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Filing Details

Accession Number:: 0001144204-17-004863
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-01-30 21:39:49
Reporting Period:: 2017-01-26

Filing Date:: 2017-01-30
Accepted Time:: 2017-01-30 21:39:49
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1615892	Axar Acquisition Corp.	AXAR	Blank Checks (6770)	471434549

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1650781	L.p. Management Capital Axar	1330 Avenue Of The Americas Sixth Floor New York NY 10019	No	No	Yes	No
1673869	Axar Gp, Llc	1330 Avenue Of The Americas Sixth Floor New York NY 10019	No	No	Yes	No
1673921	Andrew Axelrod	1330 Avenue Of The Americas Sixth Floor New York NY 10019	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2017-01-26	1,189,565	$0.00	6,108,262	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Private Placement Warrants (Right to Buy)	Disposition	2017-01-26	1,310,000	$0.00	1,310,000	$12.50
Common Stock	Warrants (Right to Buy)	Acquisiton	2016-10-11	675,000	$0.00	675,000	$12.50

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
5,240,000			No	4	S	Indirect
675,000			No	4	J	Indirect

Footnotes

Pursuant to the terms of the Securities Purchase Agreement, dated as of January 26, 2017, by and between Axar Master Fund Ltd. ("Axar") and Yoav Wiegenfeld, Axar sold such shares of common stock and private placement warrants to Mr. Wiegenfeld for an aggregate of $2.00 and, upon the closing of the Issuer's initial business combination, Mr. Wiegenfeld will pay to Axar an additional $200,000.00.
The reported securities are held directly by Axar Master Fund, Ltd. Axar Capital Management, LP serves as investment manager to Axar Master Fund, Ltd. Axar GP, LLC is the sole general partner of Axar Capital Management, LP. Mr. Axelrod is the sole member of Axar GP, LLC and is the managing partner, portfolio manager and majority control person of Axar Capital Management, LP. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
The private placement warrants will become exercisable 30 days after the completion of the Issuer's initial business combination.
The private placement warrants will expire five years after the date on which they first become exercisable, at 5:00 p.m., New York time, or earlier upon redemption or liquidation.
On October 7, 2016, the Issuer declared a warrant dividend, payable to all holders of record of common stock on October 11, 2016 (the "record date"), consisting of one-half of one warrant per share of common stock. Pursuant to the terms of the Agreement, dated September 16, 2016 (as amended on September 27, 2016), by and among Axar, AR Capital, LLC and the Issuer, Axar waived its rights to receive such dividend with respect to 5,947,827 shares of common stock it held as of the record date, and as a result received 675,000 warrants with respect to the other 1,350,000 shares of common stock it held as of the record date.
The warrants will become exercisable on the later of (i) 30 days after the completion of the Issuer's initial business combination and (ii) October 17, 2017.
The warrants will expire five years after the date on which the Issuer completes its initial business combination, at 5:00 p.m., New York time, or earlier upon redemption or liquidation.