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Ownership Document
|
| Schema Version: X0206 |
| Document Type: 3 |
| Period of Report: 7/18/13 |
| No Securities Owned: 0 |
| Issuer: |
| Issuer CIK: 704384 |
| Issuer Name: BIOVEST INTERNATIONAL INC |
| Issuer Trading Symbol: BVTI |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1296338 |
| | Owner Name: GRIN EUGENE |
| Reporting Owner Address: |
| | Owner Street 1: C/O VALENS CAPITAL MANAGEMENT, LLC |
| | Owner Street 2: 420 LEXINGTON AVENUE, SUITE 2840 |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10170 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Disclaimed Group |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1420984 |
| | Owner Name: Valens Offshore SPV I, Ltd. |
| Reporting Owner Address: |
| | Owner Street 1: C/O VALENS CAPITAL MANAGEMENT, LLC |
| | Owner Street 2: 420 LEXINGTON AVENUE, SUITE 2840 |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10170 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Disclaimed Group |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1420907 |
| | Owner Name: Valens Offshore SPV II, Corp. |
| Reporting Owner Address: |
| | Owner Street 1: C/O VALENS CAPITAL MANAGEMENT, LLC |
| | Owner Street 2: 420 LEXINGTON AVENUE, SUITE 2840 |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10170 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Disclaimed Group |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1413179 |
| | Owner Name: Valens Capital Management, LLC |
| Reporting Owner Address: |
| | Owner Street 1: 420 LEXINGTON AVENUE, SUITE 2840 |
| | Owner Street 2: |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10170 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Disclaimed Group |
| Non-Derivative Table: |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock, Par value $.01 per share |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 62,702,494 |
| Footnote ID: F1 |
| Footnote ID: F2 |
| Footnote ID: F3 |
| Footnote ID: F5 |
| Footnote ID: F6 |
| Footnote ID: F7 |
| Footnote ID: F8 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F1 |
| Footnote ID: F2 |
| Footnote ID: F3 |
| Footnote ID: F4 |
| Footnote ID: F5 |
| Footnote ID: F6 |
| Footnote ID: F7 |
| Footnote ID: F8 |
| | | Nature of Ownership: |
| Value: See footnotes |
| Footnote ID: F3 |
| Footnote ID: F4 |
| Footnote ID: F5 |
| Footnote ID: F6 |
| Footnote ID: F7 |
| Footnote ID: F8 |
| Footnotes: |
| Footnote - F1: 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. |
| Footnote - F2: 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. |
| Footnote - F3: 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. |
| Footnote - F4: 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. |
| Footnote - F5: 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. |
| Footnote - F6: 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.. |
| Footnote - F7: 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. |
| Footnote - F8: 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. |
| Owner Signature: |
| Signature Name: By: /s/ Eugene Grin, Principal of Valens Capital Management, LLC, as Investment Manager of Valens U.S. SPV I, LLC |
| Signature Date: 7/26/13 |
| Owner Signature: |
| Signature Name: By: /s/ Eugene Grin, Principal of Valens Capital Management, LLC, as Investment Manager of Valens Offshore SPV II, Corp. |
| Signature Date: 7/26/13 |
| Owner Signature: |
| Signature Name: By: /s/ Eugene Grin, Principal of Principal of Valens Capital Management, LLC |
| Signature Date: 7/26/13 |
| Owner Signature: |
| Signature Name: By: /s/ Eugene Grin |
| Signature Date: 7/26/13 |
