Sanjay Tolia - 30 Dec 2021 Form 3 Insider Report for BODY & MIND INC.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
3
Accepted by SEC
03 Apr 2023, 17:34:03 UTC
Next SEC filing
07 Apr 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Sanjay Tolia

Key filing fact

Sanjay Tolia filed Form 3 for BODY & MIND INC. on 03 Apr 2023.

Key facts

  • This page summarizes Sanjay Tolia's Form 3 filing for BODY & MIND INC..
  • 0 reported transactions and 4 derivative rows are listed below.
  • Accepted by SEC: 03 Apr 2023, 17:34.

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.

BMMJ holding

Common Shares

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
666,667
Date
30 Dec 2021
Ownership
Direct
BMMJ holding

Common Shares

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
1,333,333
Date
30 Dec 2021
Ownership
See Footnote
Footnotes
F1, F9, F10
BMMJ holding

Common Shares

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
3,400,000
Date
30 Dec 2021
Ownership
See Footnotes
Footnotes
F2, F9, F10
BMMJ holding

Common Shares

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
250,000
Date
30 Dec 2021
Ownership
See Footnotes
Footnotes
F3, F9, F10
BMMJ holding

Common Shares

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
3,509,310
Date
30 Dec 2021
Ownership
See Footnotes
Footnotes
F4, F9, F10

Reported derivative securities

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

BMMJ holding Derivative

8% 5 year convertible debentures

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
30 Dec 2021
Ownership
See footnotes
Underlying class
Common Shares
Underlying amount
27,500,000
Exercise price
$0.1000
Footnotes
F5, F9, F10
BMMJ holding Derivative

8% 5 year convertible debentures

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
30 Dec 2021
Ownership
See footnotes
Underlying class
Common Shares
Underlying amount
2,500,000
Exercise price
$0.1000
Footnotes
F6, F9, F10
BMMJ holding Derivative

4 year warrants

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
30 Dec 2021
Ownership
See footnotes
Underlying class
Common Shares
Underlying amount
13,750,000
Exercise price
$0.1000
Footnotes
F7, F9, F10
BMMJ holding Derivative

4 year warrants

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
30 Dec 2021
Ownership
See footnotes
Underlying class
Common Shares
Underlying amount
1,250,000
Exercise price
$0.1000
Footnotes
F8, F9, F10
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 10 footnotes

Footnote F1

On December 23, 2022, the Issuer issued Bengal Impact Partners LLC (the "Manager") 1,333,333 common shares.

Footnote F2

On February 3, 2023, Bengal Catalyst Fund, LP (the "Fund") acquired 3,400,000 common shares, par value USD$0.0001 per share (the "Shares") of the Issuer in a block trade with a broker at a price of $0.24 per Share.

Footnote F3

On December 30, 2021, the Fund acquired 250,000 Shares in a private placement transaction at a price of $0.30 per Share pursuant to a Securities Purchase Agreement dated as of December 30, 2021 with the seller named therein.

Footnote F4

Between January 24, 2022 and April 14, 2022, the Fund acquired 3,509,310 Shares in a series of open market transactions, at prices between $0.22 and $0.34 per Share..

Footnote F5

On December 19, 2022, BAM I, a Series of Bengal Catalyst Fund SPV, LP (the "Series"), purchased from the Company 8% five year convertible debentures in the principal amount of $2,750,000, the principal and accrued interest of which are convertible into Shares at a price of $USD 0.10 per Share.

Footnote F6

Pursuant to that certain Nominee Agreement dated February 3, 2023, by and among Mindset Value Fund LP, a Delaware limited liability company, Mindset Value Wellness Fund LP, a Delaware limited partnership, Mindset Capital LLC, a Delaware limited liability company (collectively, the "Mindset Entities"), and the Manager (the "Nominee Agreement"), the Manager has sole voting and dispositive control over 8% five year convertible debentures in the principal amount of $250,000, the principal and accrued interest of which are convertible into Shares at a price of $USD 0.10 per Share.

Footnote F7

On December 19, 2022, the Series purchased from the Company four year warrants exercisable for 13,750,000 Shares, at a price of $USD 0.10 per Share.

Footnote F8

Pursuant to the Nominee Agreement the Manager has sole voting and dispositive control over four year warrants exercisable for 1,250,000 Shares, at a price of $USD 0.10 per Share owned by the Mindset Entities.

Footnote F9

The Reporting Person has shared investment control and voting power over the Manger which has sole investment control and voting power over all securities held by the Fund and the Series.

Footnote F10

Unless otherwise specified, all Share transaction prices referred to in this Form 3 are in Canadian dollars.

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