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Filing Details

Accession Number:
0001493152-14-002268
Form Type:
4
Zero Holdings:
No
Publication Time:
2014-07-24 14:10:54
Reporting Period:
2014-02-10
Filing Date:
2014-07-24
Accepted Time:
2014-07-24 14:10:54
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1529133 Chatand Inc. CHAA Services-Prepackaged Software (7372) 272761655
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1205074 Richard Rosenblum 244 5Th Avenue, Suite C68
New York NY 10001
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 2014-02-10 103,827 $0.10 110,726 No 4 C Indirect BY HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock Acquisiton 2014-02-10 49,439 $0.15 160,165 No 4 C Indirect BY HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock Acquisiton 2014-02-10 14,459 $0.10 174,624 No 4 P Indirect BY HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock Acquisiton 2014-02-10 118,969 $0.00 293,593 No 4 G Indirect BY HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock Acquisiton 2014-04-08 101,078 $0.10 394,771 No 4 P Indirect HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock Acquisiton 2014-06-06 252,945 $0.10 647,716 No 4 P Indirect HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock Disposition 2014-07-11 647,716 $0.00 0 No 4 J Indirect HARBORVIEW VALUE MASTER FUND, L.P.
Common Stock Acquisiton 2014-07-11 647,716 $0.00 647,716 No 4 J Direct
Common Stock Acquisiton 2014-02-10 872,254 $0.10 930,208 No 4 C Indirect THE CORBRAN, LLC
Common Stock Acquisiton 2014-02-10 415,370 $0.15 1,345,578 No 4 C Indirect THE CORBRAN, LLC
Common Stock Acquisiton 2014-02-10 40,920 $0.10 1,386,498 No 4 P Indirect THE CORBRAN, LLC
Common Stock Acquisiton 2014-02-10 944,577 $0.00 2,331,075 No 4 G Indirect THE CORBRAN, LLC
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect BY HARBORVIEW VALUE MASTER FUND, L.P.
No 4 C Indirect BY HARBORVIEW VALUE MASTER FUND, L.P.
No 4 P Indirect BY HARBORVIEW VALUE MASTER FUND, L.P.
No 4 G Indirect BY HARBORVIEW VALUE MASTER FUND, L.P.
No 4 P Indirect HARBORVIEW VALUE MASTER FUND, L.P.
No 4 P Indirect HARBORVIEW VALUE MASTER FUND, L.P.
No 4 J Indirect HARBORVIEW VALUE MASTER FUND, L.P.
No 4 J Direct
No 4 C Indirect THE CORBRAN, LLC
No 4 C Indirect THE CORBRAN, LLC
No 4 P Indirect THE CORBRAN, LLC
No 4 G Indirect THE CORBRAN, LLC
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock 5% Senior Secured Convertible Note Disposition 2014-02-10 1 $0.00 103,827 $0.10
Common Stock Warrant to Purchase Shares of Common Stock Disposition 2014-02-10 49,439 $0.00 49,439 $0.00
Common Stock B Warrant to Purchase Shares of Common Stock Acquisiton 2014-04-08 506 $0.00 50,600 $0.10
Common Stock C Warrant to Purchase Shares of Common Stock Acquisiton 2014-04-08 506 $0.00 50,600 $0.15
Common Stock B Warrant to Purchase Shares of Common Stock Disposition 2014-07-21 506 $0.00 50,600 $0.10
Common Stock C Warrant to Purchase Shares of Common Stock Disposition 2014-07-21 506 $0.00 50,600 $0.15
Common Stock B Warrant to Purchase Shares of Common Stock Acquisiton 2014-07-21 506 $0.00 50,600 $0.10
Common Stock C Warrant to Purchase Shares of Common Stock Acquisiton 2014-07-21 506 $0.00 50,600 $0.15
Common Stock 5% Senior Secured Convertible Note Disposition 2014-02-10 1 $0.00 872,254 $0.10
Common Stock Warrant to Purchase Shares of Common Stock Disposition 2014-02-10 415,370 $0.00 415,370 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2011-06-17 No 4 C Indirect
0 2011-06-17 2016-06-17 No 4 C Indirect
506 2014-04-08 2017-04-08 No 4 P Indirect
506 2014-04-08 2017-04-08 No 4 P Indirect
0 2014-07-21 2017-04-08 No 4 J Indirect
0 2014-07-21 2017-04-08 No 4 J Indirect
506 2014-07-21 2017-04-08 No 4 J Direct
506 2014-07-21 2017-04-08 No 4 J Direct
0 2011-06-17 No 4 C Indirect
0 2011-06-17 2016-06-17 No 4 C Indirect
Footnotes
  1. Harborview Value Master Fund, L.P. ("HMF"), which is owned 5.0589% by Richard Rosenblum, is the direct beneficial owner of these securities.
  2. Represents conversion of a 5% Senior Secured Convertible Note (the "HMF Note"), issued on June 17, 2011, into shares of common stock of chatAND, Inc. (the "Company"). The HMF Note was issued in connection with the Company's private placement of up to $850,000 which closed on June 17, 2011 (the "2011 Financing"). In connection with 2011 Financing, 977,272 warrants were issued to HMF (the "HMF Warrants"). The HMF Note was initially due on June 17, 2012. HMF agreed with the Company on various occasions to extend the due dates of the HMF Note, the latest extension until November 14, 2013.The Company was subsequently in default under the HMF Note. On February 10, 2014, the board of directors (the "Board") of the Company approved by unanimous written consent the conversion of the HMF Warrants at no additional consideration in exchange for forgiveness of the default interest on the HMF Note.
  3. The Corbran, LLC ("CB") is the direct beneficial owners of these securities. Richard Rosenblum is a controlling party of CB.
  4. Represents conversion of a 5% Senior Secured Convertible Note (the "CB Note"), issued on June 17, 2011, into shares of common stock of the Company. The CB Note was issued in connection with the 2011 Financing. In connection with the 2011 Financing, 415,370 warrants were issued to CB (the "CB Warrants"). The CB Note was initially due on June 17, 2012. CB agreed with the Company on various occasions to extend the due dates of the CB Note, the latest extension until November 14, 2013. The Company was subsequently in default under the CB Note. On February 10, 2014, the Board approved by unanimous written consent the conversion of the CB Warrants at no additional consideration in exchange for forgiveness of the default interest on the CB Note.
  5. On February 10, 2014, the Chief Executive Officer of the Company gifted an aggregate of 10,954,537 shares of common stock to certain shareholders of the Company, including (a) 944,577 shares to CB and (b) 2,351,684 shares to HMF.
  6. On April 8, 2014, the Company completed a private placement (the "Private Placement") for $500,000 to sell up to 50,000 units (the "Units") at a purchase price of $10 per Unit. Each Unit consisted of: (i) 100 shares of common stock of the Company, (ii) a half warrant to purchase 100 shares of common stock at an exercise price of $0.10 per warrant share ("B Warrant") and (iii) a half warrant to purchase 100 shares of common stock at an exercise price of $0.15 per warrant share ("C Warrant"). HMF purchased 20,000 Units in the Private Placement for consideration of $200,000.
  7. On June 6, 2014, the Company entered into a Promissory Note Assignment and Purchase Agreement with HMF, whereby HMF sold, assigned and transferred to the Company HMF's rights under a series of promissory notes issued to HMF by Freeline Sports, Inc. (the "Freeline Notes"), such Freeline Notes totaling an aggregate amount of $1,269,500. Under the Agreement, the Company purchased the Freeline Notes for a purchase price of $500,000, which was paid to HMF in 5,000,000 shares of the Company's common stock.
  8. On July 11, 2014, in anticipation of liquidation, HMF distributed all of its shares of common stock of the Company pro rata to its securityholders ("HMF Liquidation"). Richard Rosenblum received his pro rata distribution, equal to 5.0589% of the outstanding security interest of HMF.
  9. In anticipation of the HMF Liquidation, on July 21, 2014, HMF assigned, pro rata to its securityholders, all of its B Warrants and C Warrants in the Company. Richard Rosenblum received his pro rata distribution, equal to 5.0589% of the outstanding security interest of HMF.