SOL Global Investments Corp. - 21 Oct 2021 Form 4 Insider Report for Simply, Inc.

Role
10%+ Owner
Signature
/s/ Andrew DeFrancesco
Issuer symbol
N/A
Transactions as of
21 Oct 2021
Net transactions value
+$650,000,000,000
Form type
4
Filing time
06 Dec 2021, 13:36:06 UTC
Previous filing
12 Nov 2021
Next filing
31 Jan 2022
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SIMP Convertible Note Purchase $225,000,000,000 +300,000 +13% $750000.00* 2,600,000 21 Oct 2021 Convertible Note 300,000 $2.50 Direct F1, F5
transaction SIMP Warrants Purchase $225,000,000,000 +300,000 +13% $750000.00* 2,600,000 21 Oct 2021 Warrants 300,000 $2.75 Direct F2, F5
transaction SIMP Convertible Note Purchase $100,000,000,000 +200,000 +8.3% $500000.00* 2,600,000 05 Nov 2021 Convertible Note 200,000 $2.50 Direct F3, F6
transaction SIMP Warrants Purchase $100,000,000,000 +200,000 +8.3% $500000.00* 2,600,000 05 Nov 2021 Warrants 200,000 $2.75 Direct F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On October 21, 2021, the Issuer executed an unsecured convertible note (Convertible Note 1) for the benefit of SOL Global Investment Corp. (SOL), entitling SOL to convert the principal amount of $750,000 and any accrued and unpaid interest under the Convertible Note into Common Stock at a conversion price of $2.50 per share. Convertible Note 1 matures on April 21, 2022.
F2 On October 21, 2021, the Issuer and SOL entered into a warrant agreement (Warrant Agreement 1), granting SOL 300,000 warrants, which it may convert into up to 300,000 shares of Common Stock at an exercise price of $2.75 per share.
F3 On November 5, 2021, the Issuer executed an unsecured convertible note (Convertible Note 2) for the benefit of SOL entitling SOL to convert the principal amount of $500,000 and any accrued and unpaid interest under the Convertible Note into Common Stock at a conversion price of $2.50 per share. Convertible Note 2 matures on May 5, 2022.
F4 On November 5, 2021, the Issuer and SOL entered into a warrant agreement (Warrant Agreement 2), granting SOL 200,000 warrants, which it may convert into up to 200,000 shares of Common Stock at an exercise price of $2.75 per share.
F5 The aggregate consideration for the Issuers entry into Convertible Note 1 and Warrant Agreement 1, which were part of a single transaction, was $750,000.
F6 The aggregate consideration for the Issuers entry into Convertible Note 2 and Warrant Agreement 2, which were part of a single transaction, was $500,000.