3//SEC Filing
Context|TCM Series Fund LP - Context|TCM Tactical Opportunities Series 3
Accession 0001013594-24-000381
CIK 0001477009other
Filed
Apr 21, 8:00 PM ET
Accepted
Apr 22, 3:49 PM ET
Size
13.3 KB
Accession
0001013594-24-000381
Insider Transaction Report
Form 3
Holdings
Warrants
Exercise: $0.40From: 2021-04-20Exp: 2029-09-15→ Common Stock, $0.001 par value per share (1,039,942 underlying)Warrants
Exercise: $0.40From: 2021-02-08Exp: 2029-09-15→ Common Stock, $0.001 par value per share (592,858 underlying)Warrants
Exercise: $0.40From: 2022-09-16Exp: 2029-09-15→ Common Stock, $0.001 par value per share (4,912,349 underlying)Senior Secured Convertible Promissory Note
Exercise: $0.50From: 2023-03-16Exp: 2026-09-15→ Common Stock, $0.001 par value per share (5,710,566 underlying)
Holdings
Warrants
Exercise: $0.40From: 2022-09-16Exp: 2029-09-15→ Common Stock, $0.001 par value per share (4,912,349 underlying)Warrants
Exercise: $0.40From: 2021-02-08Exp: 2029-09-15→ Common Stock, $0.001 par value per share (592,858 underlying)Senior Secured Convertible Promissory Note
Exercise: $0.50From: 2023-03-16Exp: 2026-09-15→ Common Stock, $0.001 par value per share (5,710,566 underlying)Warrants
Exercise: $0.40From: 2021-04-20Exp: 2029-09-15→ Common Stock, $0.001 par value per share (1,039,942 underlying)
Footnotes (8)
- [F1]This Form 3 is filed jointly by TCM Tactical Opportunities Fund II LP ("Tactical Opportunities Fund"); Troob Capital Advisors LLC ("Capital Advisors"); Context|TCM Series Fund LP - Context|TCM Tactical Opportunities Series ("Context|TCM Series"); Context|TCM Tactical Opportunities LLC ("Context|TCM LLC"); Douglas M. Troob; and Peter J. Troob (collectively, the "Reporting Persons").
- [F2]Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. The filing of this Form 3 shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer he or it does not directly own.
- [F3]The Senior Secured Convertible Promissory note was originally issued on September 16, 2022 (the "Original Note"), and subsequently amended and restated December 15, 2023. The Original Note became partially convertible on March 16, 2023, and the Amended and Restated Senior Secured Convertible Promissory Note was partially convertible upon issue on December 15, 2023.
- [F4]Excluding 5,710,566 shares of Common Stock issuable upon the partial automatic conversion of the Senior Secured Promissory Note of the Issuer held by TCM Tactical Opportunities Fund II LP, which automatic conversion triggers are outside the control of the Reporting Persons.
- [F5]Securities owned directly by the fund entity listed. Capital Advisors, as the investment manager of Tactical Opportunities Fund, may be deemed to beneficially own the shares of Common Stock beneficially owned by Tactical Opportunities Fund. Context|TCM LLC, as the investment manager of Context|TCM Series, may be deemed to beneficially own the shares of Common Stock beneficially owned by Context|TCM Series. Messrs. Troob and Troob, as the Managing Members of Capital Advisors and Context|TCM LLC, may be deemed to beneficially own the shares of Common Stock beneficially owned by each of Capital Advisors and Context|TCM LLC.
- [F6]Originally issued on February 8, 2021 with an expiration date of February 8, 2026, and an exercise price of $0.56, and subsequently amended on December 15, 2023, to amend the expiration date and exercise price.
- [F7]Originally issued on April 20, 2021, with an expiration date of April 20, 2026, and an exercise price of $0.56, and subsequently amended on December 15, 2023, to amend the expiration date and exercise price.
- [F8]Originally issued on September 16, 2022, with an expiration date of September 15, 2027, and an exercise price of $0.70, and subsequently amended on December 15, 2023, to amend the expiration date and exercise price.
Documents
Issuer
TREES Corp (Colorado)
CIK 0001477009
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001745195
Filing Metadata
- Form type
- 3
- Filed
- Apr 21, 8:00 PM ET
- Accepted
- Apr 22, 3:49 PM ET
- Size
- 13.3 KB