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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Ediets.Com, Inc. (MM) | NASDAQ:DIETD | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 1.54 | 0 | 01:00:00 |
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
|
OMB APPROVAL
OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5 |
|
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 |
|
1. Name and Address of Reporting Person
*
Prides Capital Partners, LLC |
2. Issuer Name
and
Ticker or Trading Symbol
EDIETS COM INC [ DIET ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__ X __ Director __ X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) |
200 STATE STREET, 13TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
|
|
BOSTON, MA 02109 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1.Title of Security
(Instr. 3) |
2. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 5/13/2011 | X | 1000000 (1) | A | $.4125 | 4841875 | D (2) | |||
Common Stock | 5/13/2011 | X | 242400 (1) | A | $.4125 | 37424380 | I | See Footnote (3) |
Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) |
|||||||||||||||
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Subscription Rights (right to buy) | $.4125 | 5/13/2011 | X | 885454 | 4/21/2011 | 5/13/2011 | Common Stock | 1000000 (1) | $0 | 0 | D (2) | ||||
Subscription Rights (right to buy) | $.4125 | 5/13/2011 | X | 1616000 | 4/21/2011 | 5/13/2011 | Common Stock | 242400 (1) | $0 | 0 | I | See Footnote (6) | |||
Stock Option (Right to Buy) | $0.57 | (4) | 3/15/2021 | Common Stock | 200000 | 433685 | D (2) (5) | ||||||||
Stock Option (Right to Buy) | $3.79 | (7) | 4/2/2012 | Common Stock | 44626 | 107126 | I | See Footnote (6) | |||||||
Warrant for the Purchase of Common Stock | $.3535 | 2/7/2011 | 2/7/2014 | Common Stock | 969697 | 1104697 | D (2) | ||||||||
Warrant for the Purchase of Common Stock | $1.20 | 11/12/2009 | 11/12/2019 | Common Stock | 454568 | 1209652 | I | See Footnote (6) |
Explanation of Responses: | |
( 1) | Pursuant to Rights Offering Registration No. 333-173315. |
( 2) | Owned directly by Kevin A. Richardson, II. |
( 3) | The shares of Common Stock reported herein as indirectly beneficially owned by Prides Capital Partners, L.L.C are owned directly by Prides Capital Fund I, L.P. Because Prides Capital Partners, L.L.C. is the general partner of Prides Capital Fund I, L.P., Prides Capital Partners, L.L.C. may be deemed to be the beneficial owner of shares owned by such entity. Because Kevin A. Richardson, II is the controlling member of Prides Capital Partners, L.L.C., he may be deemed to be the beneficial owner of shares deemed to be beneficially owned by such entity. Each of Prides Capital Partners, L.L.C., Prides Capital Fund I, L.P, and Kevin A. Richardson, II disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein. |
( 4) | Exercisable according to the following vesting schedule: 100,000 beginning on May 3, 2011; 50,000 beginning on July 1, 2011 and 50,000 beginning on October 1, 2011. |
( 5) | The options reported herein as indirectly beneficially owned by Prides Capital Partners, L.L.C. are owned directly by Kevin A. Richardson II. Mr. Richardson is deemed to hold the options for the benefit of Prides Capital Fund I, L.P. and may exercise the options solely upon the direction of Prides Capital Fund I, L.P., which is entitled to the shares issued upon exercise. Because Prides Capital Partners, L.L.C. is the general partner of Prides Capital Fund I, L.P., Prides Capital Partners, L.L.C. may be deemed to be the beneficial owner of options owned by such entity. Each of Prides Capital Partners, L.L.C., Prides Capital Fund I, L.P, and Kevin A. Richardson, II disclaim beneficial ownership of these options, except to the extent of any pecuniary interest therein. |
( 6) | The options or warrants reported herein as indirectly beneficially owned by Prides Capital Partners, L.L.C are owned directly by Prides Capital Fund I, L.P. Because Prides Capital Partners, L.L.C. is the general partner of Prides Capital Fund I, L.P., Prides Capital Partners, L.L.C. may be deemed to be the beneficial owner of options and warrants owned by such entity. Because Kevin A. Richardson, II is the controlling member of Prides Capital Partners, L.L.C., he may be deemed to be the beneficial owner of options or warrants deemed to be beneficially owned by such entity. Each of Prides Capital Partners, L.L.C., Prides Capital Fund I, L.P, and Kevin A. Richardson, II disclaim beneficial ownership of these options and warrants, except to the extent of any pecuniary interest therein. |
( 7) | These options are immediately exercisable. |
Remarks:
Kevin A. Richardson, II has been deputized by Prides Capital Partners, L.L.C. to serve on the Issuer's board of directors, and therefore Prides Capital Partners, L.L.C. and each of the other Reporting Persons also is a director of the Issuer for purposes of Section 16 of the Securities Exchange Act of 1934. |
Reporting Owners
|
|||||
Reporting Owner Name / Address |
|
||||
Director | 10% Owner | Officer | Other | ||
Prides Capital Partners, LLC
200 STATE STREET 13TH FLOOR BOSTON, MA 02109 |
X | X |
|
|
|
Richardson Kevin A II
200 STATE STREET 13TH FLOOR BOSTON, MA 02109 |
X | X |
|
|
Signatures
|
||
Prides Capital Partners, LLC | 5/31/2011 | |
** Signature of Reporting Person |
Date
|
|
Kevin A. Richardson, II | 5/31/2011 | |
** Signature of Reporting Person |
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1 Year Ediets.Com, Inc. (MM) Chart |
1 Month Ediets.Com, Inc. (MM) Chart |
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