4//SEC Filing
Green Jonathan 4
Accession 0001653247-22-000161
CIK 0001653247other
Filed
Nov 16, 7:00 PM ET
Accepted
Nov 17, 4:51 PM ET
Size
12.6 KB
Accession
0001653247-22-000161
Insider Transaction Report
Form 4
Green Jonathan
Director
Transactions
- Sale
Common Stock
2022-11-16$0.12/sh−11,103$1,331→ 13,839,121 total(indirect: See Footnote) - Gift
Common Stock
2022-10-17−19,779→ 0 total - Sale
Common Stock
2022-11-15$0.12/sh−358,076$42,933→ 13,850,224 total(indirect: See Footnote) - Sale
Common Stock
2022-11-17$0.11/sh−85,494$9,772→ 13,753,627 total(indirect: See Footnote)
Holdings
- 2,802,509(indirect: See Footnote)
Convertible Promissory Notes
Exercise: $7.95From: 2018-11-15Exp: 2024-05-15→ Common Stock (2,802,509 underlying)
Footnotes (4)
- [F1]Mr. Green is a managing member and controlling person of Lugard Road Capital GP, LLC, the general partner of Lugard Road Capital Master Fund, LP ("Lugard Road Master"), which is an investment fund affiliated with Luxor Capital Group, LP ("Luxor Capital"). Mr. Green disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
- [F2]This transaction represents a charitable donation. This is not a market transaction, thus no price has been reported. No value was received for the donated shares.
- [F3]On November 15, 2018, $60,000,000 in aggregate principal amount of convertible promissory notes (the "Notes") were issued to Luxor Capital, $31,574,000 of which was issued to Lugard Road Master. The Notes currently bear interest at a rate of 4.5% per annum, paid quarterly (up to 33.3% as payment-in-kind if elected by Waitr Holdings Inc.), and will mature on May 15, 2024. As of November 16, 2022, the outstanding aggregate principal amount of the Notes totaled $42,338,530, of which $22,279,945 was issued to Lugard Road Master. Upon maturity, the Notes (and any accrued but unpaid interest) will be repaid in cash or converted into shares of common stock, at the holder's election. At any time, at the holder's election, each Note may be converted in whole or in part into shares of common stock at a rate of $7.95 per share. Pursuant to the Conversion Agreement dated July 22, 2022, the noteholders are permitted to convert up to $6,750,000 of principal into stock at a share price of $0.25.
- [F4]Securities are held directly by Lugard Road Master. Mr. Green disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
Documents
Issuer
Waitr Holdings Inc.
CIK 0001653247
Entity typeother
Related Parties
1- filerCIK 0001758916
Filing Metadata
- Form type
- 4
- Filed
- Nov 16, 7:00 PM ET
- Accepted
- Nov 17, 4:51 PM ET
- Size
- 12.6 KB