3//SEC Filing
CAP 1 LLC 3
Accession 0001140361-17-028342
CIK 0001517401other
Filed
Jul 19, 8:00 PM ET
Accepted
Jul 20, 9:41 PM ET
Size
11.9 KB
Accession
0001140361-17-028342
Insider Transaction Report
Form 3
Peak Resorts IncSKIS
CAP 1 LLC
10% Owner
Holdings
- 1,263,613
Common Stock
- 26,200(indirect: By Foundation)
Common Stock
Series A Cumulative Convertible Preferred Stock
→ Common Stock (3,179,650 underlying)Warrant
Exercise: $8.00From: 2016-11-02Exp: 2028-11-02→ Common Stock (625,000 underlying)Warrant
Exercise: $9.00From: 2016-11-02Exp: 2028-11-02→ Common Stock (555,556 underlying)- 102,595(indirect: By Richard S. Sackler, M.D.)
Common Stock
Warrant
Exercise: $6.50From: 2016-11-02Exp: 2028-11-02→ Common Stock (1,538,462 underlying)
Footnotes (8)
- [F1]Cap 1 LLC also reports beneficial ownership pursuant to Rule 13d-1 of the Securities Exchange Act of 1934, as amended, pursuant to a Schedule 13D filed jointly by Richard S. Sackler, M.D. and Richard and Beth Sackler Foundation Inc.
- [F2]Represents shares of common stock held by Cap 1 LLC. Cap 1 LLC is a Delaware limited liability company and investment entity that is a family client of Summer Road LLC.
- [F3]Represents shares of common stock held by Richard S. Sackler, M.D. ("Dr. Sackler"). Cap 1 LLC is a Delaware limited liability company wholly owned by Dr. Sackler and Jonathan D. Sackler, as Trustees of the 1974 Irrevocable Trust A FBO BS and RSS. The beneficiaries of the 1974 Irrevocable Trust A FBO BS and RSS are Beverly Sackler, Dr. Sackler and the issue of Dr. Sackler. Dr. Sackler is also a family client of Summer Road LLC.
- [F4]Represents shares of common stock held by Richard and Beth Sackler Foundation Inc. Richard and Beth Sackler Foundation Inc. is a family client of Summer Road LLC and a beneficiary of Cap 1 LLC.
- [F5]The Series A Cumulative Convertible Preferred Stock (the "Preferred Stock") is not registered under the Securities Exchange Act of 1934, as amended.
- [F6]The Preferred Stock is exercisable upon a change of control (as defined in the Certificate of Designation of Series A Cumulative Convertible Preferred Stock of Peak Resorts Inc. filed as exhibit 4.1 to the Form 8-K filed on October 28, 2016, the "Certificate of Designation") or after August 2, 2017.
- [F7]The right to convert ceases and terminates at 5:00 p.m., New York City time, on the business day immediately preceding the Redemption Date (as defined in the Certificate of Designation).
- [F8]Represents the number of shares of common stock that the Preferred Stock is initially convertible into. The Preferred Stock is convertible into a number of shares of common stock equal to the number of shares determined by (i) multiplying the number of shares to be converted by $1,000 per share, and then (ii) dividing the result by the conversion price in effect immediately prior to such conversion. The initial conversion price is $6.29 and is subject to adjustments.
Documents
Issuer
Peak Resorts Inc
CIK 0001517401
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001651662
Filing Metadata
- Form type
- 3
- Filed
- Jul 19, 8:00 PM ET
- Accepted
- Jul 20, 9:41 PM ET
- Size
- 11.9 KB