SEC Info - Valens Capital Management, LLC, et al. - ‘3’ for 7/18/13 re: Biovest International Inc.

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

GRIN EUGENE

(Last)

(First)

(Middle)

C/O VALENS CAPITAL MANAGEMENT, LLC

420 LEXINGTON AVENUE, SUITE 2840

(Street)

NEW YORK

10170

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
7/18/13

3. Issuer Name and Ticker or Trading Symbol
BIOVEST INTERNATIONAL INC [ BVTI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
Disclaimed Group

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, Par value $.01 per share	62,702,494 ⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾ ⁽⁸⁾	I ⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾ ⁽⁸⁾	See footnotes ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾ ⁽⁸⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

1. Name and Address of Reporting Person^*

GRIN EUGENE

(Last)

(First)

(Middle)

C/O VALENS CAPITAL MANAGEMENT, LLC

420 LEXINGTON AVENUE, SUITE 2840

(Street)

NEW YORK

10170

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Valens Offshore SPV I, Ltd.

(Last)

(First)

(Middle)

C/O VALENS CAPITAL MANAGEMENT, LLC

420 LEXINGTON AVENUE, SUITE 2840

(Street)

NEW YORK

10170

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Valens Offshore SPV II, Corp.

(Last)

(First)

(Middle)

C/O VALENS CAPITAL MANAGEMENT, LLC

420 LEXINGTON AVENUE, SUITE 2840

(Street)

NEW YORK

10170

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Valens Capital Management, LLC

(Last)

(First)

(Middle)

420 LEXINGTON AVENUE, SUITE 2840

(Street)

NEW YORK

10170

(City)

(State)

(Zip)

Explanation of Responses:

(1) On July 9, 2013, Biovest International, Inc. (the "Company") . and its subsidiaries emerged from Chapter 11 proceedings under the U.S. Bankruptcy Code pursuant to its First Amended Plan of Reorganization (as modified by the First Modification to the First Amended Plan of Reorganization and the Agreed Order Resolving Response and Limited Objections by the Official Committee of Secured Debtors, the "Plan"), which was confirmed by order of the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division on July 9, 2013.

(2) On July 18, 2013, following effectiveness of the Plan, the Company issued a total of (i) 24,488,567 shares of common stock, par value $.01 per share ("Common Stock") to Valens Offshore SPV I, Ltd ("VOFF SPV I"), (ii) 22,783,263 shares of Common Stock to Valens Offshore SPV II, Corp.("VOFF SPV II") , (iii) 7,722,949 shares of Common Stock to Valens U.S. SPV I, LLC ("Valens US") and (iv) 7,707,715 shares of Common Stock to PSource Structured Debt Limited (in liquidation) ("PSource") upon the conversion of $11,964,060, $10,727,018, $3,773,106 and $4,174,572 of senior secured indebtedness held by such entities, respectively. Each of VOFF SPV I, VOFF SPV II, Valens US and PSource owns directly the shares of Common Stock issued to it pursuant to the Plan.

(3) VOFF SPV I is the parent of VOFF SPV II and shares voting and dispositive power over the shares of Common Stock held by VOFF SPV II.

(4) Valens Capital Management, LLC ("VCM") acting through its controlling principal, Eugene Grin ("Mr. Grin"), serves as investment manager of each of VOFF SPV I, VOFF SPV II and Valens US and shares voting and dispositive power over the shares of Common Stock held by VOFF SPV I, VOFF SPV II and Valens US.

(5) Laurus Capital Management, LLC ("LCM") acting through its controlling principal, Mr. Grin, provides investment management services to PSource through an agreement in principle and shares voting and dispositive power over the shares of Common Stock held by PSource.

(6) PSource is in liquidation and is in the process of voluntarily winding up and liquidating its assets. James Robert Toynton ("Mr. Toynton") and Alan John Roberts ("Mr. Roberts") of Grant Thornton Limited were appointed joint liquidators of PSource at the extraordinary general meeting of PSource by a special resolution of the shareholders of PSource. Mr. Roberts and Mr. Toynton have discretion over the management of PSource and its subsidiaries and the disposition of their respective assets, including the shares of Common Stock owned by PSource and share voting and investment power over the shares of Common Stock held by PSource..

(7) Eugene Grin serves as controlling principal of VCM and LCM and shares voting and investment power over all shares of Common Stock held by VOFF SPV I, VOFF SPV II, Valens US, VCM, PSource and LCM.

(8) The filing of this statement shall not be deemed to be an admission that any person is, for purposes of Section 16 of the Securities Exchange Act of 1943, as amended, or otherwise, the beneficial owner of any securities covered by or described in this statement.

	By: /s/ Eugene Grin, Principal of Valens Capital Management, LLC, as Investment Manager of Valens U.S. SPV I, LLC	7/26/13
	By: /s/ Eugene Grin, Principal of Valens Capital Management, LLC, as Investment Manager of Valens Offshore SPV II, Corp.	7/26/13
	By: /s/ Eugene Grin, Principal of Principal of Valens Capital Management, LLC	7/26/13
	By: /s/ Eugene Grin	7/26/13
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Valens Capital Management, LLC, et al. – ‘3’ for 7/18/13 re: Biovest International Inc.

On: Monday, 7/29/13, at 4:07pm ET · For: 7/18/13 · As: Director, 10% Owner and Other · Accession #: 1144204-13-41637 · File #: 0-11480

Previous ‘3’: ‘3’ on 2/3/11 for 11/17/10 · Latest ‘3’: This Filing

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
Filing Table of Contents

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Valens Capital Management, LLC, et al. – ‘3’ for 7/18/13 re: Biovest International Inc.

On: Monday, 7/29/13, at 4:07pm ET · For: 7/18/13 · As: Director, 10% Owner and Other · Accession #: 1144204-13-41637 · File #: 0-11480

Previous ‘3’: ‘3’ on 2/3/11 for 11/17/10 · Latest ‘3’: This Filing

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
Filing Table of Contents