3//SEC Filing
Nuevo Financial Center, Inc. 3
Accession 0000919574-07-004572
CIK 0001119689operating
Filed
Sep 17, 8:00 PM ET
Accepted
Sep 18, 6:10 PM ET
Size
17.8 KB
Accession
0000919574-07-004572
Insider Transaction Report
Form 3
VISION OPPORTUNITY MASTER FUND, LTD.
10% Owner
Holdings
Unit Purchase Warrant
Exp: 2007-01-28→ Common Stock, A Warrants, B WarrantsB Warrant
Exercise: $1.00Exp: 2011-05-03→ Common Stock (500,000 underlying)Secured Convertible Note
Exercise: $0.20From: 2006-05-02→ Common Stock (2,500,000 underlying)A Warrant
Exercise: $0.50Exp: 2011-05-03→ Common Stock (1,000,000 underlying)
Footnotes (4)
- [F1]These securities may be deemed to be beneficially owned by Vision Capital Advisors, LLC ("Vision"), the investment manager of Vision Opportunity Master Fund, Ltd. (the "Master Fund"). These securities may also be deemed to be beneficially owned by Adam Benowitz, the managing member of Vision. Each of Vision and Mr. Benowitz disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- [F2]Although these securities are presently exercisable, the Master Fund cannot convert these securities into shares of Common Stock to the extent the conversion would result in the Master Fund and its affiliates owning, holding, or beneficially owning more than 9.99% of the Issuer's Common Stock.
- [F3]The Unit Purchase Warrants are presently exercisable, and may be converted into 2,500,000 shares of Common Stock for $0.20 per share, an A Warrant to purchase 1,000,000 shares of Common Stock for $0.50 per share, and a B Warrant to purchase 500,000 shares of Common Stock for $1.00 per share. Although presently exercisable, the A Warrant and B Warrant are each subject to a blocker, such that the Master Fund cannot convert these securities into shares of Common Stock to the extent the conversion would result in the Master Fund and its affiliates owning, holding, or beneficially owning more than 9.99% of the Issuer's Common Stock.
- [F4]The Secured Convertible Note purchased on 5/2/2006 for $500,000 matures on the earlier of the date the Issuer obtains financing of $2.5 million or more or one year from the full exercise of the Unit Purchase Warrant by the Reporting Persons.
Documents
Issuer
Nuevo Financial Center, Inc.
CIK 0001119689
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001119689
Filing Metadata
- Form type
- 3
- Filed
- Sep 17, 8:00 PM ET
- Accepted
- Sep 18, 6:10 PM ET
- Size
- 17.8 KB