3/A//SEC Filing
Northern Right Long Only Master Fund LP 3/A
Accession 0000950170-25-051110
CIK 0001831096other
Filed
Apr 3, 8:00 PM ET
Accepted
Apr 4, 4:05 PM ET
Size
9.4 KB
Accession
0000950170-25-051110
Insider Transaction Report
Form 3/AAmended
Holdings
- (indirect: See Footnote)
5.0% Convertible Senior PIK Note due 2030
Exercise: $3.47From: 2026-01-13Exp: 2030-02-26→ Common Stock (176,376 underlying) - 409,577(indirect: See Footnote)
Common Stock
Holdings
- 409,577(indirect: See Footnote)
Common Stock
- (indirect: See Footnote)
5.0% Convertible Senior PIK Note due 2030
Exercise: $3.47From: 2026-01-13Exp: 2030-02-26→ Common Stock (176,376 underlying)
Footnotes (4)
- [F1]Represents shares of the Issuer's common stock, par value $0.001 per share ("Common Stock"), acquired by Northern Right Long Only Master Fund LP ("NRC LO") in connection with a rebalancing transaction by Northern Right Capital Management, L.P. whereby Northern Right Capital (QP), L.P. ("Northern Right QP") transferred 409,577 shares of Common Stock to NRC LO.
- [F2]As general partner of NRC LO, Northern Right Fund GP LLC ("NRC Fund GP") may be deemed to be the beneficial owner of the securities held by NRC LO. NRC Fund GP disclaims beneficial ownership of the securities reported herein that may be beneficially owned by NRC LO, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that NRC Fund GP is the beneficial owner of or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- [F3]On January 13, 2025, NRC LO entered into a letter agreement (the "Forbearance Agreement") with the Issuer, Northern Right QP and Matthew A. Drapkin, pursuant to which NRC LO irrevocably agreed to forbear from exercising its rights to convert its 5.0% Convertible Senior PIK Notes due 2030 (the "Notes") (and any additional Notes issued pursuant to the Notes) into Common Stock until January 13, 2026.
- [F4]Represents an aggregate principal amount of $612,413 of the Notes constituting a conversionary interest, subject to adjustment as provided in the Notes, in 176,376 shares of Common Stock acquired by NRC LO in connection with a rebalancing transaction by Northern Right Capital Management, L.P. whereby Northern Right Capital (QP), L.P. ("Northern Right QP") transferred such Notes to NRC LO.
Documents
Issuer
Great Elm Group, Inc.
CIK 0001831096
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0002052537
Filing Metadata
- Form type
- 3/A
- Filed
- Apr 3, 8:00 PM ET
- Accepted
- Apr 4, 4:05 PM ET
- Size
- 9.4 KB