SEC Form 4 · accession 0000899243-18-014795
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 30, 2018
Accepted (ET)
Jun 1, 2018 · 7:13 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,F3,F4 | May 31, 2018 | P | 51,396 | $7.85 | A | 5,670,464 | 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)F5,F2,F3,F6 | — | May 30, 2018 | P | 124,508 | A | May 30, 2018 | Feb 2, 2023 | Common Stock | 62,254 | 2,771,281 | I |
| Public Warrants (right to buy)F7,F2,F3,F6,F8 | — | May 31, 2018 | P | 72,997 | A | May 31, 2018 | Feb 2, 2023 | Common Stock | 36,498 | 2,844,278 | I |
| Private Placement Warrants (right to buy)F9,F10 | — | holding | — | — | — | — | — | Common Stock | — | 5,782,500 | I |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.56 to $7.95, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission ("SEC"), upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- F10(Continued from Footnote 9) (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.
- F2The securities are 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").
- F3Christopher 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.
- F4Following the transactions reported herein, CCP and the Separate Account directly owned 4,112,304 and 1,558,160 shares of Common Stock, respectively.
- F5The price reported in Column 8 is a weighted average price. These Public Warrants were purchased in the public market ("Public Warrants") in multiple transactions at prices ranging from $0.515 to $0.530, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the SEC, upon request, full information regarding the number of Public Warrants purchased at each separate price within the range set forth in this footnote.
- F6Each 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.
- F7The price reported in Column 8 is a weighted average price. These Public Warrants were purchased in multiple transactions at prices ranging from $.520 to $0.600, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the SEC, upon request, full information regarding the number of Public Warrants purchased at each separate price within the range set forth in this footnote.
- F8Following the transactions reported herein, CCP and the Separate Account directly owned 2,058,761 and 785,517 Public Warrants, respectively.
- F9Per 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:
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.