SEC Form 4 · accession 0001209191-18-056825
Skye Bioscience, Inc. · SKYE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Emerald Health Sciences Inc.
10% Owner
Period of report
Nov 1, 2018
Accepted (ET)
Nov 1, 2018 · 6:45 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001516551
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 7% Convertible DebtF1 | $0.40 | Nov 1, 2018 | J | — | A | — | — | Common Stock | 5,000,000 | — | D |
| Warrant (Right to Buy)F3,F2 | $0.50 | Nov 1, 2018 | J | 2,500,000 | A | — | — | Common Stock | 2,500,000 | 2,500,000 | D |
Explanation of responses
- F1Represents an advance of $2,000,000 (the "Advance") made by the Reporting Person to the Issuer pursuant to a Multi-Draw Credit Agreement, between the Issuer and the Reporting Person (the "Agreement"). The Advance is convertible into shares of the Issuer's common stock, par value $0.001 per share ("Common Stock"), at the Reporting Person's option, in whole or in part, at any time after issuance. The conversion price of $.40 per share of Common Stock will be subject to adjustment for stock dividends, stock splits, dilutive securities issuances and other customary adjustment events. The maturity date is the earlier of (a) October 5, 2022 and (b) the date on which all amounts under the Agreement shall become due and payable.
- F2The common stock purchase warrant (the "Warrant") was issued to the reporting person in connection with the Advance pursuant to the Agreement. The Warrant is exercisable at the Reporting Person's option, in whole or in part, at any time after issuance. The expiration date is 5 years from the issuance of the Warrant. The Warrant shall continue to be exercisable notwithstanding the repayment in full of the Advance.
- F3Represents 50% of the number of shares issuable upon conversion of the Advance.