Running Wind LLC - 05 Feb 2020 Form 3 Insider Report for Loop Media, Inc. (LPTV)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
3
Accepted by SEC
28 Mar 2023, 13:02:07 UTC
Next SEC filing
28 Mar 2023
Source filing
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Reporting owner 1 detail
Reporting owner signature
William Bettis, duly authorized under power of attorney, by Running Wind, LLC

Key filing fact

Running Wind LLC filed Form 3 for Loop Media, Inc. (LPTV) on 28 Mar 2023.

Key facts

  • This page summarizes Running Wind LLC's Form 3 filing for Loop Media, Inc. (LPTV).
  • 0 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 28 Mar 2023, 13:02.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

LPTV holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
16,153,042
Date
05 Feb 2020
Ownership
Direct

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

LPTV holding Derivative

Warrants

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
05 Feb 2020
Ownership
Direct
Underlying class
Common Stock
Underlying amount
2,663,032
Exercise price
Footnotes
F1, F2
LPTV holding Derivative

Convertible Note

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
05 Feb 2020
Ownership
Direct
Underlying class
Common Stock
Underlying amount
3,851,631
Exercise price
Footnotes
F3, F4, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

The Warrants are exercisable at any time at the option of Reporting Person and expire on the earliest to occur of: (i) the tenth anniversary of November 5, 2019, (ii) immediately prior to the closing of the first firm-commitment underwritten public offering of securities of Issuer, or (iii) a change of control of Issuer.

Footnote F2

The Warrants provide for the purchase of shares of Issuer's common stock at an exercise price of $0.5677 per share. The Warrants are exercisable either for cash or on a cashless basis. The number of shares of common stock deliverable upon exercise of the Warrants are subject to adjustment for subdivision or consolidation of shares and other standard dilutive events.

Footnote F3

The First Amended and Restated Convertible Note dated October 31, 2019, in the original principal amount of $1,500,000 (the "Convertible Note").

Footnote F4

The Convertible Note may be converted by Reporting Person, upon proper notice, in whole or in part, at any time. The Convertible Note is also subject to prepayment, upon proper notice, from Issuer.

Footnote F5

The Convertible Note earns interest at the annual rate of 10%. Interest accrued from October 31, 2019, through April 30, 2020, shall, at Issuer's option, be paid in full to Reporting Person on May 1, 2020, or added to the principal balance of the Convertible Note as of such date. Accrued unpaid interest is payable monthly beginning June 1, 2020, through December 1, 2020. Any outstanding principal balance and accrued unpaid interest is payable in equal monthly installments beginning January 1, 2021, until all outstanding principal balance and accrued unpaid interest is paid in full no later than December 1, 2023. The outstanding principal and accrued and unpaid interest under the Convertible Note are convertible into Common Stock of Issuer at the conversion price of $0.40 per share. The conversion price is subject to adjustment for subdivision or consolidation of shares and other standard dilutive events.

SEC remarks

The non-derivative and derivative securities set forth in this Form 3 (i) were acquired by Reporting Person via that certain merger agreement, made effective on February 5, 2020, by and among Interlink Plus, Inc., Interlink Plus, Inc.'s wholly owned subsidiary, Loop Media Acquisition, Inc., and Loop Media, Inc., and (ii) depicts the beneficial ownership of Reporting Person as of February 5, 2020.

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