Filing Details

Accession Number:
0001493152-20-009440
Form Type:
4
Zero Holdings:
No
Publication Time:
2020-05-19 21:12:26
Reporting Period:
2020-05-11
Accepted Time:
2020-05-19 21:12:26
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1484769 Facebank Group Inc. FBNK () 4
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1200675 Jr Edgar Bronfman C/O Facebank Group, Inc.
1115 Broadway, 12Th Floor
New York NY 10010
Yes No No 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 2020-05-11 285,714 $7.00 285,714 No 4 P Indirect Footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect Footnote
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Warrant (right to buy) Acquisiton 2020-05-11 285,714 $0.00 285,714 $7.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
285,714 No 4 P Indirect
Footnotes
  1. Pursuant to the Purchase Agreement (the "Purchase Agreement") by and between the Issuer and Waverley Capital, LP ("Waverley Capital"), dated May 11, 2020, Waverly Capital purchased 285,714 of the Issuer's common stock at a purchase price of $7.00 per share (the "Purchase Price"). In connection with the Purchase Agreement, the Issuer issued a warrant, with an exercise price equal to the Purchase Price, to Waverly Capital to purchase, in the aggregate, 285,714 shares of the Issuer's common stock (the "Warrant). The Warrant may be exercised in whole or in part, at any time, and from time to time, until the earlier of (x) 5:00 p.m. Eastern Time on the eighteen-month anniversary of the date of issuance and (y) the closing of a Change in Control (as defined in the Warrant).
  2. Mr. Bronfman does not own these shares in his individual capacity. These shares are owned directly by Waverley Capital. The general partner of Waverley Capital is Waverley Capital Partners, LLC. Mr. Bronfman and Dr. Daniel V. Leff, as managing members of Waverley Capital Partners, LLC, may be deemed to have shared voting and investment power with respect to these securities. Each of Mr. Bronfman, Dr. Leff and Waverley Capital Partners, LLC disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein and the inclusion of these securities in this report shall not be deemed an admission by any of them of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.