Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | BITE | Common stock, par value $0.0001 per share | Other | +520K | +10.55% | 5.45M | Jun 27, 2024 | Direct | F1, F5 | ||
transaction | BITE | Common stock, par value $0.0001 per share | Other | +150K | +2.75% | 5.6M | Jun 27, 2024 | Direct | F2, F5 | ||
transaction | BITE | Common stock, par value $0.0001 per share | Other | -3.31M | -59.04% | 2.29M | Jun 27, 2024 | Direct | F3, F5 | ||
transaction | BITE | Common stock, par value $0.0001 per share | Disposed to Issuer | -2.29M | -100% | 0 | Jun 28, 2024 | Direct | F4, F5 |
Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | BITE | Warrants | Other | +260K | 260K | Jun 27, 2024 | Common Stock | 260K | $11.50 | Direct | F1, F5 | |||
transaction | BITE | Warrants | Other | +75K | +28.85% | 335K | Jun 27, 2024 | Common Stock | 75K | $11.50 | Direct | F2, F5 | ||
transaction | BITE | Warrants | Other | -104K | -31.04% | 231K | Jun 27, 2024 | Common Stock | 104K | $11.50 | Direct | F3, F5 | ||
transaction | BITE | Warrants | Disposed to Issuer | -231K | -100% | 0 | Jun 28, 2024 | Common Stock | 231K | $11.50 | Direct | F4, F5 |
Smart Dine, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
Id | Content |
---|---|
F1 | In connection with the consummation of the business combination (the "Business Combination") by and among the Issuer, Above Food Ingredients Inc. ("TopCo"), Above Merger Sub, Inc. ("Merger Sub"), and Above Food Corp. ("Above Food"), pursuant to that certain business combination agreement, dated as of April 29, 2023 (as amended on March 12, 2024, the "Business Combination Agreement"), 520,000 private units held by the Reporting Person were separated into 520,000 shares of common stock, par value $0.0001, of the Issuer (the "Common Stock") and 260,000 warrants, with each whole warrant exercisable for one share of common stock of the Issuer (the "Warrants"). |
F2 | In connection with the consummation of the Business Combination and pursuant to an amended and restated promissory note dated as of June 27, 2024, by and between the Issuer and the Reporting Person (the "Note"), $1,500,000 of the principal balance outstanding under the Note was converted to 1,500,000 units of the Issuer (the "Working Capital Units") at the conversion price of $10.00 per unit, with each unit consisting of one share of Common Stock and one-half of one Warrant. The Working Capital Units were subsequently separated into 150,000 shares of Common Stock and 75,000 Warrants. |
F3 | In connection with the consummation of the Business Combination, the Reporting Person transferred an aggregate of 3,306,385 shares of Common Stock and 104,000 Warrants of the Issuer to certain third parties as payment of services. |
F4 | Disposed in exchange for common shares and warrants of TopCo in connection with the consummation of the Business Combination. |
F5 | The securities are held directly by the Reporting Person and indirectly by Alberto Ardura Gonzalez, as the manager of the Reporting Person. Alberto Ardura Gonzalez disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |