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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrants | $ 4.5 | 03/27/2006 | P | 26,667 | 03/27/2006 | 05/01/2008 | Common Stock | 26,667 | $ 0 | 26,667 | D | ||||
Secured Convertible Debentures | $ 5.25 | 10/19/2006 | P | 100 | 10/18/2007 | 10/18/2008 | Common Stock | 19,048 | $ 100,000 | 100 | D | ||||
Promissory Note | $ 2.5 | 06/26/2007 | P | 1 | (1) | 06/25/2008 | Common Stock | 40,000 | $ 100,000 | 1 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
AUCHINLECK RICHARD H C/O RED MILE ENTERTAINMENT INC. 4000 BRIDGEWAY, SUITE 101 SAUSALITO, CA 94965 |
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/s/ Richard H. Auchinleck | 06/28/2007 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | (1) The note will automatically convert into shares of Red Mile common stock if Red Mile consummates prior to maturity an approximately $10 million equity financing in which a certain placement agent acts as placement agent. Upon such a conversion, Mr. Auchinleck would also receive 20,000 warrants to purchase Red Mile common stock at $2.75 per share for a period of two years. If Red Mile then does not consummate a liquidity transaction, meaning certain specified events including the listing of the common shares on a Canadian stock exchange, prior to eight months from the closing of that equity financing, then Mr. Auchinleck will receive an additional 8,000 warrants to purchase Red Mile common stock at $3.00 per share for a period of 2 years. |