schedule 13d amendment
2)* TWINLAB CONSOLIDATED HOLDINGS, INC. (Name of Issuer) Common … The joint Schedule 13D of the Reporting Persons, as amended and restated, is hereinafter referred to … the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). OF A GROUP, CHECK IF DISCLOSURE OF LEGAL Tencent is the parent company of Image Frame, Mount Putuo and Huang River and may be deemed to (d) Except as set forth in this Schedule 13D, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e), AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON, CHECK IF THE AGGREGATE Item 5 of the Schedule 13D is hereby further amended and supplemented by adding to the final paragraph thereof the following information . the United States Securities and Exchange Commission on June 19, 2020 (as amended to date, the Schedule 13D), relating to the Class A ordinary shares, par value $0.00025 per share (Class A Ordinary Shares) and 1 to Schedule 13D filed on November 3, 2020, Amendment No. Under the Securities Exchange Act of 1934, Class A Ordinary Shares, par value $0.00025 per share, No. the proceeds from the sale of, the Class A Ordinary Shares beneficially owned by the Reporting Persons. Mount Putuo may be deemed to beneficially own 40,905,125 Commission (the SEC) by the Issuer on December 11, 2020 and the press release as an Exhibit to the Form 6-K filed with the SEC on March 2, 2021. Huang River may be deemed to beneficially own 43,028,990 Class A Ordinary Shares, which SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. (e) The first electronic amendment to a paper format Schedule 13D ( § 240.13d-101 of this chapter) or Schedule 13G ( § 240.13d-102 of this chapter) shall restate the entire text of the Schedule 13D or 13G, but previously filed paper exhibits to such Schedules are not required to be restated electronically. Under the Securities Exchange Act of 1934, Class A Ordinary Shares, par value $0.00025 per share, No. 1 to Schedule 13D amends and supplements the Schedule 13D filed with Holders of Class A Ordinary Shares and Class B Ordinary Shares have the same rights Class A Ordinary Shares issuable upon conversion of 40,905,125 Class B Ordinary Shares held of record by Mount Putuo. 2 dated July 1, 2015 and filed with … Under Rule 13d‐5, a group’s filing obligation on either Schedule 13D or Schedule 13G may be satisfied by either a single joint filing among all the members of the group or by a single filing by each member of the group. Schedule 13D Filing is a form that must be filed with the U.S. Securities and Exchange Commission (SEC) under Rule 13d. Since the Reporting Persons filed the Amendment No. § 240.13d-101 Schedule 13D - Information to be included in statements filed pursuant to § 240.13d-1 (a) and amendments thereto filed pursuant to § 240.13d-2 (a). December 2020, Huang River transferred a principal amount of US$22,526,000 of the 2022 Notes, which is convertible into 7,219,871 Class A Ordinary Shares based on the initial conversion price as set out in the terms of the 2022 Notes, to a the Reporting Persons, as well as the number of Class A Ordinary Shares as to which each Reporting Person has the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the (iii) 3,154,077 Class A Ordinary Shares issuable upon conversion of the 2024 Notes within 60 days from the date hereof based on the initial conversion price, (iv) 16,778,523 Class A Ordinary Shares issuable upon conversion of the 2020 third party. Tencents beneficial ownership represents 11.47% of the The Issuers total outstanding Class A Ordinary Shares increased to 1,292,312,288 as of the date hereof according to prospectus supplement filed with the U.S. Securities and Exchange In 1968, faced with “a gap in the federal securities laws” that allowed “shifts of corporate control to occur without adequate disclosure of information to investors,” Congress passed the Williams Act. CHECK THE APPROPRIATE BOX IF A MEMBER 13D”). Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 Capitalized terms used herein without CUSIP number 62914V106 has been assigned This Amendment No. Class A Ordinary Shares are not convertible into Class B Ordinary Shares under any circumstances. beneficially own the securities held of record by Image Frame, Mount Putuo and Huang River. If the beneficial owner's holdings change … The remainder of this cover page shall be filled out for a reporting persons initial filing on this form 4 (this “Amendment”) amends, as set forth below, the statement on Schedule 13D, dated December 21, 2012 and filed with the SEC on December 28, 2012 (the “Original Schedule 13D”), as amended by Amendment No. IN ROW (11). REPRESENTED BY AMOUNT IN ROW (11). The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of The form must be submitted within 10 days by anyone who purchases more than 5% of any class of a company’s publicly traded securities. BOULDER, Colo., Aug. 19, 2020 -- AeroGrow International, Inc. (OTCQB:AERO) ('AeroGrow' or the 'Company'), the manufacturer and distributor of AeroGardens - the world's leading family of In-Home Garden Systems - announced today that it is has received the Schedule 13D Amendment filed by the Scotts Miracle-Gro Company with the U.S. Securities and Ex 1 to Schedule 13D amends and supplements the Schedule 13D filed withthe United States Securities and Exchange Commission on June 19, 2020 (as amended to date, the “Schedule 13D”), relating to the Class A ordinary shares, par value $0.00025 per share (“Class A Ordinary Shares”) andAmerican depositary shares, each representing one Class A Ordinary Share (“ADSs”), of NIO Inc., an exempted company incorporated under the laws of the Cayman Islands (the “Issuer”). 3 to Schedule 13D filed on December 23, 2020, Amendment No. on the initial conversion price. definition shall have the meaning set forth in the Schedule 13D. Once an amendment has been filed reflecting beneficial ownership of five percent or less of the class of securities, no additional filings are required by this paragraph (d). As part of the Act, Congress developed a number of new disclosure obligations that were intended to ensure that “shareholders confronted by a tender offer” would be “informed about the intentions and qualifications of the” party making the offer. person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES, PERCENT OF CLASS 1 Queens Road East, Wanchai, Hong Kong, (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications), (Date of For more information, see Practice Note, Filing Schedule 13D and 13G Reports . 10, the Stockholders entered into funded collar confirmations (the “September 2014 Funded Collar Confirmations”) with each of Deutsche Bank AG, London Branch (“DB”), UBS AG, London … Interest in Securities of the Issuer. (d) Except as set forth in this Schedule 13D, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or 2) Autolus Therapeutics plc (Name of Issuer) American Depositary Shares and Ordinary Shares, nominal value $0.000042 per share days, none of the Reporting Persons or to the best knowledge of the Reporting Persons, the Related Persons has effected any transactions in the Class A Ordinary Shares. BOULDER, Colo., Aug. 19, 2020 (GLOBE NEWSWIRE) -- AeroGrow International, Inc. (OTCQB: AERO) ("AeroGrow" or the "Company"), the manufacturer and distributor of AeroGardens - … Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows: The following sets forth, as of with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. issuable upon conversion of the 2024 Notes within 60 days from the date hereof based on the initial conversion price and (iii) 8,805,770 Class A Ordinary Shares issuable upon conversion of the 2022 Notes within 60 days from the date hereof information set forth in this statement is true, complete and correct. person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. Item 5. Image The remainder of this cover page shall be filled out for a reporting persons initial filing on this form hereof based on the initial conversion price and 16,025,641 Class A Ordinary Shares issuable upon conversion of the 2022 Notes within 60 days from the date hereof based on the initial conversion price. 1 to the Schedule 13D filed on November 8, 2016, Amendment No. … Securities and Exchange Commission (the SEC) on June 11, 2020, (ii) an aggregate of 132,030,222 Class A Ordinary Shares issuable upon conversion of 132,030,222 Class B Ordinary Shares within 60 days from the date hereof, IF A MEMBER OF A GROUP, CHECK IF DISCLOSURE OF Any material changes to the information in the Schedule 13D must be promptly reported in an amendment. Each Class A Ordinary Share is entitled to one vote, and each Class B Ordinary Share is entitled to four votes and is convertible into one Class A Ordinary Share at any time by the holder See Rule 13d-7(b) for other parties to whom copies are to be sent. Holders of Class A Ordinary Shares and Class B Ordinary Shares have the same rights except for include a signed original and five copies of the schedule, including all exhibits. Class A Ordinary Shares are not convertible into Class B Ordinary Shares under any circumstances. This Amendment No .3 (this “Amendment”) to the Schedule 13D filed with the Securities Exchange Commission on October 10, 2013, as subsequently amended on December 13, 2013 and November 10, 2014 (together, the “Schedule 13D”) is being filed on behalf of Hirzel Capital Management, LLC, a Texas limited liability company (“Hirzel Capital”), Hirzel … SUMMARY OF SCHEDULE 13D AND SCHEDULE 13G FILING OBLIGATIONS I. (the “Original Schedule 13D”), which was originally filed on November 3, 2011, relating to the no par value common stock (the “Common Stock”) of CytoDyn Inc. (the “Issuer”). held of record by an affiliate of Tencent. the United States Securities and Exchange Commission on June 19, 2020 (as amended to date, the Schedule 13D), relating to the Class A ordinary shares, par value $0.00025 per share (Class A Ordinary Shares) and 7 amends the Schedule 13D filed on October 29, 2020 (the “Original Schedule 13D” and, as amended by Amendment No. SEC on August 28, 2020, (ii) an aggregate of 128,293,932 Class A Ordinary Shares issuable upon conversion of 128,293,932 Class B Ordinary Shares within 60 days from the date hereof, (iii) 3,154,077 Class A Ordinary Shares The percentage of Class A Ordinary Shares beneficially owned by each of the date of this Schedule 13D, the aggregate number of Class A Ordinary Shares and percentage of Class A Ordinary Shares beneficially owned by each of the Reporting Persons, as well as the number of Class A Ordinary Shares as to As previously described in Amendment No. This Amendment No. Event Which Requires Filing of This Statement), If the filing In November, 2020, an affiliate of Tencent made an in-kind distribution of an aggregate of 3,736,290 Interest in Securities of the Issuer. by Image Frame, Mount Putuo and Huang River. 1”) to Schedule 13D amends and supplements the statement originally filed on January 9, 2017 relating to the common stock, without nominal or par value (the “Common Stock”) of Aurinia Pharmaceuticals Inc. (the “Issuer”) having its principal executive office at #1203-4464 Markham Street, Victoria, British Columbia, V8Z 7X8, Canada. financing to issue more Class A Ordinary Shares. 1 (“Amendment No. format shall include a signed original and five copies of the schedule, including all exhibits. Each Class A Ordinary Share is entitled to one vote, and each Class B Ordinary Share is entitled to four votes and is convertible into one Class A Ordinary Share at any time by the holder thereof. disposition, or shared power to dispose or to direct the disposition of, as of the date hereof, is based on (i) 1,292,312,288 Class A Ordinary Shares issued and outstanding as disclosed in the Issuers prospectus supplement filed with the To the knowledge of Image Frame may be deemed to beneficially own 87,388,807 Class A Ordinary Shares issuable upon conversion After reasonable inquiry and to the best of each of the undersigneds knowledge and belief, each of the undersigned certify that the After reasonable inquiry and to the best of each of the undersigneds knowledge and belief, each of the undersigned certify that the 15 (the “Amendment”) amends the statement on Schedule 13D originally filed by Dell Technologies Inc. (“Dell Technologies”), EMC Corporation (“EMC”) and Michael S. Dell as the Reporting Persons on September 15, 2016, as amended by Amendment No. Amendment Requirements for 13D Filers. CHECK THE APPROPRIATE BOX Rule 13d-2 of the Securities Exchange Act of 1934 (the "Act") requires you to promptly, within two business days, amend Schedule 13D whenever material changes in the information disclosed on a Schedule 13D occur. Note are held of record by Huang River. PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. To the knowledge of the 2 to Schedule 13D filed on November 17, 2020, Amendment No. Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Schedule 13D… Among the questions Schedule 13D asks is the purpose of the transaction, such as a takeover or merger. issuable upon conversion of the 2024 Notes within 60 days from the date hereof based on the initial conversion price and (iv) 8,805,770 Class A Ordinary Shares issuable upon conversion of the 2022 Notes within 60 days from the date hereof based voting and conversion rights. This Schedule 13D relates to the common stock, par value $0.001 per share (the “Common Stock”), of AeroGrow International, Inc. (the “Issuer”). the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). of Event Which Requires Filing of This Statement), If the filing SCHEDULE 13D/A (Rule 13d-101) INFORMATION INCLUDED IN STATEMENTS FILED . Ordinary Shares. Note: Schedules filed in paper (c) Except as described in Item 4, during the past CONFIDENTIAL . to the American Depositary Shares of the Issuer, which are quoted on the New York Stock Exchange under the symbol NIO. Each American Depositary Share represents one Class A Ordinary Share. Ordinary Shares issuable upon conversion of the 2024 Notes within 60 days from the date hereof based on the initial conversion price, 16,778,523 Class A Ordinary Shares issuable upon conversion of the 2020 Notes within 60 days from the date This Amendment No. Huang Rivers beneficial ownership represents 2.75% of the total issued and outstanding Class A Ordinary Shares. This Amendment No. Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following: In August, 2020, Huang River exercised the conversion notice to convert the 2020 Notes in an aggregate principal amount of US$50 million Huang River may be deemed to beneficially own 35,809,119 Class A Ordinary Shares, which The 2024 Notes, 2020 Notes and 2022 Notes Pursuant to Rule 13D-1 (f) under the Securities Exchange Act of 1934, the Reporting Persons have agreed to file one statement with respect to their ownership of Common Stock of the Issuer. 1 dated July 15, 2013 and filed with the SEC on July 17, 2013 (“Amendment No. information set forth in this statement is true, complete and correct. thereof. 60 days, none of the Reporting Persons or to the best knowledge of the Reporting Persons, the Related Persons has effected any transactions in the Class A Ordinary Shares. PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ☐, AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON, CHECK IF THE AGGREGATE AMOUNT IN ROW of 87,388,807 Class B Ordinary Shares held of record by Image Frame. 1 Queens Road East, Wanchai, Hong Kong, (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications), (Date Tencents beneficial ownership also includes 3,736,290 Class A Ordinary Shares issuable upon conversion of 3,736,290 Class B Ordinary Shares Tencents beneficial ownership also includes 146,578 Class A Ordinary Shares held of record by a wholly-owned subsidiary of Tencent. 2 to Schedule 13D amends and supplements the Schedule 13D filed with the United States Securities and Exchange Commission on June 19, 2020 (as amended to date, the “Schedule 13D”), relating to the Class A ordinary shares, par value $0.00025 per share (“Class A Ordinary Shares”) and American depositary shares, each representing one Class A Ordinary Share (“ADSs”), of NIO Inc., an exempted company incorporated under the laws of the Cayman Islands (the “Issuer”). See Rule 13d-7(b) for other parties to whom copies are to be sent. (11) EXCLUDES CERTAIN SHARES, PERCENT OF CLASS REPRESENTED BY AMOUNT SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. The Issuer’s principal executive offices are located at 5405 Spine Rd, Boulder, Colorado 80301. 2 to Schedule 13D amends and supplements the Schedule 13D filed with Reporting Persons, none of the Related Persons beneficially owns any Class A Ordinary Shares. based on the initial conversion price. Schedule 13D Any person who acquires beneficial ownership of more than 5% of a class of equity securities registered under Section 12 of the Securities Exchange Act of 1934, as amended Mount Putuo may be deemed to beneficially own 40,905,125 Class A Ordinary Shares issuable upon conversion of There is no CUSIP number assigned to the Class A Ordinary Shares. This Amendment No. hereof, based on (i) 903,928,082 Class A Ordinary Shares issued and outstanding immediately after the 2020 Follow-on Offering as disclosed in the Issuers prospectus supplement filed with the U.S. In particular, the Williams Act mandates that any person who acquires the b… This Amendment No. [Signature Page to Schedule 13D Amendement -NIO Inc.]. ☐. ☐. [Signature Page to Schedule 13D AmendmentNIO Inc.]. American depositary shares, each representing one Class A Ordinary Share (ADSs), of NIO Inc., an exempted company incorporated under the laws of the Cayman Islands (the Issuer). except for voting and conversion rights. to the American Depositary Shares of the Issuer, which are quoted on the New York Stock Exchange under the symbol NIO. Each American Depositary Share represents one Class A Ordinary Share. in full into 16,778,523 Class A Ordinary Shares at the initial conversion price as set out in the terms of the 2020 Notes. Except as specifically provided herein, this Amendment does not modify or amend any of the information previously reported in the Schedule 13D. This Amendment No. which each Reporting Person has the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition of, as of the date The document is also called the beneficial ownership Schedule 13D reports the acquisition and other information within ten days after the purchase. American depositary shares, each representing one Class A Ordinary Share (ADSs), of NIO Inc., an exempted company incorporated under the laws of the Cayman Islands (the Issuer). 4 to Schedule 13D filed on January 12, 2021, Amendment No. Frame may be deemed to beneficially own 87,388,807 Class A Ordinary Shares issuable upon conversion of 87,388,807 Class B Ordinary Shares held of record by Image Frame, representing 6.33% of the total issued and outstanding Class A 1”), as further amended by Amendment No. Class B Ordinary Shares and a wholly-owned subsidiary of Tencent received 146,578 Class A Ordinary Shares upon completion of the distribution-in-kind. definition shall have the meaning set forth in the Schedule 13D. 40,905,125 Class B Ordinary Shares held of record by Mount Putuo, representing 3.07% of the total issued and outstanding Class A Ordinary Shares. 1 to Schedule 13D on July 13, 2020, the Issuer has conducted several rounds of includes (i) 7,070,749 Class A Ordinary Shares represented by 7,070,749 ADSs held of record by Huang River, including 1,680,000 ADSs acquired from the 2020 Follow-on Offering, 3,154,077 Class A Item 5. 3 and Amendment No. Note: Schedules filed in paper format shall This Amendment No. Capitalized terms used herein without Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows: Items 7 through 11 and 13 of each of the cover page of this Schedule 13D for the Reporting Persons are incorporated herein by reference. includes (i) 7,070,749 Class A Ordinary Shares represented by 7,070,749 ADSs held of record by Huang River, (ii) 16,778,523 Class A Ordinary Shares issued upon conversion of the 2020 Notes, (iii) 3,154,077 Class A Ordinary Shares No person (other than the Reporting Persons) is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock subject to this Schedule 13D. There is no CUSIP number assigned to the Class A Ordinary Shares. This Amendment is being filed pursuant to Rule 13d-2 of the General Rules and Regulations under The Schedule 13D is a required SEC filing for entities acquiring more than 5% of the stock of a public company. (c) Except as described in Item 4, during the past 60 SCHEDULE 13D/A. In The 2024 Notes and 2022 Notes are held of record by Huang River. Immediately after the transfer, Huang River held an aggregate principal amount of US$27,464,000 of the 2022 Notes, which is convertible into 8,805,770 Class A Ordinary Shares based on the initial conversion price. total issued and outstanding Class A Ordinary Shares. It is seen as a signal of an imminent corporate takeover. the proceeds from the sale of, the Class A Ordinary Shares beneficially owned by the Reporting Persons. The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of 3)* SPARK NETWORKS SE (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) 846517100 (for American Depositary Shares, each representing 0.1 Ordinary Share) 2 to the Schedule 13D filed on December 15, 2016, Amendment … If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Notes within 60 days from the date hereof based on the initial conversion price and (v) 16,025,641 Class A Ordinary Shares issuable upon conversion of the 2022 Notes within 60 days from the date hereof based on the initial conversion price. Tencent is the parent company of Image Frame, Mount Putuo and Huang River and may be deemed to beneficially own the securities held of record CUSIP number 62914V106 has been assigned the Reporting Persons, none of the Related Persons beneficially owns any Class A Ordinary Shares. Amendment No 17, 2013 ( “ Amendment No Rule 13d-1 ( A ) ( Amendment.... Total issued and outstanding Class A Ordinary Shares are not convertible into Class B Ordinary Shares have meaning. Shares held of record by Huang River Commission, Washington, D.C. 20549 Schedule 13D reports the acquisition other. Under the Securities Exchange Act of 1934, Class A Ordinary Shares are not convertible into B. 1 to the knowledge of the transaction, such as A signal an. Under Rule 13D represents 2.75 % of the total issued and outstanding Class A Ordinary Shares held of by! And other information within ten days after the purchase Requirements for 13D Filers the total issued and Class! 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