Check the
appropriate box to designate the rule pursuant to which this Schedule is filed:
The information required in 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
(however, see the Notes).
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CUSIP No. 46123X409
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Page
2
of 9
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1.
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Names of
Reporting Persons.
Mitchell P. Kopin
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
571,330
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
571,330
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
571,330 (see Item 4)
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10.
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Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (See Instructions)
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11.
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Percent of Class Represented by Amount
in Row (9)
4.99% (see Item 4)
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12.
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Type of Reporting Person (See
Instructions)
IN; HC
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CUSIP No. 46123X409
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Page
3
of 9
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1.
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Names of
Reporting Persons.
Daniel B. Asher
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
571,330
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
571,330
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
571,330 (see Item 4)
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10.
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Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (See Instructions)
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11.
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Percent of Class Represented by Amount
in Row (9)
4.99 % (see Item 4)
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12.
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Type of Reporting Person (See
Instructions)
IN; HC
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CUSIP No. 46123X409
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Page
4
of 9
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1.
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Names of
Reporting Persons.
Intracoastal Capital LLC
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☐
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
571,330
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
571,330
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
571,330 (see Item 4)
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10.
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Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (See Instructions)
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11.
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Percent of Class Represented by Amount
in Row (9)
4.99 % (see Item 4)
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12.
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Type of Reporting Person (See
Instructions)
OO
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Page
5
of 9
Inventergy Global, Inc. (the
Issuer
)
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(b)
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Address of Issuers Principal Executive Offices
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900 East Hamilton Avenue, #180
Campbell, California 95008
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(a)
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Name of Person Filing
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(b)
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Address of Principal Business Office or, if none, Residence
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This Schedule 13G is being filed on behalf of (i) Mitchell P. Kopin, an
individual who is a citizen of the United States of America (
Mr. Kopin
), (ii) Daniel B. Asher, an individual who is a citizen of the United States of America (
Mr. Asher
) and (iii) Intracoastal Capital
LLC, a Delaware limited liability company (
Intracoastal
and together with Mr. Kopin and Mr. Asher, collectively the
Reporting Persons
).
The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as
Exhibit 1
,
pursuant to which the Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended.
The principal business office of Mr. Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483.
The principal business office of Mr. Asher is 111 W. Jackson Boulevard, Suite 2000, Chicago, Illinois 60604.
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(d)
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Title of Class of Securities
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Common stock, $0.001 par value per share, of the Issuer (the
Common Stock
).
46123X409
Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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Not applicable.
(a) and (b):
(i) Immediately following the execution of the Securities Purchase Agreement
with the Issuer on October 5, 2016 (the
SPA
) (as disclosed in the Form 8-K filed by the Issuer with the Securities and Exchange Commission on October 12, 2016), each of the Reporting Persons may have been deemed to have
beneficial ownership of 500,000 shares of Common Stock that were to be issued to Intracoastal at the closing of the transaction contemplated by the SPA, and all such shares of Common Stock in the aggregate represented beneficial ownership of
approximately 9.2% of the Common Stock, based on (1) 4,932,235 shares of Common Stock outstanding as of October 5, 2016 as reported by the Issuer, plus (2) 500,000 shares of Common Stock that were to be issued to Intracoastal at the
closing of the transaction contemplated by the SPA. The foregoing excludes (I) 87,755 shares of Common Stock issuable upon conversion of 92 shares of
Page
6
of 9
Series C Convertible Preferred Stock (the
Series C Preferred Stock
) because the Certificate of Designation of Preferences, Rights and Limitations of the Series C Preferred
Stock contains a blocker provision under which the holder thereof does not have the right to convert the Series C Preferred Stock to the extent that such conversion would result in beneficial ownership by the holder thereof, together with the
holders affiliates, and any other persons acting as a group together with the holder or any of the holders affiliates, of more than 4.99% of the Common Stock, (II) 179,552 shares of Common Stock issuable upon conversion of 360
shares of Series E Convertible Preferred Stock (the
Series E Preferred Stock
) because the Certificate of Designation of Preferences, Rights and Limitations of the Series E Preferred Stock contains a blocker provision
under which the holder thereof does not have the right to convert the Series E Preferred Stock to the extent that such conversion would result in beneficial ownership by the holder thereof, together with the holders affiliates, and any
other persons acting as a group together with the holder or any of the holders affiliates, of more than 4.99% of the Common Stock, (III) 500,000 shares of Common Stock issuable upon exercise of a warrant that was to be issued to Intracoastal
at the closing of the transactions contemplated by the SPA (
Intracoastal Warrant 1
) because Intracoastal Warrant 1 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal
Warrant 1 to the extent that such exercise would result in beneficial ownership by the holder thereof, together with the holders affiliates, and any other persons acting as a group together with the holder or any of the holders
affiliates, of more than 4.99% of the Common Stock and (IV) 426,620 shares of Common Stock in the aggregate issuable upon exercise of other warrants held by Intracoastal (the
Other Intracoastal Warrants
) because each of the Other
Intracoastal Warrants contains a blocker provision under which the holder thereof does not have the right to exercise such Other Intracoastal Warrant to the extent that such exercise would result in beneficial ownership by the holder thereof,
together with the holders affiliates, and any other persons acting as a group together with the holder or any of the holders affiliates, of more than 4.99% of the Common Stock. Without such blocker provisions, each of the Reporting
Persons may have been deemed to have beneficial ownership of 1,693,927 shares of Common Stock.
(ii) As of the close of business on October 14, 2016, each of the Reporting
Persons may be deemed to have beneficial ownership of 571,330 shares of Common Stock, which consisted of (i) 54,050 shares of Common Stock issued to Intracoastal at the closing of the transaction contemplated by the SPA, (ii) 500,000
shares of Common Stock issuable upon exercise of Intracoastal Warrant 1 and (iii) 17,280 shares of Common Stock in the aggregate issuable upon exercise of the Other Intracoastal Warrants, and all such shares of Common Stock in the aggregate
represent beneficial ownership of approximately 4.99% of the Common Stock, based on (1) 4,932,235 shares of Common Stock outstanding as of October 5, 2016 as reported by the Issuer, plus (2) 6,000,000 shares of Common Stock that were
issued at the closing of the transaction contemplated by the SPA, (3) 500,000 shares of Common Stock issuable upon exercise of Intracoastal Warrant 1 and (4) 17,280 shares of Common Stock in the aggregate issuable upon exercise of the
Other Intracoastal Warrants. The foregoing excludes (I) 1,675 shares of Common Stock issuable upon conversion of 1 share of Series C Preferred Stock because the Certificate of Designation of Preferences, Rights and Limitations of the Series C
Preferred Stock contains a blocker provision under which the holder thereof does not have the right to convert the Series C Preferred Stock to the extent that such conversion would result in beneficial ownership by the holder thereof, together with
the holders affiliates, and any other persons acting as a group together with the holder or any of the holders affiliates, of more than 4.99% of the Common Stock, (II) 179,552 shares of Common Stock issuable upon conversion of 360 shares
of Series E Preferred Stock because the Certificate of Designation of Preferences, Rights and Limitations of the Series E Preferred Stock contains a blocker provision under which the holder thereof does not have the right to convert the Series E
Preferred Stock to the extent that such conversion would result in beneficial ownership by the holder thereof, together with the holders affiliates, and any other persons acting as a group together with the holder or any of the holders
affiliates, of more than 4.99% of the Common Stock, and (III) 409,340 shares of Common Stock in the aggregate issuable upon exercise of the Other Intracoastal Warrants because each of the Other Intracoastal Warrants contains a blocker provision
under which the holder thereof does not have the right to exercise such Other Intracoastal Warrant to the extent that such exercise would result in beneficial ownership by the holder thereof, together with the holders affiliates, and any other
persons acting as a group together with the holder or any of the holders affiliates, of more than 4.99% of the Common Stock, Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of
1,161,897 shares of Common Stock.
Page
7
of 9
Number of shares as to which each Reporting Person has:
(1) Sole power to vote or to direct the vote:
0
.
(2) Shared power to vote or to direct the vote: 571,330
(3) Sole power to dispose or to direct the disposition of
0
.
(4) Shared power to dispose or to direct the disposition of 571,330
Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report
the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☑.
Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not
applicable.
Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
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Not applicable.
Item 8.
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Identification and Classification of Members of the Group
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Not
applicable.
Item 9.
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Notice of Dissolution of Group
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Not applicable.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.
Page
8
of 9
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
Date: October 14, 2016
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/s/ Mitchell P. Kopin
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Mitchell P. Kopin
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/s/ Daniel B. Asher
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Daniel B. Asher
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Intracoastal Capital LLC
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By:
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/s/ Mitchell P. Kopin
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Mitchell P. Kopin, Manager
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Page
9
of 9
Exhibit 1
JOINT FILING AGREEMENT
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that
all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the
timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others,
except to the extent that he or it knows or has reason to believe that such information is inaccurate.
Date: October 14, 2016
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/s/ Mitchell P. Kopin
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Mitchell P. Kopin
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/s/ Daniel B. Asher
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Daniel B. Asher
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Intracoastal Capital LLC
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By:
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/s/ Mitchell P. Kopin
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Mitchell P. Kopin, Manager
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