
Item 5. Interest in Securities of the Issuer.
Items 5(a) – (c) are hereby amended and restated in their entirety as follows:
(a) Each Reporting Person beneficially owns 3,191,584 Shares, which represents 9.5% of the outstanding Shares, based upon 33,611,474 Shares outstanding as of June 30, 2016, as reported by the Issuer in its Quarterly Report on Form 10-Q for the Quarter ended June 30, 2016. For all purposes of this Statement, the amount and percentage of the Reporting Persons beneficial ownership assumes the sale of Shares pursuant to the Securities Purchase Agreement (as defined in Item 6), which is anticipated to close on or before September 9, 2016, as described in Item 6.
In accordance with Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the Release), this filing reflects the securities beneficially owned by Power Corporation of Canada and certain of its subsidiaries, including Sagard. The filing does not reflect securities beneficially owned, if any, by any subsidiaries of Power Corporation of Canada whose ownership of securities is disaggregated from that of Power Corporation of Canada in accordance with the Release.
(b) Sole power to vote or direct the vote: 0
Shared power to vote or direct the vote: 3,191,584
Sole power to dispose or to direct the disposition: 0
Shared power to dispose or direct the disposition: 3,191,584
The power to vote or to direct the vote or to dispose or direct the disposition of the Shares reported herein is shared among the Reporting Persons.
(c) During the sixty (60) days preceding September 6, 2016, the following transactions in the Shares have been effected by the Reporting Persons. See also Item 6 for a certain sale transaction which was agreed to on September 6, 2016.
| Date |
| No. Shares |
| Price |
| Nature of Transaction |
| |
| 7/13/2016 |
| 15,200 |
| $ | 2.20 |
| Sale |
|
| 7/15/2016 |
| 7,500 |
| $ | 2.2044 |
| Sale |
|
| 7/18/2016 |
| 12,500 |
| $ | 2.2027 |
| Sale |
|
| 7/19/2016 |
| 10,000 |
| $ | 2.20 |
| Sale |
|
| 7/25/2016 |
| 4,800 |
| $ | 2.2156 |
| Sale |
|
| 7/26/2016 |
| 6,000 |
| $ | 2.2027 |
| Sale |
|
| 7/27/2016 |
| 7,000 |
| $ | 2.2099 |
| Sale |
|
5
