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13G Filing: Boothbay Fund Management, LLC and I-AM Capital Acquisition Company (IAM)

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Boothbay Absolute Return Strategies 0 568,400 0 568,400 568,400 8.67%
Boothbay Fund Management 0 568,400 0 568,400 568,400 8.67%
Ari Glass 0 568,400 0 568,400 568,400 8.67%

Page 1 of 9 – SEC Filing

 

 

 

UNITED
STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE
13G

 

Under
the Securities Exchange Act of 1934

(Amendment No. __N/A____)*

 

I-Am
Capital Acquisition Company

 

(Name
of Issuer)

 

Common
Stock

 

(Title
of Class of Securities)

 

45074Q108

 

(CUSIP
Number)

 

October
11, 2017

 

(Date
of Event which Requires Filing of this Statement)

 

Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:

[  ]
Rule 13d-1(b)

[X]
Rule 13d-1(c)

[
]  Rule 13d-1(d)

 

*
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect
to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided
in a prior cover page.

 

The
information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section
18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

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Page 2 of 9 – SEC Filing

 

CUSIP
No. 45074Q108

 

1.   NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Boothbay Absolute Return Strategies LP
2.   CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) [  ]
(b) [X]
3.   SEC
USE ONLY
 
4.   CITIZENSHIP
OR PLACE OF ORGANIZATION
 
Delaware
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.
SOLE
VOTING POWER
 
0
6.
SHARED
VOTING POWER
 
568,400*
7.
SOLE
DISPOSITIVE POWER
 
0
8.
SHARED
DISPOSITIVE POWER
 
568,400*
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

568,400*
10.

CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) [  ]

 

11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

8.67%*
12. TYPE
OF REPORTING PERSON (see instructions)

PN

 

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Page 3 of 9 – SEC Filing

 

CUSIP
No. 45074Q108

 

1.   NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Boothbay Fund Management, LLC
2.   CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) [  ]
(b) [X]
3.   SEC
USE ONLY
 
4.   CITIZENSHIP
OR PLACE OF ORGANIZATION
 
Delaware
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.
SOLE
VOTING POWER
 
0
6.
SHARED
VOTING POWER
 
568,400*
7.
SOLE
DISPOSITIVE POWER
 
0
8.
SHARED
DISPOSITIVE POWER
 
568,400*
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

568,400*
10.

CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) [  ]

 

11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

8.67%*
12. TYPE
OF REPORTING PERSON (see instructions)

IA, OO

 

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Page 4 of 9 – SEC Filing

 

CUSIP
No. 45074Q108

 

1.   NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Ari Glass
2.   CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) [  ]
(b) [X]
3.   SEC
USE ONLY
 
4.   CITIZENSHIP
OR PLACE OF ORGANIZATION
 
United States
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.
SOLE
VOTING POWER
 
0
6.
SHARED
VOTING POWER
 
568,400*
7.
SOLE
DISPOSITIVE POWER
 
0
8.
SHARED
DISPOSITIVE POWER
 
568,400*
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

568,400*
10.

CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) [  ]

 

11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

8.67%*
12. TYPE
OF REPORTING PERSON (see instructions)

IN, HC

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Page 5 of 9 – SEC Filing

 

Item
1.

 

  (a) Name
of Issuer
I-Am Capital Acquisition Company (the “Issuer”)
     
  (b)

Address
of Issuer’s Principal Executive Offices

1345
Avenue of the Americas, 2nd Floor

New
York, NY 10105

Item
2.

 

  (a)

Name
of Person Filing:
Boothbay Absolute Return Strategies LP*

Boothbay
Fund Management, LLC*

Ari
Glass*

     
  (b)

Address
of the Principal Office or, if none, residence
810 7th Avenue, Suite 615

New
York, NY 10019-5818

     
  (c)

Citizenship

Boothbay Absolute Return Strategies LP – Delaware

Boothbay
Fund Management, LLC – Delaware

Ari
Glass – United States

     
  (d) Title
of Class of Securities
Common Stock
     
  (e) CUSIP
Number
45074Q108
     

Item
3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is
a:

 

N/A

 

Item
4. Ownership.

 

Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in
Item 1.

Amount
beneficially owned:

 

  (a)   Boothbay Absolute Return
Strategies LP – 568,400*  
Boothbay Fund Management, LLC – 568,400*  
Ari Glass – 568,400*
       
  (b)   Percent
of class:  Boothbay Absolute Return Strategies LP – 8.67%*  
Boothbay Fund Management,
LLC – 8.67%*  
Ari Glass – 8.67%*

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Page 6 of 9 – SEC Filing

  (c)   Number
of shares as to which the person has:
       
  (i)    Sole power to vote or to direct the vote  
Boothbay
Absolute Return Strategies LP – 0  
Boothbay Fund Management, LLC – 0  
Ari Glass – 0
       
  (ii)   Shared power to vote or to direct the vote  
Boothbay Absolute Return Strategies LP – 568,400*  
Boothbay
Fund Management, LLC – 568,400*  
Ari Glass – 568,400*
       
  (iii)   Sole power to dispose or to direct the disposition of  
Boothbay Absolute Return Strategies LP – 0  
Boothbay
Fund Management, LLC – 0  
Ari Glass – 0
       
  (iv)   Shared power to dispose or to direct the disposition
of  
Boothbay Absolute Return Strategies LP – 568,400*  
Boothbay Fund Management, LLC – 568,400*  
Ari
Glass – 568,400*

 

Instruction.
For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

 

 

*
The Shares are held by Boothbay Absolute Return Strategies LP, a Delaware limited partnership (the “Fund”), which
is managed by Boothbay Fund Management, LLC, a Delaware limited liability company (the “Adviser”). The Adviser, in
its capacity as the investment manager of the Fund, has the power to vote and the power to direct the disposition of all Shares
held by the Fund. Ari Glass is the Managing Member of the Adviser. Accordingly, for the purposes of Reg. Section 240.13d-3, the
reporting persons herein may be deemed to beneficially own an aggregate of 568,400 ordinary shares, or 8.67% of the 6,554,500
ordinary shares that were issued and outstanding following the issuance made pursuant to the Prospectus. This report shall not
be deemed an admission that the Adviser, the Fund or any other person is the beneficial owner of the securities reported herein
for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each of the reporting
persons herein disclaims beneficial ownership of the Shares reported herein except to the extent of the reporting person’s
pecuniary interest therein.

 

 

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Page 7 of 9 – SEC Filing

 

Item
5. Ownership of Five Percent or Less of a Class.

 

If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the following [  ].

 

Instruction.
Dissolution of a group requires a response to this item.

 

Item
6. Ownership of More than Five Percent on Behalf of Another Person.

 

N/A

 

Item
7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

 

N/A

 

Item
8. Identification and Classification of Members of the Group.

 

N/A

 

Item
9. Notice of Dissolution of Group.

 

N/A

 

Item
10. Certification.

By
signing below I certify that, to the best of my knowledge and belief, the securities
referred to above were not acquired and are not held for the purpose of or with the effect
of changing or influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction having that
purpose or effect.

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Page 8 of 9 – SEC Filing

 

After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.

 

Dated:
October 20, 2017

 

  Boothbay Absolute Return Strategies LP
     
  By: Boothbay Fund Management,
LLC, its investment manager
     
  By: /s/ Ari Glass
    Ari Glass, Managing
Member
     
  Boothbay Fund Management, LLC
     
  By: /s/ Ari Glass
    Ari Glass, Managing
Member
     
  Ari Glass
     
  By: /s/ Ari Glass
    Individually

 

The
original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If
the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner
of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the
statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated
by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

 

Note.
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See s.240.13d-7
for other parties for whom copies are to be sent.

 

Attention.
Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).

 

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Page 9 of 9 – SEC Filing

 

JOINT
FILING STATEMENT

PURSUANT
TO RULE 13D-1(K)(1)

 

The
undersigned hereby consent and agree to the joint filing of Schedule 13G under the Securities Exchange Act of 1934, as amended,
with respect to the Shares of I-Am Capital Acquisition Company, together with any or all amendments thereto, when and if required.
The parties hereto further consent and agree to file this Joint Filing Statement pursuant to Rule13d-1(k)(1)(iii) as an exhibit
to Schedule 13G, thereby incorporating the same into such Schedule13G.

 

This
Joint Filing Statement may be terminated by any of the undersigned upon written notice or such lesser period of notice as the
undersigned may mutually agree.

 

Dated:
October 20, 2017

  Boothbay Absolute Return Strategies LP
     
  By: Boothbay Fund Management,
LLC, its investment manager
     
  By: /s/ Ari Glass
    Ari Glass, Managing
Member
     
  Boothbay Fund Management, LLC
     
  By: /s/ Ari Glass
    Ari Glass, Managing
Member
     
  Ari Glass
     
  By: /s/ Ari Glass
    Individually

 

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