so 13G 1 c1113130sc13g.htm
`
`UNITED STATES
`
`SECURITIES AND EXCHANGE COMMISSION
`
`Washington, D.C. 20549
`
`SCHEDULE 13G
`
`Under the Securities Exchange Act of 1934
`(Amendment No. _)*
`
`JGWPT Holdings, Inc.
`
`(Name of Issuer)
`
`Class A Common Stock, par value $0.00001 per share
`
`(Title of Class of Securities)
`
`46617M109
`
`(CUSIP Number)
`
`November 8, 2013
`
`Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
`
`(Date of Event Which Requires Filing of This Statement)
`
`El
`
`Rule 13d-1(b)
`
`Rule 13d-1(c)
`
`El
`
`Rule 13d-1(d)
`
`*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject
`class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a
`3 nor cover page.
`
`The information required in the remainder ofthis cover page shall not be deemed to be “filed” for the purpose of Section 18 of
`he Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities ofthat section ofthe Act but shall be subject
`0 all other provisions of the Act (however, see the Notes).
`
`Page 1 of 12 pages
`
`VIRNETX EXHIBIT 2008
`Mangrove v. VirnetX
`Trial IPR2015-01046
`
`Page 1 of 13
`
`
`
`UNITED STATES
`
`SECURITIES AND EXCHANGE COMMISSION
`
`Washington, D.C. 20549
`
`SCHEDULE 13G
`
`Under the Securities Exchange Act of 1934
`(Amendment No. _)*
`
`JGWPT Holdings, Inc.
`
`(Name of Issuer)
`
`Class A Common Stock, par value $0.00001 per share
`
`(Title of Class of Securities)
`
`46617M109
`
`(CUSIP Number)
`
`November 8, 2013
`
`Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
`
`(Date of Event Which Requires Filing of This Statement)
`
`El
`
`Rule 13d-1(b)
`
`Rule 13d-1(c)
`
`El
`
`Rule 13d-1(d)
`
`*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject
`class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a
`3 nor cover page.
`
`The information required in the remainder ofthis cover page shall not be deemed to be “filed” for the purpose of Section 18 of
`he Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities ofthat section ofthe Act but shall be subject
`0 all other provisions of the Act (however, see the Notes).
`
`Page 1 of 12 pages
`
`VIRNETX EXHIBIT 2008
`Mangrove v. VirnetX
`Trial IPR2015-01046
`
`Page 1 of 13
`
`
`
`CUSIP No. 46617M109
`
`NAMES OF REPORTING PERSONS
`
`I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
`
`Mangrove Partners Master Fund, Ltd
`98-1083428
`
`CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
`
`SEC USE ONLY
`
`CITIZENSHIP OR PLACE OF ORGANIZATION
`
`Cayman Islands
`
`SOLE VOTING POWER
`
`0
`
`SHARED VOTING POWER
`
`756400
`
`SOLE DISPOSITIVE POWER
`
`0 S
`
`HARED DISPOSITIVE POWER
`
`756,400
`
`NUMBER OF
`SHARES
`
`BENEFICIALLY
`
`OWNED BY
`EACH REPORTING
`
`PERSON WITH:
`
`AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
`
`756,400
`
`CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see
`instructions)
`
`El
`
`PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
`
`7.69%
`
`TYPE OF REPORTING PERSON (see instructions)
`
`OO
`
`Page 2 of 12 pages
`
`Page 2 of 13
`
`
`
`CUSIP No. 46617M109
`
`NAMES OF REPORTING PERSONS
`
`I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
`
`The Mangrove Partners Fund, L.P.
`27-2067192
`
`CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
`
`SEC USE ONLY
`
`CITIZENSHIP OR PLACE OF ORGANIZATION
`
`DE
`
`SOLE VOTING POWER
`
`0
`
`SHARED VOTING POWER
`
`756400
`
`SOLE DISPOSITIVE POWER
`
`0 S
`
`HARED DISPOSITIVE POWER
`
`756,400
`
`NUMBER OF
`SHARES
`
`BENEFICIALLY
`
`OWNED BY
`EACH REPORTING
`
`PERSON WITH:
`
`AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
`
`756,400
`
`CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see
`instructions)
`
`El
`
`PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
`
`7.69%
`
`TYPE OF REPORTING PERSON (see instructions)
`
`PN
`
`Page 3 of 12 pages
`
`Page 3 of 13
`
`
`
`CUSIP No. 46617M109
`
`NAMES OF REPORTING PERSONS
`
`I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
`
`Mangrove Partners Fund (Cayman), Ltd.
`
`CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
`
`SEC USE ONLY
`
`CITIZENSHIP OR PLACE OF ORGANIZATION
`
`Cayman Islands
`
`SOLE VOTING POWER
`
`NUMBER OF
`SHARES
`
`BENEFICIALLY
`
`OWNED BY
`EACH REPORTING
`PERSON WITH:
`
`SHARED VOTING POWER
`
`756400
`
`SOLE DISPOSITIVE POWER
`
`SHARED DISPOSITIVE POWER
`
`756,400
`
`AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
`
`756,400
`
`CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see
`instructions)
`
`El
`
`PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
`
`7.69%
`
`TYPE OF REPORTING PERSON (see instructions)
`
`OO
`
`Page 4 of 12 pages
`
`Page 4 of 13
`
`
`
`NAMES OF REPORTING PERSONS
`
`I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
`
`CUSIP No. 46617M109
`
`Mangrove Partners
`98-0652572
`
`CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
`
`SEC USE ONLY
`
`CITIZENSHIP OR PLACE OF ORGANIZATION
`
`Cayman Islands
`
`SOLE VOTING POWER
`
`0
`
`SHARED VOTING POWER
`
`756=400
`
`SOLE DISPOSITIVE POWER
`
`0 S
`
`HARED DISPOSITIVE POWER
`
`756,400
`
`NUMBER OF
`SHARES
`
`BENEFICIALLY
`
`OWNED BY
`EACH REPORTING
`
`PERSON WITH:
`
`AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
`
`756,400
`
`CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see
`instructions)
`
`El
`
`PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
`
`7.69%
`
`TYPE OF REPORTH\IG PERSON (see instructions)
`
`OO
`
`Page 5 of 12 pages
`
`Page 5 of 13
`
`
`
`CUSIP No. 46617Ml09
`
`NAMES OF REPORTING PERSONS
`
`I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
`
`Mangrove Capital
`98-062525 71
`
`CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
`
`SEC USE ONLY
`
`CITIZENSHIP OR PLACE OF ORGANIZATION
`
`Cayman Islands
`
`SOLE VOTING POWER
`
`0
`
`SHARED VOTING POWER
`
`756»400
`
`SOLE DISPOSITIVE POWER
`
`0 S
`
`HARED DISPOSITIVE POWER
`
`756,400
`
`NUMBER OF
`SHARES
`
`BENEFICIALLY
`
`OWNED BY
`EACH REPORTING
`
`PERSON WITH:
`
`AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
`
`756,400
`
`CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see
`instructions)
`
`El
`
`PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
`
`7.69%
`
`TYPE OF REPORTING PERSON (see instructions)
`
`OO
`
`Page 6 of 12 pages
`
`Page 6 of 13
`
`
`
`CUSIP No. 46617Ml09
`
`NAMES OF REPORTING PERSONS
`
`I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
`
`Nathaniel August
`
`CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
`
`SEC USE ONLY
`
`CITIZENSHIP OR PLACE OF ORGANIZATION
`
`NUMBER OF
`SHARES
`BENEFICIALLY
`
`OWNED BY
`EACH REPORTING
`PERSON WITH:
`
`SOLE VOTING POWER
`
`SHARED VOTING POWER
`
`756,400
`
`SOLE DISPOSITIVE POWER
`
`SHARED DISPOSITIVE POWER
`
`756,400
`
`AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
`
`756,400
`
`CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see
`instructions)
`
`El
`
`PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
`
`7.69%
`
`TYPE OF REPORTING PERSON (see instructions)
`
`IN
`
`Page 7 of 12 pages
`
`Page 7 of 13
`
`
`
`Name of Issuer:
`
`JGWPT Holdings, Inc.
`
`Address of Issuer’s Principal Executive Oflices:
`
`201 King of Prussia Road, Suite 501, Radnor, Pennsylvania 19087-5148
`
`Name of Person Filing:
`
`This Schedule 13G is being jointly filed by The Mangrove Partners Master Fund, Ltd., The Mangrove Partners
`Fund, LP, The Mangrove Partners Fund (Cayman), Ltd., Mangrove Partners, Mangrove Capital and Nathaniel
`August with respect to shares ofthe Class A common stock of the above-named issuer owned by The Mangrove
`Partners Master Fund, Ltd.
`
`Address of Principal Business Oflice or, if none, Residence:
`
`The address ofthe principal business ofice of each ofthe Reporting Persons is 645 Madison Avenue, 14”‘ Floor,
`New York, New York 10022.
`
`Citizenship:
`
`Each of The Mangrove Partners Master Fund, Ltd., The Mangrove Partners Fund (Cayman), Ltd., Mangrove
`Partners and Mangrove Capital is organized as a limited liability exempted company under the laws of the
`Cayman Islands. The Mangrove Partners Fund, L.P. is organized as a limited partnership under the laws of the State
`of Delaware. Nathaniel August is a citizen ofthe United States.
`
`Title of Class of Securities:
`
`Class A Common Stock, $0.00001 par value
`
`CUSIP Number: 46617M109
`
`Page 8 of 12 pages
`
`Page 8 of 13
`
`
`
`
`
`5: .==..-.3: E
`
`
`
`
`
`SCHEDULE 13G
`
`JOINT FILING AGREEMENT
`
`Page 12 of 12 Pages
`
`Exhibit A
`
`This agreement is made pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended (the “Act”), by and
`among the parties listed below, each referred to herein as a “Joint Filer.” The Joint Filers agree that the foregoing Schedule 13G
`with respect to the Common Stock ofJGWPT Holdings, Inc. is filed on behalf of each of the undersigned and that all
`subsequent amendments to such statement shall be filed on behalf of each of the undersigned without necessity of filing an
`additional joint filing agreement. This joint filing agreement may be included as an exhibit to such joint filing.
`
`The undersigned fiirther agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and,
`if necessary, Schedule 13D and any amendments to either or both, and for the accuracy and completeness of the information
`concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness ofthe
`information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.
`
`This Joint Filing Agreement may be signed in counterparts with the same effect as ifthe signature on each counterpart were
`upon the same instrument.
`
`IN WITNESS WHEREOF, each ofthe undersigned hereby executes this Joint Filing Agreement as ofthis 13th day of
`ovember, 2013.
`
`THE MANGROVE PARTNERS MASTER FUND, LTD.
`
`By: MANGROVE PARTNERS
`the Investment Manager
`
`By:
`
`/s/ Nathaniel August
`Name: Nathaniel August
`Title: Director
`
`THE MANGROVE PARTNERS FUND, L.P.
`' MANGROVE CAPITAL
`as General Partner
`
`/s/ Nathaniel August
`Name: Nathaniel August
`Title: Director
`
`THE MANGROVE PARTNERS FUND (CAYMAN), LTD.
`By: MANGROVE PARTNERS
`the Investment Manager
`
`By:
`
`/s/ Nathaniel August
`Name: Nathaniel August
`Title: Director
`
`MANGROVE PARTNERS
`
`By:
`
`/s/ Nathaniel August
`Name: Nathaniel August
`Title: Director
`
`MANGROVE CAPITAL
`
`Page 12 of 13
`
`
`
`
`
`Page13of13
`
`Page 13 of 13
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