Filing Details

Accession Number:
0001181431-14-021502
Form Type:
4
Zero Holdings:
No
Publication Time:
2014-05-28 18:28:18
Reporting Period:
2014-05-23
Filing Date:
2014-05-28
Accepted Time:
2014-05-28 18:28:18
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1355304 U-Swirl Inc. SWRL Retail-Eating Places (5812) 432092180
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
785815 Rocky Mountain Chocolate Factory Inc 265 Turner Drive
Durango CO 81303
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2014-05-23 2,472,203 $0.60 10,813,456 No 4 X Direct
Common Stock Disposition 2014-05-23 1,906,942 $0.78 8,906,514 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 X Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Warrants (Right to Buy) Disposition 2014-05-23 2,472,203 $0.00 2,472,203 $0.60
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
340,297 2015-10-20 No 4 X Direct
Footnotes
  1. On May 23, 2014, the reporting person exercised 2,472,203 warrants to purchase 565,261 shares of SWRL common stock for $0.60 per warrant. The reporting person paid the exercise price on a cashless basis, resulting in SWRL's withholding of 1,906,942 of the shares of common stock to pay the exercise price and issuing to the reporting person the remaining 565,261 shares.
  2. The warrants represent the right to acquire up to an aggregate of 2,812,500 shares of common stock of the issuer, such that the reporting person's and its affiliates will continue to beneficially own at least 60% of the aggregate outstanding common stock of the issuer when and if any currently outstanding warrants and options held by others are exercised. The warrants became exercisable immediately upon the exercise of other previously outstanding warrants and options of the issuer. The warrants are part of a block of warrants held by the reporting person pursuant to an agreement dated January 14, 2013 and representing the right to acquire up to an aggregate of 9,110,250 shares of common stock of the issuer. The remaining warrants comprising this block are exercisable immediately upon the exercise of other currently outstanding warrants and options.