Filing Details

Accession Number:
0001209191-14-028410
Form Type:
4
Zero Holdings:
No
Publication Time:
2014-04-21 12:14:22
Reporting Period:
2014-03-27
Filing Date:
2014-04-21
Accepted Time:
2014-04-21 12:14:22
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1512074 Rmg Networks Holding Corp RMGN Services-Business Services, Nec (7389) 274452594
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1051359 Par Capital Management Inc One International Place, Suite 2410
Boston MA 02110
No No Yes No
1066867 Par Investment Partners Lp One International Place, Suite 2410
Boston MA 02110
No No Yes No
1341061 Par Group, L.p. One International Place, Suite 2410
Boston MA 02110
No No Yes 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 2014-03-27 112,293 $0.00 1,112,293 No 4 P Indirect See Footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect See Footnote
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Common Stock Warrants (right to buy) Disposition 2014-03-27 898,344 $0.00 898,344 $11.50
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 S Indirect
Footnotes
  1. These shares are held directly by PAR Investment Partners, L.P. ("PAR Investment Partners"). PAR Group, L.P. ("PAR Group") is the general partner of PAR Investment Partners. PAR Capital Management, Inc. ("PAR Capital Management") is the general partner of PAR Group. Each of PAR Group and PAR Capital Management disclaim Section 16 beneficial ownership except to the extent, if any, of their respective pecuniary interests in the shares, and this report shall not be deemed an admission that PAR Group or PAR Capital Management were the beneficial owners of any such securities, except to the extent of such entities' pecuniary interests therein, if any, by virtue of such entities' ownership interests in PAR Investment Partners.
  2. The warrants were held directly by PAR Investment Partners. Each of PAR Group and PAR Capital Management disclaim Section 16 beneficial ownership except to the extent, if any, of their respective pecuniary interests in the warrants, and this report shall not be deemed an admission that PAR Group or PAR Capital Management were the beneficial owners of any such securities, except to the extent of such entities' pecuniary interests therein, if any, by virtue of such entities' ownership interests in PAR Investment Partners.
  3. The warrants were not exercisable for shares of common stock until, at the earliest, 30 days after the first date on which the Issuer completed its initial business combination, or May 8, 2013, subject to the satisfaction of certain conditions by the Issuer with respect to an effective registration statement and related prospectus under the Securities Act of 1933, as amended, covering the shares of common stock, $0.0001 par value per share, of the Issuer issuable upon exercise of the warrants. Generally, the expiration date of the warrants was 5:00 p.m., New York City time on the earliest to occur of: (1) the date that was five years after the date on which the Issuer completed its initial business combination, or April 8, 2018, (2) the liquidation of the Issuer or (3) any redemption date fixed by the Issuer on which the Issuer elected to redeem all of the warrants.
  4. On February 18, 2014, the Issuer commenced an offer (the "Offer") for all issued and outstanding warrants exercisable for shares of the Issuer's common stock at an exercise price of $11.50 per share to exchange every eight warrants for one share of common stock. Pursuant to Amendment No. 4 to Schedule TO, on March 27, 2014 the Issuer announced that it had accepted all warrants that had been validly tendered in the Offer. PAR Investment Partners tendered all of its warrants to the Issuer in the Offer and received 112,293 shares of common stock of the Issuer in exchange therefor.