SEC Form 4 · accession 0000899243-18-013760
Purple Innovation, Inc. · PRPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
COLISEUM CAPITAL PARTNERS, L.P.
Director · 10% Owner
Coliseum Capital, LLC
Director · 10% Owner
Coliseum Capital Management, LLC
Director · 10% Owner
Christopher S Shackelton
Director · 10% Owner
Adam Gray
Director · 10% Owner
Coliseum Co-Invest Debt Fund, L.P.
Director · 10% Owner
Period of report
May 18, 2018
Accepted (ET)
May 22, 2018 · 9:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001643953
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock,("Common Stock")F1,F2 | May 18, 2018 | P | 317,673 | $6.40 | A | 5,611,423 | I | See footnotes |
| Common StockF1,F2,F3,F4 | May 18, 2018 | A | 7,645 | $0.00 | A | 5,619,068 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Public Warrants (right to buy)F1,F2,F5 | — | May 18, 2018 | P | 1,200,000 | A | May 18, 2018 | Feb 2, 2023 | Common Stock | 600,000 | 1,200,000 | I |
| Public Warrants (right to buy)F1,F2,F5 | — | May 21, 2018 | P | 771,073 | A | May 21, 2018 | Feb 2, 2023 | Common Stock | 385,536 | 1,971,073 | I |
| Public Warrants (right to buy)F1,F2,F6,F5 | — | May 22, 2018 | P | 675,700 | A | May 22, 2018 | Feb 2, 2023 | Common Stock | 337,850 | 2,646,773 | I |
| Private Placement Warrants (right to buy)F7,F8 | — | holding | — | — | — | — | — | Common Stock | — | 5,782,500 | I |
Explanation of responses
- F1The Common Stock is held directly by (a) Coliseum Capital Partners, L.P. ("CCP"), an investment limited partnership of which Coliseum Capital, LLC, a Delaware limited liability company ("CC"), is general partner and for which Coliseum Capital Management, LLC, a Delaware limited liability company ("CCM"), serves as investment adviser and (b) a separate account investment advisory client of CCM (the "Separate Account").
- F2Christopher Shackelton ("Shackelton") and Adam Gray ("Gray") are managers of and have an ownership interest in each of CCM and CC. Each of Shackelton, Gray, CCP, COC, the Separate Account, CC and CCM disclaims beneficial ownership of these securities except to the extent of that person's pecuniary interest therein.
- F3The Common Stock was received by Gray in connection with his service as a member of the board of directors of the Issuer. Gray has agreed that all equity awards he receives for serving as a director of the Issuer shall be issued to CCP.
- F4Following the transactions reported herein, CCP and the Separate Account directly owned 4,075,090 and 1,543,978 shares of Common Stock, respectively.
- F5Each Public Warrant provides the right to purchase one-half share of the Common Stock per Public Warrant at a price of $5.75 per half share.
- F6Following the transactions reported herein, CCP and the Separate Account directly owned 1,915,797 and 730,976 warrants purchased in the open market ("Public Warrants"), respectively.
- F7Per Securities Act Rules Compliance and Disclosure Interpretation 133.06, the Reporting Owners are voluntarily reporting on a separate line their holdings of the warrants received through a private placement (the "Private Placement Warrants"), which are of a different class than the Public Warrants. As previously reported on the Reporting Owners' Form 3 filed with the SEC on February 12, 2018, the Reporting Owners own 5,782,500 Private Placement Warrants, with each Private Placement Warrant providing the right to purchase one-half share of the Common Stock per Private Placement Warrant at a price of $5.75 per half share. Such Private Placement Warrants are directly held as follows:
- F8(Continued from Footnote 7) (a) 2,741,337 Private Placement Warrants by CCP; (b) 2,000,000 Private Placement Warrants by Coliseum Co-Invest Debt Fund, L.P. ("COC"), an investment limited partnership of which CC is general partner and for which CCM serves as investment adviser; and (c) 1,041,163 Private Placement Warrants by the Separate Account.
Remarks
Gray is a director of the Issuer. As a result, the following persons may be deemed directors by deputization of the Issuer solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended: CCM, CC, CCP, COC, and Shackelton.