Washington, D.C. 20549
Item 1(a). Name of Issuer:
The name of the issuer is Imperial Holdings, Inc. (the "Issuer").
Item 1(b). Address of Issuer's Principal Executive Offices:
The principal executive offices of the Issuer are located at 701 Park of Commerce Boulevard, Suite 301, Boca Raton, Florida 33487.
Item 2(a). Names of Persons Filing:
This Schedule 13G is hereby filed by the persons set forth below.
Freestone Investments, LLC
Freestone Capital Management, LLC
Gary Furukawa
Item 2(b). Address of Principal Business Office, or if None, Residence:
The address of the principal business office for each Reporting Person is set forth below.
Freestone Investments, LLC: 1918 Eighth Avenue, Suite 3400, Seattle, Washington 98101
Freestone Capital Management, LLC: 1918 Eighth Avenue, Suite 3400, Seattle, Washington 98101
Gary Furukawa: 1918 Eighth Avenue, Suite 3400, Seattle, Washington 98101
Item 2(c). Citizenship:
Freestone Investments, LLC is a Delaware limited liability company.
Freestone Capital Management, LLC is a Delaware limited liability company.
Gary Furukawa is a citizen of the United States of America.
Item 2(d). Title of Class of Securities:
This statement relates to the Common Stock of the Issuer (the "Securities").
Item 2(e). CUSIP Number:
The CUSIP number of the Securities is 452834104.
Item 3. If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) x An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E).
(f) o An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii)(F).
(g) o A parent holding company or control person in accordance with section 240.13d-1(b)(1)(ii)(G).
(h) o A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
(j) o Group, in accordance with section 240.13d-1(b)(1)(ii)(K).
Item 4. Ownership.
Ownership is incorporated by reference to items 5-9 and 11 of the cover page of each Reporting Person.
Freestone Investments, LLC (“FI”) is the general partner of Freestone Opportunity Partners LP (“FOP”) and Freestone Opportunity Qualified Partners LP (“FOQP”). The number of shares of Common Stock beneficially owned by FI is comprised of 569,019 shares held directly by FOP and 647,710 held directly by FOQP.
Freestone Capital Management, LLC (“FCM”) is the investment manager for FOP and FOQP, as well as various managed accounts that own shares of Common Stock. The number of shares of Common Stock beneficially owned by FCM is comprised of 569,019 shares held directly by FOP, 647,710 held directly by FOQP and 245,907 shares held in managed accounts.
The percentage disclosed in item 11 of the cover page of each Reporting Person is calculated based upon 21,219,880 shares of Common Stock reported to be outstanding as of May 6, 2013 by the Issuer in its Form 10-Q for the quarterly period ended March 31, 2013 filed with the Securities and Exchange Commission on May 14, 2013.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following / /
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Freestone Capital Holdings, LLC (“FCH”), directly or indirectly, owns all of the equity of Freestone Investments, LLC and Freestone Capital Management, LLC, and could be deemed to be the beneficial owner of all of the reported securities. Each of Gary Furukawa, Erik Morgan and James Rooney III (collectively, the "Directors") are members of FCH’s board of directors. Each of FCH and each of the Directors expressly declares that the filing of this statement on Schedule 13G shall not be construed as an admission that they are, for the purpose of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, beneficial owners of the Securities.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group. Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: May 23, 2013
| | Freestone Investments, LLC |
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| | By: /s/ Scott W. Akins |
| | Scott W. Akins General Counsel |
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| | Freestone Capital Management, LLC |
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| | By: /s/ Scott W. Akins |
| | Scott W. Akins General Counsel (1) |
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| | By: /s/ Gary I. Furukawa |
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EXHIBIT 1
JOINT FILING STATEMENT
PURSUANT TO RULE 13D-1(K)
The undersigned acknowledge and agree that the foregoing statement on Schedule 113G is, and all subsequent amendments thereto shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) of Regulation 13D of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended.
Dated: May 23, 2013
| | Freestone Investments, LLC |
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| | By: /s/ Scott W. Akins |
| | Scott W. Akins General Counsel |
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| | |
| | Freestone Capital Management, LLC |
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| | By: /s/ Scott W. Akins |
| | Scott W. Akins General Counsel (1) |
| | |
| | |
| | By: /s/ Gary I. Furukawa |
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