Filing Details

Accession Number:
0001140361-16-058787
Form Type:
4
Zero Holdings:
No
Publication Time:
2016-03-22 21:57:44
Reporting Period:
2016-03-18
Filing Date:
2016-03-22
Accepted Time:
2016-03-22 21:57:44
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1084226 Searchlight Minerals Corp. SRCH Metal Mining (1000) 980232244
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1270742 Lcg Holdings Llc 1114 Avenue Of The Americas
29Th Floor
New York NY 10036
No No Yes No
1316580 Luxor Capital Group, Lp 1114 Avenue Of The Americas
29Th Floor
New York NY 10036
No No Yes No
1356913 Ltd Offshore Partners Capital Luxor C/O M&Amp;C Corporate Svcs Ltd
Po Box 309 Gt Ugland House
George Town E9 00000
No No Yes No
1393021 Luxor Capital Partners, Lp 1114 Avenue Of The Americas
29Th Floor
New York NY 10036
No No Yes No
1434200 Ltd Offshore Spectrum Luxor C/O Maples Corporate Services Ltd
P.o. Box 309 Gt
George Town E9 KY1-1104
No No Yes No
1479129 Luxor Wavefront, Lp 1114 Avenue Of The Americas
29Th Floor
New York NY 10036
No No Yes No
1609548 Thebes Partners Offshore, Ltd. C/O Maples Corporate Services Limited
Box 309, Ugland House
Grand Cayman E9 KY1-1104
No No Yes No
1649417 Thebes Offshore Master Fund, Lp C/O Maples Corporate Services Limited
Box 309, Ugland House
Grand Cayman E9 KY1-1104
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, Par Value $.001 Acquisiton 2016-03-18 55,742,143 $0.00 68,197,288 No 4 J Indirect By Luxor Capital Partners, LP
Common Stock, Par Value $.001 Acquisiton 2016-03-18 2,010,857 $0.00 2,868,437 No 4 J Indirect By Separately Managed Account
Common Stock, Par Value $.001 Acquisiton 2016-03-18 18,363,857 $0.00 21,021,710 No 4 J Indirect By Luxor Wavefront, LP
Common Stock, Par Value $.001 Acquisiton 2016-03-18 768,857 $0.00 1,114,376 No 4 J Indirect By Thebes Offshore Master Fund, LP
Common Stock, Par Value $.001 Acquisiton 2016-03-18 11,144,914 $0.04 79,342,202 No 4 P Indirect By Luxor Capital Partners, LP
Common Stock, Par Value $.001 Acquisiton 2016-03-18 31,712,229 $0.04 37,179,695 No 4 P Indirect By Luxor Capital Partners Offshore Master Fund, LP
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 J Indirect By Luxor Capital Partners, LP
No 4 J Indirect By Separately Managed Account
No 4 J Indirect By Luxor Wavefront, LP
No 4 J Indirect By Thebes Offshore Master Fund, LP
No 4 P Indirect By Luxor Capital Partners, LP
No 4 P Indirect By Luxor Capital Partners Offshore Master Fund, LP
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock, Par Value $.001 Warrant (Right to Buy) Disposition 2016-03-18 247,706 $0.00 247,706 $1.27
Common Stock, Par Value $.001 Warrant (Right to Buy) Acquisiton 2016-03-18 247,706 $0.00 247,706 $1.27
Common Stock, Par Value $.001 Warrant (Right to Buy) Disposition 2016-03-18 28,618 $0.00 28,618 $1.27
Common Stock, Par Value $.001 Warrant (Right to Buy) Acquisiton 2016-03-18 28,618 $0.00 28,618 $1.27
Common Stock, Par Value $.001 Warrant (Right to Buy) Disposition 2016-03-18 3,275,074 $0.00 1,686,562 $1.27
Common Stock, Par Value $.001 Warrant (Right to Buy) Acquisiton 2016-03-18 3,275,074 $0.00 1,686,562 $1.27
Common Stock, Par Value $.001 Warrant (Right to Buy) Disposition 2016-03-18 109,506 $0.00 109,506 $1.27
Common Stock, Par Value $.001 Warrant (Right to Buy) Acquisiton 2016-03-18 109,506 $0.00 109,506 $1.27
Common Stock, Par Value $.001 Warrant (Right to Buy) Disposition 2016-03-18 1,730,303 $0.00 1,730,303 $1.27
Common Stock, Par Value $.001 Warrant (Right to Buy) Acquisiton 2016-03-18 1,730,303 $0.00 1,730,303 $1.27
Common Stock, Par Value $.001 Secured Convertible Promissory Notes Disposition 2016-03-18 0 $0.00 0 $0.00
Common Stock, Par Value $.001 Secured Convertible Promissory Notes Disposition 2016-03-18 0 $0.00 0 $0.00
Common Stock, Par Value $.001 Secured Convertible Promissory Notes Disposition 2016-03-18 0 $0.00 0 $0.00
Common Stock, Par Value $.001 Secured Convertible Promissory Notes Disposition 2016-03-18 0 $0.00 0 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2016-11-30 No 4 J Indirect
247,706 2017-11-30 No 4 J Indirect
0 2016-11-30 No 4 J Indirect
28,618 2017-11-30 No 4 J Indirect
0 2016-11-30 No 4 J Indirect
1,686,562 2017-11-30 No 4 J Indirect
0 2016-11-30 No 4 J Indirect
109,506 2017-11-30 No 4 J Indirect
0 2016-11-30 No 4 J Indirect
1,730,303 2017-11-30 No 4 J Indirect
0 No 4 J Indirect
0 No 4 J Indirect
0 No 4 J Indirect
0 No 4 J Indirect
Footnotes
  1. This Form 4 is filed jointly by Luxor Capital Group, LP ("Luxor Capital Group"), Luxor Capital Partners, LP ("Onshore Fund"), Luxor Capital Partners Offshore, Ltd. ("Offshore Feeder Fund"), Luxor Spectrum Offshore, Ltd. ("Spectrum Feeder Fund"), Luxor Spectrum, LLC ("Spectrum Onshore Fund"), Luxor Wavefront, LP ("Wavefront Fund"), Thebes Partners Offshore, Ltd. ("Thebes Feeder Fund"), LCG Holdings, LLC ("LCG Holdings"), Luxor Management, LLC ("Luxor Management") and Christian Leone (collectively, the "Reporting Persons").
  2. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
  3. Securities acquired in connection with the Reporting Persons' conversion of Secured Convertible Promissory Notes, dated September 18, 2013 (the "Notes"), pursuant to an Amendment to the Notes that allowed the Reporting Persons to convert the Notes into shares of Common Stock at a rate of $0.035 per share.
  4. Securities owned directly by Onshore Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Onshore Fund, may be deemed to beneficially own the securities owned directly by Onshore Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Onshore Fund.
  5. Securities held in an account separately managed by Luxor Capital Group (the "Separately Managed Account"). Luxor Capital Group, as the investment manager of the Separately Managed Account, may be deemed to beneficially own the securities held in the Separately Managed Account. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of Luxor Management, may be deemed to beneficially own the securities held in the Separately Managed Account.
  6. Securities owned directly by Wavefront Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Wavefront Fund, may be deemed to beneficially own the securities owned directly by Wavefront Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Wavefront Fund.
  7. Securities owned directly by Thebes Offshore Master Fund, LP ("Thebes Master Fund"). Thebes Feeder Fund, the owner of a controlling interest in, and together with a minority investor, the owner of 100% of the interests in Thebes Master Fund, may be deemed to beneficially own the securities owned directly by Thebes Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Thebes Master Fund, may be deemed to beneficially own the securities owned directly by Thebes Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Thebes Master Fund.
  8. Securities owned directly by Luxor Capital Partners Offshore Master Fund, LP ("Offshore Master Fund"). Offshore Feeder Fund, as the owner of a controlling interest in Offshore Master Fund, may be deemed to beneficially own the securities owned directly by Offshore Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Offshore Master Fund, may be deemed to beneficially own the securities owned directly by Offshore Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Offshore Master Fund.
  9. The disclosed transaction is the result of an amendment to the expiration dates of certain outstanding Warrants as approved by the Issuer's Board of Directors. Prior to the amendment, the Warrants were set to expire on November 30, 2016. The Warrants are now set to expire on November 30, 2017. The terms and conditions of the Warrants remain the same in all other respects.
  10. The Reporting Persons have agreed that the Warrants shall not be exercisable until at least September 18, 2016.
  11. Securities owned directly by Luxor Spectrum Offshore Master Fund, LP ("Spectrum Master Fund"). Spectrum Feeder Fund, as the owner of a controlling interest in Spectrum Master Fund, may be deemed to beneficially own the securities owned directly by Spectrum Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Spectrum Master Fund, may be deemed to beneficially own the securities owned directly by Spectrum Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Spectrum Master Fund.
  12. Securities owned directly by Spectrum Onshore Fund. LCG Holdings, as the managing member of Spectrum Onshore Fund, may be deemed to beneficially own the securities owned directly by Spectrum Onshore Fund. Christian Leone, as the managing member of LCG Holdings, may be deemed to beneficially own the securities owned directly by Spectrum Onshore Fund.