Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
holding | SHWZ | Common Stock | 39.7K | Feb 9, 2022 | By Magnolia Hall Enterprises, LLC | F1 | |||||
holding | SHWZ | Common Stock | 24.5K | Feb 9, 2022 | Direct |
Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
holding | SHWZ | 13% Senior Convertible Note Due 2026 | Feb 9, 2022 | Common Stock | 90K | $2.24 | Direct | F2, F3 |
Id | Content |
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F1 | Magnolia Hall Enterprises, LLC (the "Holder") is the record holder of the reported shares. The reporting person is the manager and 100% owner of the Holder and has voting and investment control of the shares held by the Holder. |
F2 | On December 7, 2021, the reporting person acquired his 13% Senior Secured Convertible Notes due December 7, 2026 (the "Note"). The Note is convertible at any time at the option of the holder into shares of the issuer's common stock at an initial conversion price equal to $2.24 per share. The Note bears interest at 9% per year payable in cash and 4% per year payable as an increase to the principal amount of the Note, in each case, paid quarterly commencing March 31, 2022. The foregoing description of the Note does not purport to be complete and is subject to and qualified in its entirety by reference to the Form of Convertible Note included as Exhibit 4.2 and the indenture included as Exhibit 4.1 in the issuer's Current Report on Form 8-K filed on December 9, 2021, which is incorporated by reference. |
F3 | As of December 7, 2021, the Note was convertible into approximately 89,285 shares of the issuer's common stock. As of the date hereof, the Note was convertible into approximately 90,049 shares of the issuer's common stock. If the Note remains outstanding until maturity, the Note would be convertible into approximately 108,956 shares of the issuer's common stock (at the current conversion price and assuming that the issuer pays the cash portion of the interest when due and that the issuer owes no additional amounts under the Note). |
On February 9, 2022, the issuer appointed the reporting person as a Class A director of the issuer. Exhibit 24 - Power of Attorney