4//SEC Filing
PHC Holdings Corp 4
Accession 0001140361-23-011900
CIK 0001616543other
Filed
Mar 14, 8:00 PM ET
Accepted
Mar 15, 5:56 PM ET
Size
11.0 KB
Accession
0001140361-23-011900
Insider Transaction Report
Form 4
PHC Holdings Corp
10% Owner
Transactions
- Purchase
Warrant to purchase Common Stock
2023-03-13$15000000.00/sh+1$15,000,000→ 1 totalExercise: $0.00From: 2023-03-13→ Common Stock (15,425,750 underlying) - Other
Senior Secured Convertible Note
2023-03-13→ 0 totalFrom: 2020-08-14Exp: 2024-10-31→ Common Stock (66,562,846 underlying) - Other
Warrant to purchase Common Stock
2023-03-13+1→ 1 totalExercise: $0.00From: 2023-04-01→ Common Stock (68,525,311 underlying)
Footnotes (4)
- [F1]In accordance with a Securities Purchase Agreement, dated March 13, 2023, the Reporting Person purchased from the Issuer a warrant to purchase up to 15,425,750 shares of the Issuer's Common Stock, $0.001 par value per share, for $15 million. The warrant is exercisable at a price of $0.001 per warrant share (subject to adjustment pursuant to and in accordance with the terms and conditions thereof).
- [F2]As of the date of the Exchange Agreement described in footnote (3), the 2024 Note (as defined in footnote (3)) was convertible into Common Stock at the rate of 1,901.80 shares of Common Stock per $1,000 principal amount. This conversion rate gives effect to adjustments to the original conversion rate of the 2024 Note by virtue of certain anti-dilution provisions thereof, and the number of shares issuable upon conversion of the 2024 Note does not include additional shares that would have been issuable in respect of a "make-whole" provision of the 2024 Note.
- [F3]In accordance with an Exchange Agreement, dated March 13, 2023, the Reporting Person agreed to exchange that certain Senior Secured Convertible Note due October 31, 2024 (the "2024 Note") in the principal amount of $35 million, plus accrued and unpaid interest thereon, for a warrant to purchase up to 68,525,311 shares of the Issuer's Common Stock, $0.001 par value per share. The warrant is exercisable at a price of $0.001 per warrant share (subject to adjustment pursuant to and in accordance with the terms and conditions thereof).
- [F4]The warrants have no expiration date.
Documents
Issuer
Senseonics Holdings, Inc.
CIK 0001616543
Entity typeother
IncorporatedJapan
Related Parties
1- filerCIK 0001831357
Filing Metadata
- Form type
- 4
- Filed
- Mar 14, 8:00 PM ET
- Accepted
- Mar 15, 5:56 PM ET
- Size
- 11.0 KB