Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | ZVSA | Common Stock | Other | $0 | +1.38M | $0.00 | 1.38M | Dec 12, 2022 | See Footnote | F1, F2, F3 |
Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | ZVSA | Series A Convertible Preferred Stock | Other | +1.75K | 1.75K | Dec 12, 2022 | Common Stock | 1.75K | $10.00 | Direct | F1, F2, F4, F5 | |||
transaction | ZVSA | Warrant (right to buy) | Other | +1.75K | 1.75K | Dec 12, 2022 | Common Stock | 1.75K | $11.50 | Direct | F1, F2, F5, F6 | |||
transaction | ZVSA | Warrant (right to buy) | Other | $0 | +177K | $0.00 | 177K | Dec 12, 2022 | Common Stock | 177K | $11.50 | See Footnote | F1, F2, F3, F6 |
Id | Content |
---|---|
F1 | The Issuer completed a business combination with Larkspur Health Acquisition Corp., a Delaware corporation ("Larkspur") in accordance with the terms of the Business Combination Agreement, dated July 20, 2022, as amended (the "Business Combination Agreement") by and among ZyVersa Therapeutics, Inc., a Florida corporation ("Old ZyVersa"), the Securityholder Representative (as defined in the Business Combination Agreement) named therein, Larkspur, and Larkspur Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Larkspur ("Merger Sub") pursuant to which Merger Sub merged with and into Old ZyVersa (the "Acquisition Merger"), with Old Zyversa as the surviving company of the Acquisition Merger and, after giving effecting to such Acquisition Merger, Old ZyVersa became a wholly-owned subsidiary of Larkspur and changed its name to the Issuer. |
F2 | The securities were previously securities of Larkspur but were converted automatically to securities of the Issuer in connection with the transactions contemplated by the Business Combination Agreement. |
F3 | The securities are held of record by Larkspur Health LLC (the "Sponsor"). Daniel J. O'Connor is the sole manager of Larkspur Health LLC and in such capacity has voting and investment discretion with respect to the common stock held of record by Larkspur Health LLC. By virtue of this relationship, Mr. O'Connor may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. O'Connor disclaims any such beneficial ownership except to the extent of his pecuniary interest. |
F4 | The Series A Convertible Preferred Stock is perpetual and therefore has no expiration date. |
F5 | Mr. O'Connor paid $1,000 per share of Series A Convertible Preferred Stock and warrants in an amount equal to 100% of the common shares issuable upon conversion of the Series A Convertible Preferred Stock for an aggregate of $17,500. No half shares of the Series A Convertible Preferred Stock were issued, therefore, the reporting person received 18 shares of such preferred stock instead of 17.5. |
F6 | The warrant is immediately exercisable in full. |