Home > Insider Trading > Filing (0001493152-14-002268)

Filing Details

Accession Number:: 0001493152-14-002268
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-07-24 14:10:54
Reporting Period:: 2014-02-10

Filing Date:: 2014-07-24
Accepted Time:: 2014-07-24 14:10:54
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1529133	Chatand Inc.	CHAA	Services-Prepackaged Software (7372)	272761655

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1205074	Richard Rosenblum	244 5Th Avenue, Suite C68 New York NY 10001		Yes	No	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2014-02-10	103,827	$0.10	110,726	No	4	C	Indirect	BY HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock	Acquisiton	2014-02-10	49,439	$0.15	160,165	No	4	C	Indirect	BY HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock	Acquisiton	2014-02-10	14,459	$0.10	174,624	No	4	P	Indirect	BY HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock	Acquisiton	2014-02-10	118,969	$0.00	293,593	No	4	G	Indirect	BY HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock	Acquisiton	2014-04-08	101,078	$0.10	394,771	No	4	P	Indirect	HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock	Acquisiton	2014-06-06	252,945	$0.10	647,716	No	4	P	Indirect	HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock	Disposition	2014-07-11	647,716	$0.00	0	No	4	J	Indirect	HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock	Acquisiton	2014-07-11	647,716	$0.00	647,716	No	4	J	Direct
Common Stock	Acquisiton	2014-02-10	872,254	$0.10	930,208	No	4	C	Indirect	THE CORBRAN, LLC
Common Stock	Acquisiton	2014-02-10	415,370	$0.15	1,345,578	No	4	C	Indirect	THE CORBRAN, LLC
Common Stock	Acquisiton	2014-02-10	40,920	$0.10	1,386,498	No	4	P	Indirect	THE CORBRAN, LLC
Common Stock	Acquisiton	2014-02-10	944,577	$0.00	2,331,075	No	4	G	Indirect	THE CORBRAN, LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	BY HARBORVIEW VALUE MASTER FUND, L.P.
No	4	C	Indirect	BY HARBORVIEW VALUE MASTER FUND, L.P.
No	4	P	Indirect	BY HARBORVIEW VALUE MASTER FUND, L.P.
No	4	G	Indirect	BY HARBORVIEW VALUE MASTER FUND, L.P.
No	4	P	Indirect	HARBORVIEW VALUE MASTER FUND, L.P.
No	4	P	Indirect	HARBORVIEW VALUE MASTER FUND, L.P.
No	4	J	Indirect	HARBORVIEW VALUE MASTER FUND, L.P.
No	4	J	Direct
No	4	C	Indirect	THE CORBRAN, LLC
No	4	C	Indirect	THE CORBRAN, LLC
No	4	P	Indirect	THE CORBRAN, LLC
No	4	G	Indirect	THE CORBRAN, LLC

Reported Derivative Transactions

Show Other Fields >>

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	5% Senior Secured Convertible Note	Disposition	2014-02-10	1	$0.00	103,827	$0.10
Common Stock	Warrant to Purchase Shares of Common Stock	Disposition	2014-02-10	49,439	$0.00	49,439	$0.00
Common Stock	B Warrant to Purchase Shares of Common Stock	Acquisiton	2014-04-08	506	$0.00	50,600	$0.10
Common Stock	C Warrant to Purchase Shares of Common Stock	Acquisiton	2014-04-08	506	$0.00	50,600	$0.15
Common Stock	B Warrant to Purchase Shares of Common Stock	Disposition	2014-07-21	506	$0.00	50,600	$0.10
Common Stock	C Warrant to Purchase Shares of Common Stock	Disposition	2014-07-21	506	$0.00	50,600	$0.15
Common Stock	B Warrant to Purchase Shares of Common Stock	Acquisiton	2014-07-21	506	$0.00	50,600	$0.10
Common Stock	C Warrant to Purchase Shares of Common Stock	Acquisiton	2014-07-21	506	$0.00	50,600	$0.15
Common Stock	5% Senior Secured Convertible Note	Disposition	2014-02-10	1	$0.00	872,254	$0.10
Common Stock	Warrant to Purchase Shares of Common Stock	Disposition	2014-02-10	415,370	$0.00	415,370	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2011-06-17		No	4	C	Indirect
0	2011-06-17	2016-06-17	No	4	C	Indirect
506	2014-04-08	2017-04-08	No	4	P	Indirect
506	2014-04-08	2017-04-08	No	4	P	Indirect
0	2014-07-21	2017-04-08	No	4	J	Indirect
0	2014-07-21	2017-04-08	No	4	J	Indirect
506	2014-07-21	2017-04-08	No	4	J	Direct
506	2014-07-21	2017-04-08	No	4	J	Direct
0	2011-06-17		No	4	C	Indirect
0	2011-06-17	2016-06-17	No	4	C	Indirect

Footnotes

Harborview Value Master Fund, L.P. ("HMF"), which is owned 5.0589% by Richard Rosenblum, is the direct beneficial owner of these securities.
Represents conversion of a 5% Senior Secured Convertible Note (the "HMF Note"), issued on June 17, 2011, into shares of common stock of chatAND, Inc. (the "Company"). The HMF Note was issued in connection with the Company's private placement of up to $850,000 which closed on June 17, 2011 (the "2011 Financing"). In connection with 2011 Financing, 977,272 warrants were issued to HMF (the "HMF Warrants"). The HMF Note was initially due on June 17, 2012. HMF agreed with the Company on various occasions to extend the due dates of the HMF Note, the latest extension until November 14, 2013.The Company was subsequently in default under the HMF Note. On February 10, 2014, the board of directors (the "Board") of the Company approved by unanimous written consent the conversion of the HMF Warrants at no additional consideration in exchange for forgiveness of the default interest on the HMF Note.
The Corbran, LLC ("CB") is the direct beneficial owners of these securities. Richard Rosenblum is a controlling party of CB.
Represents conversion of a 5% Senior Secured Convertible Note (the "CB Note"), issued on June 17, 2011, into shares of common stock of the Company. The CB Note was issued in connection with the 2011 Financing. In connection with the 2011 Financing, 415,370 warrants were issued to CB (the "CB Warrants"). The CB Note was initially due on June 17, 2012. CB agreed with the Company on various occasions to extend the due dates of the CB Note, the latest extension until November 14, 2013. The Company was subsequently in default under the CB Note. On February 10, 2014, the Board approved by unanimous written consent the conversion of the CB Warrants at no additional consideration in exchange for forgiveness of the default interest on the CB Note.
On February 10, 2014, the Chief Executive Officer of the Company gifted an aggregate of 10,954,537 shares of common stock to certain shareholders of the Company, including (a) 944,577 shares to CB and (b) 2,351,684 shares to HMF.
On April 8, 2014, the Company completed a private placement (the "Private Placement") for $500,000 to sell up to 50,000 units (the "Units") at a purchase price of $10 per Unit. Each Unit consisted of: (i) 100 shares of common stock of the Company, (ii) a half warrant to purchase 100 shares of common stock at an exercise price of $0.10 per warrant share ("B Warrant") and (iii) a half warrant to purchase 100 shares of common stock at an exercise price of $0.15 per warrant share ("C Warrant"). HMF purchased 20,000 Units in the Private Placement for consideration of $200,000.
On June 6, 2014, the Company entered into a Promissory Note Assignment and Purchase Agreement with HMF, whereby HMF sold, assigned and transferred to the Company HMF's rights under a series of promissory notes issued to HMF by Freeline Sports, Inc. (the "Freeline Notes"), such Freeline Notes totaling an aggregate amount of $1,269,500. Under the Agreement, the Company purchased the Freeline Notes for a purchase price of $500,000, which was paid to HMF in 5,000,000 shares of the Company's common stock.
On July 11, 2014, in anticipation of liquidation, HMF distributed all of its shares of common stock of the Company pro rata to its securityholders ("HMF Liquidation"). Richard Rosenblum received his pro rata distribution, equal to 5.0589% of the outstanding security interest of HMF.
In anticipation of the HMF Liquidation, on July 21, 2014, HMF assigned, pro rata to its securityholders, all of its B Warrants and C Warrants in the Company. Richard Rosenblum received his pro rata distribution, equal to 5.0589% of the outstanding security interest of HMF.