PHC Holdings Corp - 09 Aug 2020 Form 3 Insider Report for Senseonics Holdings, Inc. (SENS)

Role
10%+ Owner
Signature
/s/ Kaiju Yamaguchi
Issuer symbol
SENS
Transactions as of
09 Aug 2020
Net transactions value
$0
Form type
3
Filing time
15 Mar 2023, 17:47:17 UTC
Next filing
15 Mar 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding SENS Common Stock 2,941,176 09 Aug 2020 Direct

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
holding SENS Senior Secured Convertible Note 09 Aug 2020 Common Stock 65,359,476 Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 9, 2020, the Issuer and PHC Holdings Corporation entered into a note purchase agreement pursuant to which the Issuer issued and sold $35 million in aggregate principal amount of its Senior Secured Convertible Note due October 31, 2024 (the "2024 Note") on August 14, 2020 (the "Closing Date"). The Issuer also issued 2,941,176 shares of Common Stock to the Reporting Person as a financing fee on the Closing Date. At issuance of the 2024 Note, there were originally 65,359,476, shares of Common Stock issuable upon conversion of the 2024 Note, based on a conversion rate as of August 14, 2020 of 1,867.4136 shares of Common Stock per $1,000 principal amount of the 2024 Note (which conversion rate was subject to adjustment in accordance with the terms of the 2024 Note).

Remarks:

On March 13, 2023, the Reporting Person entered into an agreement with the Issuer to exchange the 2024 Note reported herein, including accrued and unpaid interest thereon, for a warrant to purchase Common Stock, as described in the Form 4 filed by the Reporting Person on the date hereof.