Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | MMNFF | Senior Secured Convertible Note | Other | -$4.41M | $1.47M | Aug 17, 2021 | Class B Subordinate Voting Shares | 28.9M | $0.15 | See Notes 1 and 2 | F1, F2, F3 | |||
transaction | MMNFF | Warrants | Other | -21.3M | -65% | 11.4M | Aug 17, 2021 | Class B Subordinate Voting Shares | 21.3M | $0.15 | See Notes 1 and 2 | F1, F2, F3 |
Id | Content |
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F1 | The filing persons (the "Filers") are Parallax Volatility Advisers, L.P. ("PVA"), Parallax Partners, LLC (the "GP"), Parallax Master Fund, L.P. (the "Master Fund"), S. Daniel Hutchison and William F. Bartlett. PVA and the GP are the investment adviser and general partner, respectively, of the Master Fund and its feeder funds (the "Funds"). Mr. Hutchison and Mr. Bartlett are the managers and control persons of PVA and the GP. The securities are held directly by the Funds for the benefit of their investors and are indirectly beneficially owned by PVA and the GP as the investment adviser and general partner, respectively, of the Funds, and by Mr. Hutchison and Mr. Bartlett as PVA's and the GP's control persons. PVA is filing this Form 4 for itself and the other Filers. |
F2 | The Filers are filing this Form 4 jointly, but not as a group, and each expressly disclaims membership in a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as amended. Each Filer disclaims beneficial ownership of these securities except to the extent of that Filer's pecuniary interest therein. |
F3 | The Senior Secured Convertible Note and the accompanying warrants were sold for aggregate cash consideration of $1,408,521.97 and the right to receive 239,295 shares of Tilray, Inc. common stock, subject to adjustment, provided that if the consent of certain Tilray, Inc. stockholders is not obtained, the Master Fund may elect to receive cash. In connection with the disposition, the Master Fund entered into a Fourth Amended and Restated Securities Purchase Agreement dated August 17, 2021, pursuant to which amended and restated Senior Secured Convertible Notes and warrants were issued. |