CUSIP No. 30162V409
SCHEDULE 13D
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 12)*
Exela Technologies, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
30162V409
(CUSIP Number)
Andrej Jonovic
HandsOn Global Management
8550 West Desert Inn Road, Suite 102-452
Las Vegas, Nevada 89117
(844) 935-2832
With a copy to:
W. Raymond Felton
Greenbaum, Rowe, Smith & Davis LLP
P.O. Box 5600
Woodbridge, New Jersey 07095
732-549-5600
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 15, 2022
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this statement on Schedule 13D (this “Schedule 13D”) and is filing this schedule 13D because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. o
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
| * | 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 disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 30162V409
SCHEDULE 13D
| 1 | Name of Reporting Persons |
| I.R.S. Identification Nos. of Above Persons (Entities Only) HandsOn Global Management LLC |
| 2 | Check the Appropriate Box if a Member of a Group |
| (a) | o |
| (b) | o |
| 3 | SEC Use Only |
| 4 | Source of Funds |
| OO | |
| 5 | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o |
| 6 | Citizenship or Place of Organization Delaware |
| 7 | Sole Voting Power | |
| 0 | ||
| Number of | ||
| Shares | 8 | Shared Voting Power |
| Beneficially | 11,852,840 | |
| Owned by | ||
| Each | 9 | Sole Dispositive Power |
| Reporting | 0 | |
| Person With | ||
| 10 | Shared Dispositive Power | |
| 549,136 |
| 11 | Aggregate Amount Beneficially Owned by Each Reporting |
| Person 11,852,840 | |
| 12 | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o |
| 13 | Percent of Class Represented by Amount in Row (11) |
| 2.65% (1) |
| 14 | Type of Reporting Person |
| OO |
(1) Calculations are based upon 484,557,092shares of Common Stock of the Issuer outstanding, as of April 18, 2022, as reported in the Issuer’s Schedule TO of that date, plus 2,218,370 shares of Common Stock issuable upon conversion of Preferred Stock of the Issuer held by Reporting Persons. The amount shown includes shares of Common Stock attributable to HGM, including 9,177,118 shares of Common Stock, 685,116 shares of Common Stock issuable upon conversion of 1,412,897 shares of the Series A Preferred Stock and 1,537,087 shares of Common Stock issuable upon conversion of 76,408 shares of the Series B Preferred Stock held by the HGM as of April 15, 2022. In addition, Par Chadha may also be deemed to beneficially own the shares beneficially owned by his spouse, Sharon Chadha, which shares are also included in this total.
CUSIP No. 30162V102
The information in this Amendment No. 12 to Schedule 13D (this “Twelfth Amendment” or this “13D/A”) amends the Schedule 13D (the “Initial Schedule 13D”) filed with the U.S. Securities and Exchange Commission (the “SEC”) by Mr. Par Chadha, HandsOn Global Management, LLC, a Delaware limited liability company (“HGM”), Ex-Sigma 2 LLC, a Delaware limited liability company (“Ex-Sigma 2”), Ex-Sigma LLC, a Delaware limited liability company (“Ex-Sigma”), HOVS LLC, a Delaware limited liability company (“HOVS”), HandsOn Fund 4 I, LLC, a Nevada limited liability company (“HOF 4”), HOV Capital III, LLC, a Nevada limited liability company (“HOV 3”), HOV Services Ltd., an Indian limited company (“HOV Services”), Adesi 234 LLC, a Nevada limited liability company (“Adesi”), HOF 2 LLC, a Nevada limited liability company (“HOF 2” and together with Mr. Chadha, Ex-Sigma, Ex-Sigma 2, HGM, HOVS, HOV Services, HOF 4, HOV 3, and Adesi, the “Initial Reporting Persons”) on July 24, 2017, relating to the common stock, par value $0.0001 per share (the “Common Stock”), of Exela Technologies, Inc. (the “Issuer”), as amended by Amendment No. 1 to Schedule 13D filed by the Initial Reporting Persons on April 16, 2018, Amendment No. 2 to Schedule 13D filed by the Initial Reporting Persons and HandsOn 3, LLC, a Nevada limited liability company and an affiliate of the Initial Reporting Persons (“HOF 3 and together with the Initial Reporting Persons the “Amended Reporting Persons”) on June 20, 2018, Amendment No. 3 to Schedule 13D filed by the Amended Reporting Persons on May 28, 2019, Amendment No. 4 to Schedule 13D filed by the Amended Reporting Persons on June 26, 2019, Amendment No. 5 to Schedule 13D filed by the Amended Reporting Persons and each of SoNino LLC, The Beigam Trust, The Rifles Trust, SunRaj LLC, Pidgin Associates LLC, Andrej Jonovic, Shadow Pond LLC, Ron Cogburn, Kanwar Chadha and Surinder Rametra (together with the Amended Reporting Persons, the “Second Amended Reporting Persons”) on July 8, 2019, Amendment No. 6 to Schedule 13D filed by the Second Amended Reporting Persons on July 18, 2019, Amendment No. 7 to Schedule 13D filed by the Second Amended Reporting Persons on October 30, 2019, Amendment No. 8 to Schedule 13D filed by the Second Amended Reporting Persons on November 27, 2019, Amendment No. 9 to Schedule 13D filed by the Second Amended Reporting Persons and Suresh Yannamani on February 27, 2020, Amendment No. 10 to Schedule 13D filed by the Second Amended Reporting Persons and the Voting Agreement Joining Parties on February 26, 2020 and Amendment No. 11 to Schedule 13D filing by the Second Amended Reporting Persons on March 26, 2020 (the “Prior Amendments”).
This Twelfth Amendment is filed as an “exit” filing for the Reporting Persons, as the number of shares held by the Reporting Persons is less than five percent (5%). The primary reason is the substantial increase in the number of outstanding shares of common stock and, to a much lesser extent, sales of shares by several Reporting Persons. Information reported in the Prior Amendments remains in effect except to the extent that it is amended or superseded by information provided in this Twelfth Amendment. In addition, the voting agreements referred to in this Schedule 13D, as amended, have been terminated; thus, the shares previously reported as beneficially owned by HGM as result of such agreements are no longer included in the totals reported for it.
Item 7. Material to be filed as Exhibits.
Attached to this Amendment as Schedule 1 is a list of all sales of the Issuer’s common stock in the sixty (60) days prior to the date of this Amendment. None of the Reporting Persons acquired such common stock during this 60-day period.
CUSIP No. 30162V102
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this Twelfth Amendment is true, complete and correct.
Dated: April 18, 2022
| HANDSON GLOBAL MANAGEMENT, LLC | ||
| By: | /s/ Par Chadha | |
| Name: Par Chadha | ||
| Title: Manager | ||
| HOVS LLC | ||
| By: | /s/ Jim Reynolds | |
| Name: Jim Reynolds | ||
| Title: Manager | ||
| HANDSON FUND 4 I LLC | ||
| By: | /s/ Par Chadha | |
| Name: Par Chadha | ||
| Title: Manager | ||
| HOV CAPITAL III, LLC | ||
| By: | /s/ Par Chadha | |
| Name: Par Chadha | ||
| Title: Manager | ||
| HOV SERVICES LTD | ||
| By: | /s/ Vik Negi | |
| Name: Vik Negi | ||
| Title: Director | ||
| ADESI 234 LLC | ||
| By: | /s/ Par Chadha | |
| Name: Par Chadha | ||
| Title: Manager | ||
| HOF 2 LLC | ||
| By: | /s/ Par Chadha | |
| Name: Par Chadha | ||
| Title: Manager | ||
| EX-SIGMA 2 LLC | ||
| By: | /s/ Jim Reynolds | |
| Name: Jim Reynolds | ||
| Title: President | ||
| EX-SIGMA LLC | ||
| By: | /s/ Jim Reynolds | |
| Name: Jim Reynolds | ||
| Title: President | ||
| /s/ Par Chadha | |
| Par Chadha |
| HANDSON 3, LLC | ||
| By: | /s/ Par Chadha | |
| Name: Par Chadha | ||
| Title: Manager | ||
| SONINO LLC | ||
| By: | /s/ Jim Reynolds | |
| Name: Jim Reynolds | ||
| Title: Manager | ||
| BEIGAM TRUST | ||
| By: | /s/ Sarah Jonovic | |
| Name: Sarah Jonovic | ||
| Title: Trustee | ||
| RIFLES TRUST | ||
| By: | /s/ Ajit Singh Chadha | |
| Name: Ajit Singh Chadha | ||
| Title: Trustee | ||
| SUNRAJ LLC | ||
| By: | /s/ Sunil Rajadhyksha | |
| Name: Sunil Rajadhyksha | ||
| Title: Manager | ||
| /s/ Andrej Jonovic | |
| Andrej Jonovic |
| SHADOW POND LLC | ||
| By: | /s/ Vik Negi | |
| Name: Vik Negi | ||
| Title: Manager | ||
| /s/ Ron Cogburn | |
| Ron Cogburn | |
| /s/ Kanwar Chadha | |
| Kanwar Chadha |
| /s/ Surinder Rametra | |
| Surinder Rametra |
| PIDGIN ASSOCIATES LLC | ||
| By: | /s/ Xin Cheng | |
| Name: Xin Cheng | ||
| Title: Manager | ||
| /s/ Suresh Yannamani | |
| Suresh Yannamani | |
| /s/ Jim Reynolds | |
| Jim Reynolds |
| /s/ Vik Negi | |
| Vik Negi | |
| /s/ Matt Brown | |
| Matt Brown |
| /s/ Srini Murali | |
| Srini Murali | |
| /s/ Vitalie Robu | |
| Vitalie Robu |
| /s/ Sanjay Kulkarni | |
| Sanjay Kulkarni | |
| /s/ Mark Fairchild | |
| Mark Fairchild |
| /s/ Shrikant Sortur | |
| Shrikant Sortur | |
| /s/ Anubhav Verma | |
| Anubhav Verma |
| /s/ Edward (Jim) Stephenson | |
| Edward (Jim) Stephenson | |
| /s/ Matt Reynolds | |
| Matt Reynolds |
| /s/ Eokesh Natarajan | |
| Eokesh Natarajan | |
| /s/ Carlos Mallen | |
| Carlos Mallen |
| /s/ Mark Olschanski | |
| Mark Olschanski |
Schedule I
This Schedule sets forth information with respect to each purchase and sale of Shares which was effectuated by a Reporting Person in the last 60 days since the date of the event which requires filing of this Statement.
On March 11, 2022, affiliates of Par Chadha tendered 1,528,160 shares of Common Stock in exchange for 76,408 shares of Series B Preferred Stock.