Alterna Core Capital Assets Fund II, L.P. - Oct 28, 2022 Form 4 Insider Report for Midwest Energy Emissions Corp. (MEEC)

Role
10%+ Owner
Signature
Earle Goldin
Stock symbol
MEEC
Transactions as of
Oct 28, 2022
Transactions value $
$0
Form type
4
Date filed
11/1/2022, 02:36 PM

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 MEEC Call Option (obligation to sell) Sale $0 -11.7M -50% $0.00 11.7M Oct 28, 2022 Common Stock 11.7M $0.50 By AC Midwest Energy LLC F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On October 28, 2022, the Issuer and AC Midwest LLC ("AC Midwest") entered into a Repurchase Option Agreement pursuant to which AC Midwest granted the Issuer a call option (the "Call Option") to repurchase up to 11,700,000 shares of the Issuer's common stock, par value $0.001 per share (the "Common Stock") at a repurchase price of $0.50 per share. The Call Option is exercisable through the earlier of (i) the date on which AC Midwest no longer holds in excess of 5% of the Company's issued and outstanding shares of Common Stock, and (ii) August 25, 2025.
F2 This statement is jointly filed by and on behalf of each of Alterna Core Capital Assets Fund II, L.P. ("Fund II"), Alterna Capital Partners LLC ("Alterna"), Alterna General Partner II LLC ("Fund II General Partner"), AC Midwest, Eric M. Press, Roger P. Miller and Earle Goldin. AC Midwest is the record and direct beneficial owner of the securities covered by this statement. Fund II owns all of the outstanding equity interests of AC Midwest and may be deemed to beneficially own securities held by AC Midwest.
F3 Alterna, in its capacity as investment adviser to Fund II, has the ability to direct the investment decisions of the Fund II, including the power to vote and dispose of securities held by AC Midwest and may be deemed to beneficially own securities held by AC Midwest. Fund II General Partner, in its capacity as the general partner of Fund II, has the ability to direct the management of Fund II's business, including the power to direct the decisions of Fund II regarding the vote and disposition of securities held by AC Midwest and may be deemed to beneficially own securities held by AC Midwest.
F4 Each of Messrs. Press, Miller and Goldin, by virtue of their role as managing partners of Alterna, may be deemed to have shared power regarding the vote and disposition of securities held by AC Midwest and may be deemed to beneficially own securities held by AC Midwest.