Page 9 of 17 SEC Filing (c) The principal business of Mangrove Master Fund is acquiring, holding and disposing of investment securities. The principal business of Mangrove Fund is investing in Mangrove Master Fund. The principal business of Mangrove Fund Cayman is investing in Mangrove Master Fund. The principal business of Mangrove Partners is serving as the investment manager of each of Mangrove Master Fund, Mangrove Fund and Mangrove Fund Cayman. The principal business of Mangrove Capital is serving as the general partner of Mangrove Fund. The principal business of MPF InvestCo 4 is to commence and consummate the Offer (as defined in Item 4 below) and to hold the Shares acquired pursuant thereto. The principal occupation of Mr. August is serving as a director of each of Mangrove Partners and Mangrove Capital. (d) No Reporting Person, nor any person listed on Schedule A, has, during the last five (5) years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) No Reporting Person, nor any person listed on Schedule A, has, during the last five (5) years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Mr. August is a citizen of the United States of America. Item 4. Purpose of Transaction.
Item 4 is hereby amended to add the following: On March 15, 2016, MPF InvestCo 4 and Mangrove Master Fund announced their intent to commence a cash tender offer for up to 3,000,000 shares of common stock of the Issuer at an offer price of $9.00 per Share, net to sellers in cash (the “Offer”). The Offer will not subject to any financing contingency or the Reporting Persons obtaining any representation on the Issuer’s Board of Directors. The Offer will include certain customary conditions, including that the Issuer does not declare or pay any dividends, establish a Shareholder Rights Plan or issue any additional shares of common stock. The Reporting Persons received an unsolicited call from the Issuer’s Chief Executive Officer, Chief Financial Officer, and Senior Vice President (collectively, the “Management”) subsequent to the announcement of the intention to commence the Offer. The Issuer’s Management sought to ascertain whether the Reporting Persons had an interest at the present time in selling their shares of common stock of the Issuer. The Reporting Persons have no present intent to sell their shares. Following the completion or termination of the intended Offer the Reporting Persons reserve the right, in accordance with law, to buy or sell common stock of the Issuer at any time, on such terms and conditions as they deem appropriate. The Reporting Persons intend to review their investment in the Issuer on a continuing basis and engage in discussions with Management and the Board of Directors of the Issuer concerning the Issuer’s business, operations, future plans, Board composition, strategic options, executive compensation, related party transactions, capital allocation, capital structure, investment activity, Board compensation, executive compensation, internal controls, tax matters, investor communications, and financial reporting. Follow Asta Funding Inc (NASDAQ:ASFI)
Follow Asta Funding Inc (NASDAQ:ASFI)
We may use your email to send marketing emails about our services. Click here to read our privacy policy.
(c) The principal business of Mangrove Master Fund is acquiring, holding and disposing of investment securities. The principal business of Mangrove Fund is investing in Mangrove Master Fund. The principal business of Mangrove Fund Cayman is investing in Mangrove Master Fund. The principal business of Mangrove Partners is serving as the investment manager of each of Mangrove Master Fund, Mangrove Fund and Mangrove Fund Cayman. The principal business of Mangrove Capital is serving as the general partner of Mangrove Fund. The principal business of MPF InvestCo 4 is to commence and consummate the Offer (as defined in Item 4 below) and to hold the Shares acquired pursuant thereto. The principal occupation of Mr. August is serving as a director of each of Mangrove Partners and Mangrove Capital.
(d) No Reporting Person, nor any person listed on Schedule A, has, during the last five (5) years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) No Reporting Person, nor any person listed on Schedule A, has, during the last five (5) years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) Mr. August is a citizen of the United States of America.
| Item 4. | Purpose of Transaction. |
Item 4 is hereby amended to add the following:
On March 15, 2016, MPF InvestCo 4 and Mangrove Master Fund announced their intent to commence a cash tender offer for up to 3,000,000 shares of common stock of the Issuer at an offer price of $9.00 per Share, net to sellers in cash (the “Offer”).
The Offer will not subject to any financing contingency or the Reporting Persons obtaining any representation on the Issuer’s Board of Directors. The Offer will include certain customary conditions, including that the Issuer does not declare or pay any dividends, establish a Shareholder Rights Plan or issue any additional shares of common stock.
The Reporting Persons received an unsolicited call from the Issuer’s Chief Executive Officer, Chief Financial Officer, and Senior Vice President (collectively, the “Management”) subsequent to the announcement of the intention to commence the Offer. The Issuer’s Management sought to ascertain whether the Reporting Persons had an interest at the present time in selling their shares of common stock of the Issuer. The Reporting Persons have no present intent to sell their shares. Following the completion or termination of the intended Offer the Reporting Persons reserve the right, in accordance with law, to buy or sell common stock of the Issuer at any time, on such terms and conditions as they deem appropriate.
The Reporting Persons intend to review their investment in the Issuer on a continuing basis and engage in discussions with Management and the Board of Directors of the Issuer concerning the Issuer’s business, operations, future plans, Board composition, strategic options, executive compensation, related party transactions, capital allocation, capital structure, investment activity, Board compensation, executive compensation, internal controls, tax matters, investor communications, and financial reporting.
Follow Asta Funding Inc (NASDAQ:ASFI)
Follow Asta Funding Inc (NASDAQ:ASFI)
We may use your email to send marketing emails about our services. Click here to read our privacy policy.
