3//SEC Filing
Post Road Special Opportunity Fund II Offshore LP 3
Accession 0001213900-21-016028
CIK 0001014052other
Filed
Mar 16, 8:00 PM ET
Accepted
Mar 17, 12:39 PM ET
Size
7.0 KB
Accession
0001213900-21-016028
Insider Transaction Report
Form 3
Holdings
Warrant (right to buy)
Exp: 2030-11-17→ Common Stock (26,190,054 underlying)
Footnotes (3)
- [F1]The Warrant was originally issued by Digerati Technologies, Inc. (the "Issuer") to Post Road Special Opportunity Fund II LP (the "Fund") on November 17, 2020, was exercisable at any time at the holder's election into 107,701,179 shares of the Issuer's common stock, par value $0.001 per share ("Common Stock"), at an exercise price of $0.01 per share, and had an expiration date of November 17, 2030. On March 15, 2021, the Fund assigned to Post Road Special Opportunity Fund II Offshore LP (the "Reporting Person") approximately 24.32% of the Warrant, which portion of the Warrant is exercisable into 26,190,054 shares of Common Stock at any time at the holder's election, at an exercise price of $0.01 per share, and has an expiration date of November 17, 2030.
- [F2]The approximately 24.32% of the Warrant was so assigned by the Fund to the Reporting Person for consideration equal to that which the Fund originally paid to the Issuer for such portion of the Warrant and, as a result, that there was no profit in connection with such assignment for the purposes of Section 16 and the rules promulgated thereunder.
- [F3]Post Road SOF GP II LLC (the "General Partner") is the General Partner of each of the Fund and the Reporting Person. Post Road Group LP (the "Manager") is the manager and investment advisor of each of the Fund and the Reporting Person. The General Partner and the Manager may be deemed to have an indirect beneficial ownership with respect to the securities held by the Fund and the Reporting Person. Michael Bogdan and Kevin C. Davis (the "Managing Partners") are the Managing Partners of each of the General Partner and the Manager, through which the Managing Partners may be deemed to have an indirect beneficial ownership with respect to the securities held by the Fund and the Reporting Person. The Fund, the General Partner, the Manager and the Managing Partners have filed a Form 4 with the Securities and Exchange Commission on the date hereof with respect to its disposition of a portion of the Warrant, as described herein.
Documents
Issuer
Digerati Technologies, Inc.
CIK 0001014052
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001851413
Filing Metadata
- Form type
- 3
- Filed
- Mar 16, 8:00 PM ET
- Accepted
- Mar 17, 12:39 PM ET
- Size
- 7.0 KB