Filing Details

Accession Number:
0001140361-15-022698
Form Type:
4
Zero Holdings:
No
Publication Time:
2015-06-01 17:41:11
Reporting Period:
2015-05-29
Filing Date:
2015-06-01
Accepted Time:
2015-06-01 17:41:11
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1082506 Unwired Planet Inc. UPIP Services-Prepackaged Software (7372) 943219054
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1250078 C Derek Schrier C/O Indaba Capital Management, L.p.
One Letterman Drive, Bldg D, Ste Dm700
San Francisco CA 94129
No No No Yes
1516452 Indaba Capital Fund, L.p. C/O Maples Corporate Services Limited
121 South Church Street
Grand Cayman E9 KY1-1104
No No No Yes
1524362 Indaba Capital Management, L.p. One Letterman Drive,
Building D, Suite Dm700
San Francisco CA 94129
No No No Yes
1526324 Indaba Partners, Llc One Letterman Drive
Building D, Suite Dm700
San Francisco CA 94129
No No No Yes
1596505 Ic Gp, Llc One Letterman Drive,
Building D, Suite Dm700
San Francisco CA 94129
No No No Yes
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 Disposition 2015-05-29 5,500,000 $0.88 6,568,780 No 4 S Indirect See Footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See Footnote
Footnotes
  1. On May 29, 2015, pursuant to that Securities Purchase Agreement (the "Purchase Agreement") between Indaba Capital Fund, L.P. ("Indaba Capital") and certain funds managed by MAST Capital Management, LLC (the "Buyer"), dated as of May 21, 2015, Indaba Capital sold to the Buyer (i) 5,500,000 shares of common stock of Unwired Planet, Inc. (the "Issuer") held by Indaba Capital at a price per share equal to $0.8829, and (ii) senior secured notes due 2018 (the "Notes") issued by the Issuer pursuant to an Indenture dated as of June 28, 2014 (as amended from time to time, the "Indenture") with an aggregate Note Balance (as defined in the Indenture) of $31,228,492, for a purchase price that is 109.65625% of the then current aggregate Note Balance, plus the amount of interest accrued but unpaid through the date that is the earlier of
  2. (i) consummation of the Note Transaction (as defined in the Purchase Agreement) in accordance with the terms of the Purchase Agreement and (ii) 20 business days following the date of the Purchase Agreement, determined as if the interest on the Notes were payable in cash rather than as a PIK Payment (as defined in the Indenture).
  3. Indaba Capital directly holds 6,568,780 shares of the Issuer's common stock. Such shares of common stock directly held by Indaba Capital may be deemed to be indirectly beneficially owned by (a) Indaba Capital Management, L.P. ("Indaba Capital Management") by virtue of its role as the investment manager of Indaba Capital, (b) Indaba Partners, LLC ("Indaba Partners"), by virtue of its role as the general partner of Indaba Capital, (c) IC GP, LLC, by virtue of its role as general partner of Indaba Capital Management, and (d) Derek C. Schrier as the Managing Member of IC GP, LLC and the Senior Managing Member of Indaba Partners.
  4. Each Reporting Person hereby disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any Reporting Person is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.