Filing Details

Accession Number:
0001800329-24-000001
Form Type:
4
Zero Holdings:
No
Publication Time:
2024-05-07 20:15:42
Reporting Period:
2024-02-22
Accepted Time:
2024-05-07 20:15:42
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1522222 Cls Holdings Usa Inc. CLSH Retail-Miscellaneous Retail (5900) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1800329 Ltd Pty Partners Investment Tribeca Level 23, 1 O'Connell Street
Sydney C3 2000
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Shares Disposition 2024-02-22 13,174,402 $0.05 0 No 4 S Indirect Please refer to Footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect Please refer to Footnotes
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Shares Warrants Disposition 2024-02-22 454,545 $0.00 454,545 $1.65
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2022-09-15 2024-12-31 No 4 S Indirect
Footnotes
  1. Immediately before the transaction, 13,174,402 Common Shares accounted for 9.57% of the total issued shares of the Issuer.
  2. This Form 4 is being filed by Tribeca Investment Partners Pty Ltd (Investment Manager) on behalf of itself and Tribeca Global Natural Resources Fund, Tribeca Global Natural Resources Limited, and Tribeca Segregated Portfolio Company on behalf and for the account Tribeca Global Natural Resources Segregated Portfolio (Funds). Tribeca Investment Partners Pty Ltd disclaims, for the purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of its indirect pecuniary interest therein, and this report shall not be deemed an admission that the Investment Manager, is the beneficial owner of such securities for the purposes of Section 16 or for any other purposes.
  3. On February 22, 2024 (Effective Date), the Investment Manager and the Issuer entered into a Redemption Agreement for the Investment Manager to dispose of 13,174,402 Common Shares, 454,548 Warrants expiring December 31, 2024, and certain Second Amended and Restated Unsecured Debentures held by the Funds (Transaction). The Transaction was completed subsequent to the Effective Date.