UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Rambaud Stephane 14701 CHARLSON ROAD EDEN PRAIRIE, MN 55347 |
 |  |  Senior Vice President |  |
/s/ Troy Renner, Attorney-in-Fact for Stephane Rambaud | 11/13/2012 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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) | The reporting person became the direct or indirect beneficial owner of these shares of the Issuer's common stock prior to his appointment as an officer of the Issuer pursuant to the terms of a Purchase Agreement dated November 1, 2012 among Phoenix International Freight Services, Ltd., initial selling shareholders and the Issuer (the "Agreement"). Pursuant to the terms of the Agreement, these shares will be held in escrow for a period of 18 months to secure the indemnification obligations of the reporting person and may be subject to forfeiture during the 18 month escrow period to satisfy the terms of the Agreement. |
(2) | The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |