1. Name and Address of Reporting Person * |
Gotham Green Partners LLC |
|
2. Date of Event Requiring Statement (Month/Day/Year) 02/08/2021 |
3. Issuer Name and Ticker or Trading Symbol iANTHUS CAPITAL HOLDINGS, INC. [ITHUF]
|
1437 4TH STREET |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director |
__X__ 10% Owner |
_____ Officer (give title below) |
_____ Other (specify below) |
|
|
5. If Amendment, Date Original Filed(Month/Day/Year)
|
SANTA MONICA, CA 90401 |
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
|
Table I - Non-Derivative Securities Beneficially Owned |
|
1.Title of Security (Instr. 4) |
2. Amount of Securities Beneficially Owned (Instr. 4) |
3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) |
4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Shares
|
2,762,646
|
I
(1)
|
By Gotham Green Credit Partners SPV 1, L.P. See footnote 1.
|
Common Shares
|
1,082,759
|
I
|
By Gotham Green Fund 1 (Q), L.P. See footnote 1.
|
Common Shares
|
270,646
|
I
|
By Gotham Green Fund 1, L.P. See footnote 1.
|
|
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Convertible Debenture
|
(2)
|
05/14/2021(3)
|
Common Shares
|
9,533,773
(4)
|
$
3.08
|
I
|
By Gotham Green Credit Partners SPV 1, L.P. See footnote 1.
|
Convertible Debenture
|
(2)
|
05/14/2021(3)
|
Common Shares
|
3,115,360
(4)
|
$
3.08
|
I
|
By Gotham Green Fund 1 (Q), L.P. See footnote 1.
|
Convertible Debenture
|
(2)
|
05/14/2021(3)
|
Common Shares
|
778,717
(4)
|
$
3.08
|
I
|
By Gotham Green Fund 1, L.P. See footnote 1.
|
Convertible Debenture
|
(2)
|
05/14/2022(3)
|
Common Shares
|
10,649,528
(4)
|
$
1.6104
|
I
|
By Gotham Green Partners SPV V, L.P. See footnote 1 .
|
Convertible Warrant
|
(2)
|
05/14/2021(3)
|
Common Shares
|
4,735,964
|
$
3.6
|
I
|
By Gotham Green Credit Partners SPV 1, L.P. See footnote 1.
|
Convertible Warrant
|
(2)
|
05/14/2021(3)
|
Common Shares
|
1,547,575
|
$
3.6
|
I
|
By Gotham Green Fund 1 (Q), L.P. See footnote 1.
|
Convertible Warrant
|
(2)
|
05/14/2021(3)
|
Common Shares
|
386,833
|
$
3.6
|
I
|
By Gotham Green Fund 1, L.P. See footnote 1.
|
Note
|
(2)
|
05/14/2021(3)
|
Common Shares
|
4,232,937
(4)
|
$
1.89
|
I
|
By Gotham Green Fund 1 (Q), L.P. See footnote 1.
|
Note
|
(2)
|
05/14/2021(3)
|
Common Shares
|
1,058,069
(4)
|
$
1.89
|
I
|
By Gotham Green Fund 1, L.P. See footnote 1.
|
Note
|
(2)
|
05/14/2021(3)
|
Common Shares
|
4,515,185
(4)
|
$
1.89
|
I
|
By Gotham Green Fund II (Q), L.P. See footnote 1.
|
Note
|
(2)
|
05/14/2021(3)
|
Common Shares
|
775,820
(4)
|
$
1.89
|
I
|
By Gotham Green Fund II, L.P. See footnote 1.
|
Tranche B Warrant
|
(2)
|
09/30/2022(3)
|
Common Shares
|
2,030,520
|
$
1.97
|
I
|
By Gotham Green Fund 1 (Q), L.P. See footnote 1.
|
Tranche B Warrant
|
(2)
|
09/30/2022(3)
|
Common Shares
|
507,551
|
$
1.97
|
I
|
By Gotham Green Fund 1, L.P. See footnote 1.
|
Tranche B Warrant
|
(2)
|
09/30/2022(3)
|
Common Shares
|
2,165,914
|
$
1.97
|
I
|
By Gotham Green Fund II (Q), L.P. See footnote 1.
|
Tranche B Warrant
|
(2)
|
09/30/2022(3)
|
Common Shares
|
372,157
|
$
1.97
|
I
|
By Gotham Green Fund II, L.P. See footnote 1.
|
Warrant
|
(2)
|
05/14/2021(3)
|
Common Shares
|
2,762,646
|
$
3.86
|
I
|
By Gotham Green Credit Partners SPV 1, L.P. See footnote 1.
|
Warrant
|
(2)
|
05/14/2021(3)
|
Common Shares
|
902,753
|
$
3.86
|
I
|
By Gotham Green Fund 1 (Q), L.P. See footnote 1.
|
Warrant
|
(2)
|
05/14/2021(3)
|
Common Shares
|
225,652
|
$
3.86
|
I
|
By Gotham Green Fund 1, L.P. See footnote 1.
|
Warrant
|
(2)
|
12/22/2022(3)
|
Common Shares
|
5,120,097
|
$
1.6748
|
I
|
By Gotham Green Partners SPV V, L.P. See footnote 1.
|
* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
Gotham Green Partners, LLC is the SEC registered investment adviser to the Gotham funds. Gotham Green GP 1, LLC is the general partner of Gotham Green Fund 1, L.P. and Gotham Green Fund 1 (Q) L.P. Gotham Green GP II, LLC is the general partner of Gotham Green Fund II, L.P. and Gotham Green Fund II (Q), L.P. Gotham Green Credit Partners GP 1, LLC is the general partner of Gotham Green Credit Partners SPV 1, L.P. Gotham Green Partners SPV V GP, LLC is the general partners of Gotham Green Partners SPV V, L.P. |
(2) |
Currently exercisable. |
(3) |
Maturity or expiration date, as applicable, may be extended by Issuer for an additional 12 months. As a result of an event of default on the debenture or note, the maturity date has been accelerated. |
(4) |
Represents the number of shares that may be issued upon exercise of an Exchange Warrant, which effects the exchange of the principal amount of the debenture or note for common shares. The debenture or note carries an interest rate of 13% per annum and a 16% default rate. Accrued interest and fees may also be converted into common shares at the holder's option. |