3//SEC Filing
CRW Capital Holdings II, LLC 3
Accession 0001104659-22-124269
CIK 0001622879other
Filed
Dec 1, 7:00 PM ET
Accepted
Dec 2, 8:00 PM ET
Size
7.5 KB
Accession
0001104659-22-124269
Insider Transaction Report
Form 3
CRW Capital Holdings II, LLC
10% Owner
Holdings
Series A Cumulative Convertible Preferred Stock
Exercise: $1.20→ Common Stock (3,879,200 underlying)Right to Buy Series A Cumulative Convertible Preferred Stock
Exercise: $1.20→ Common Stock (10,076,222 underlying)
Footnotes (5)
- [F1]Pursuant to that certain Preferred Stock Secondary Purchase Agreement dated as of November 23, 2022 (the "Purchase Agreement") by and among CRW Capital Holdings II, LLC ("Holdings") and those certain sellers named therein (the "Sellers"), Holdings agreed to purchase these certain shares of Series A Cumulative Convertible Preferred Stock (the "Series A Preferred Shares") at an Initial Closing occurring as of November 30, 2022 (the "Initial Closing").
- [F2]The Series A Preferred Shares are convertible into shares of the common stock (the "Common Shares") of Medicine Man Technologies, Inc. (the "Company") upon the events specified in the Company's Certificate of Designation of Series A Cumulative Convertible Preferred Stock (the "Certificate of Designation"). The Series A Preferred Shares have no expiration date.
- [F3]Represents the number of Common Shares issuable upon conversion of the Series A Preferred Shares on the date of event requiring this report. Each Series A Preferred Share shall be convertible into that number of Common Shares equal to the preference amount (initially $1,000) plus any accrued dividends with respect to such share, divided by the conversion price (initially $1.20), subject to adjustment as set forth in the Certificate of Designation. The Series A Preferred Shares earn a cumulative dividend of 8% per annum.
- [F4]Subject to adjustment, as described in the Certificate of Designation.
- [F5]Pursuant to the Purchase Agreement, Holdings acquired the right to purchase such Series A Preferred Shares for a period of up to one hundred and eighty (180) days after the date of the Initial Closing.
Documents
Issuer
Medicine Man Technologies, Inc.
CIK 0001622879
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001956430
Filing Metadata
- Form type
- 3
- Filed
- Dec 1, 7:00 PM ET
- Accepted
- Dec 2, 8:00 PM ET
- Size
- 7.5 KB