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Filing Details

Accession Number:: 0001019687-11-001407
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2011-05-02 15:15:24
Reporting Period:: 2010-07-12

Filing Date:: 2011-05-02
Accepted Time:: 2011-05-02 15:15:24
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1100202	Lenco Mobile Inc.	LNCM	Services-Advertising (7310)	753111137

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1422487	Michael Levinsohn	C/O Lenco Mobile Inc. 345 Chapala Street Santa Barbara CA 93101	Chief Executive Officer	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2010-07-12	175,000	$4.00	20,492,250	No	4	P	Indirect	By Rendez-Vous Management Limited
Common Stock	Disposition	2010-07-20	30,000	$0.00	20,462,250	No	4	G	Indirect	By Rendez-Vous Management Limited
Common Stock	Disposition	2010-07-20	287,250	$2.00	20,175,000	No	4	S	Indirect	By Rendez-Vous Management Limited
Common Stock	Disposition	2010-10-20	8,175,000	$0.00	12,000,000	No	4	J	Indirect	By Rendez-Vous Management Limited

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Rendez-Vous Management Limited
No	4	G	Indirect	By Rendez-Vous Management Limited
No	4	S	Indirect	By Rendez-Vous Management Limited
No	4	J	Indirect	By Rendez-Vous Management Limited

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A Convertible Preferred Stock	Acquisiton	2010-09-23	7,500	$100.00	500,000	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
7,500			No	4	A	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	2,450,000	Direct

Footnotes

Restricted shares received on conversion of indebtedness.
At the time of this transfer, Rendez-Vous Management Limited was owned by two trusts each having a 50% ownership and Mr. Levinsohn was one of a class of beneficiaries of one of the trusts owning a 50% interest in Rendez-Vous Management Limited. BasCorp Services Limited is the corporate director of Rendez-Vous Management Limited and has the power to vote and dispose of the shares. Mr. Levinsohn disclaims beneficial ownership of the shares held by Rendez-Vous Management Limited.
Rendez-Vous Management Limited distributed 8,175,000 shares to one of the two trusts which own Rendez-Vous Management Limited. Mr. Levinsohn is not a beneficiary of the trust that received the 8,175,000 shares.
The stated value of the Series A Preferred stock is $100 per share. The conversion price is initially $1.50, subject to adjustment if (i) Lenco Mobile Inc. ("Lenco") pays any stock dividends or if Lenco subdivides, combines or reclassifies Lenco's common stock or (ii) Lenco's EBITDA for the 15 month period ended December 31, 2011 is less than $27 million and Lenco's EBITDA for the 27 month period ended December 31, 2012 is less than $65 million. With respect to the adjustment effected pursuant to clause (ii), the conversion price is reduced by $0.03 per share if EBITDA for the 27 month period ended December 31, 2012 is less than $65 million, and the conversion price is reduced by an additional $0.03 per share for each $1 million difference between actual EBITDA for such 27 month period and $65 million, subject to a conversion price floor of $0.25 per share. The Series A Preferred shares are convertible immediately and do not expire.
Mr. Levinsohn is the chief executive officer of Sterling Capital Partners, Inc. Mr. Levinsohn disclaims beneficial ownership of the shares held by Sterling Capital Partners, Inc.