Sec Form 13D Filing - B. Riley Financial Inc. (RILY) filing for EXELA TECHNOLOGIES INC PERP CU (XELAP) - 2022-02-01

Insider filing report for Changes in Beneficial Ownership

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  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

 

(Amendment No. 1)* 

 

Exela Technologies, Inc.

(Name of Issuer)

 

Common Stock, par value $0.0001 par value

(Title of Class of Securities)

 

30162V201

(CUSIP Number)

 

Bryant R. Riley

B. Riley Financial, Inc.

11100 Santa Monica Boulevard, Suite 800

Los Angeles, CA 90025

(818) 884-3737 

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

January 26, 2022

(Date of Event which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 

 

 

 

 

 

CUSIP No. 30162V201

 

1   

NAME OF REPORTING PERSONS

B. Riley Financial, Inc.

2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3  

SEC USE ONLY

 

4  

SOURCE OF FUNDS

 AF

5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 

 

6  

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH REPORTING

PERSON

< b>WITH:

  7   

SOLE VOTING POWER

0

  8  

SHARED VOTING POWER

0

  9  

SOLE DISPOSITIVE POWER

0

  10  

SHARED DISPOSITIVE POWER

0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.0%*

14.  

TYPE OF REPORTING PERSON

HC

 

* Percent of class is calculated based on 348,743,927 shares of common stock, par value $0.0001 (the “Common Stock”), of Exela Technologies, Inc. (the “Issuer”) outstanding as of January 25, 2022 as reported on the Form T-3 filed with the Securities and Exchange Commission (the “SEC”) on February 1, 2022.

 

2

 

 

CUSIP No. 30162V201

 

1   

NAME OF REPORTING PERSONS

B. Riley Securities, Inc.

2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3  

SEC USE ONLY

 

4  

SOURCE OF FUNDS

WC

5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐

 

6  

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH REPORTING

PERSON

WITH:

  7   

SOLE VOTING POWER

0

  8  

SHARED VOTING POWER

0

  9  

SOLE DISPOSITIVE POWER

0

  10  

SHARED DISPOSITIVE POWER

0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.0%*

14.  

TYPE OF REPORTING PERSON

BD

 

* Percent of class is calculated based on 348,743,927 shares of Common Stock of the Issuer outstanding as of January 25, 2022 as reported on the Form T-3 filed with the SEC on February 1, 2022.

 

3

 

 

CUSIP No. 30162V201

 

1   

NAME OF REPORTING PERSONS

Bryant R. Riley

2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3  

SEC USE ONLY

 

4  

SOURCE OF FUNDS

PF, AF

5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 

 

6  

CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH REPORTING

PERSON

WITH:

  7   

SOLE VOTING POWER

300,000

  8  

SHARED VOTING POWER

0

  9  

SOLE DISPOSITIVE POWER

300,000

  10  

SHARED DISPOSITIVE POWER

0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

300,000

12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.1%*

14.  

TYPE OF REPORTING PERSON

IN

 

* Percent of class is calculated based on 348,743,927 shares of Common Stock of the Issuer outstanding as of January 25, 2022 as reported on the Form T-3 filed with the SEC on February 1, 2022.

 

4

 

 

This Amendment No. 1 (this “Amendment”) amends and supplements the Schedule 13D filed with the SEC on December 17, 2022, (the “Schedule 13D”), by the Reporting Persons relating to the common stock, $0.0001 par value per share (the “Common Stock”), of Exela Technologies, Inc. (the “Issuer”). As described below, this Amendment is an “exit” filing for the Reporting Persons.

 

Information reported in the Schedule 13D remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment. Capitalized terms used but not defined in this Amendment have the respective meanings set forth in the Schedule 13D. All references in the Schedule 13D and this Amendment to the “Statement” will be deemed to refer to the Schedule 13D as amended and supplemented by this Amendment.

 

ITEM 5. INTEREST OF SECURITIES OF THE ISSUER.

  

Item 5, Section (a)-(b) and (e) is amended and restated in its entirety as follows: 

 

(a) – (b)

 

  1.

As of the date hereof, BRS did not beneficially own directly any shares of Common Stock.

 

  2. BRF is the parent company of BRS. As a result, BRF may be deemed to indirectly beneficially own the Shares held by BRS.

 

  3.

Bryant R. Riley may beneficially own 300,000 shares of Common Stock representing 0.1% of the Issuer’s Common Stock, of which (i) 75,000 shares are held as sole custodian for the benefit of Abigail Riley, (ii) 75,000 shares are held as sole custodian for the benefit of Charlie Riley, (iii) 75,000 shares are held as sole custodian for the benefit of Eloise Riley, and (iv) 75,000 shares are held as sole custodian for the benefit of Susan Riley. Bryant R. Riley disclaims beneficial ownership of the shares held by BRS except to the extent of his pecuniary interest therein.

 

(e) As of January 26, 2022, the Reporting Persons ceased to be the beneficial owner of more than five percent of the class of securities.

 

5

 

 

SIGNATURES

 

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

Dated: February 1, 2022

 

B. RILEY FINANCIAL, INC.  
   
/s/ Bryant Riley  
Name:  Bryant Riley  
Title: Co-Chief Executive Officer  

   

B. RILEY SECURITIES, INC.  
   
/s/ Andrew Moore  
Name: Andrew Moore  
Title: Chief Executive Officer  
   
/s/ Bryant R. Riley  
Name: Bryant R. Riley  

 

6

 

 

SCHEDULE A

 

Executive Officers and Directors of B. Riley Financial, Inc.

 

Name and Position   Present Principal Occupation   Business Address   Citizenship
Bryant R. Riley
Chairman of the Board of Directors and Co-Chief Executive Officer
  Chief Investment Officer of BRC Partners Opportunity Fund, LP; Chief Executive Officer of B. Riley Capital Management, LLC; and Chairman of the Board of Directors and Co-Chief Executive Officer of B. Riley Financial, Inc.   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025
  United States
Thomas J. Kelleher
Co-Chief Executive Officer and Director
  Co-Chief Executive Officer and Director of B. Riley Financial, Inc.; and President of B. Riley Capital Management, LLC.   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025
  United States
Phillip J. Ahn
Chief Financial Officer and Chief Operating Officer
  Chief Financial Officer and Chief Operating Officer of B. Riley Financial, Inc.  

30870 Russell Ranch Rd

Suite 250

Westlake Village, CA 91362

  United States
Kenneth Young
President
  President of B. Riley F inancial, Inc.; and Chief Executive Officer of B. Riley Principal Investments, LLC   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025
  United States
Alan N. Forman
Executive Vice President, General Counsel and Secretary
  Executive Vice President, General Counsel and Secretary of B. Riley Financial, Inc.   299 Park Avenue, 21st Floor
New York, NY 10171
  United States
Howard E. Weitzman
Senior Vice President and Chief Accounting Officer
  Senior Vice President and Chief Accounting Officer of B. Riley Financial, Inc.  

30870 Russell Ranch Rd

Suite 250

Westlake Village, CA 91362

  United States
Daniel Shribman
Chief Investment Officer
  Chief Investment Officer of B. Riley Financial, Inc.; and President of B. Riley Principal Investments, LLC   299 Park Avenue, 21st Floor
New York, NY 10171
  United States
Robert L. Antin
Director
  Co-Founder of VCA, Inc., an owner and operator of Veterinary care centers and hospitals   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025
  United States
Robert D’Agostino
Director
  President of Q-mation, Inc., a supplier of software solutions   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025
  United States

Randall E. Paulson

Director

  Special Advisor to Odyssey Investment Partners, LLC, a private equity investment firm.   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025
  United States
Michael J. Sheldon
Director
  Chairman and Chief Executive Officer of Deutsch North America, a creative agency – Retired   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025
  United States
Mimi Walters
Director
  U.S. Representative from California’s 45th Congressional District – Retired   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025
  United States
Mikel Williams
Director
  Chief Executive Officer and Director of privately held Targus International, LLC, supplier of carrying cases and accessories   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025
  United States

 

7

 

 

SCHEDULE B

 

Transactions within the Past 60 Days

  

Trade Date   Transaction   Amount of
Securities
    Price     Reporting Person
12/8/2021   Purchase      18,518,519     $ 1.0800     B. Riley Securities, Inc.
12/10/2021   Purchase      800,000     $ 1.2290     Bryant R. Riley
12/14/2021   Sale      170,967     $ 1.1900     B. Riley Securities, Inc.
12/15/2021   Sale      2,083,345     $ 1.1197     B. Riley Securities, Inc.
12/16/2021   Sale      1,199,812     $ 1.1195     B. Riley Securities, Inc.
12/17/2021   Sale      793,073     $ 1.0979     B. Riley Securities, Inc.
12/20/2021   Sale      1,244,499     $ 1.0390     B. Riley Securities, Inc.
12/21/2021   Sale      1,250,000     $ 1.0687     B. Riley Securities, Inc.
12/22/2021   Sale      1,095,690     $ 1.0945     B. Riley Securities, Inc.
12/23/2021   Sale      2,085,745     $ 1.0689     B. Riley Securities, Inc.
12/27/2021   Sale      1,011,042     $ 1.0092     B. Riley Securities, Inc.
12/28/2021   Sale      400,000     $ 0.9410     B. Riley Securities, Inc.
12/29/2021   Sale      400,000     $ 0.8827     B. Riley Securities, Inc.
12/30/2021   Sale      504,405     $ 0.9031     B. Riley Securities, Inc.
12/31/2021   Sale      400,000     $ 0.8760     B. Riley Securities, Inc.
1/3/2022   Sale      450,000     $ 0.8735     B. Riley Securities, Inc.
1/4/2022   Sale      400,000     $ 0.8409     B. Riley Securities, Inc.
1/5/2022   Sale      400,000     $ 0.7712     B. Riley Securities, Inc.
1/6/2022   Sale      592,664     $ 0.7173     B. Riley Securities, Inc.
1/7/2022   Sale      610,355     $ 0.7087     B. Riley Securities, Inc.
1/10/2022   Sale      764,936     $ 0.6583     B. Riley Securities, Inc.
1/11/2022   Sale      261,976     $ 0.6678     B. Riley Securities, Inc.
1/12/2022   Purchase      8,500,000     $ 0.6000     B. Riley Securities, Inc.
1/25/2022   Sale      1,357,128     $ 0.5965     B. Riley Securities, Inc.
1/26/2022   Sale      9,542,882     $ 0.6822     B. Riley Securities, Inc.
1/27/2022   Sale      500,000     $ 0.6012     Bryant R. Riley

 

 

8