UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. )1
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Emerald Bioscience, Inc.
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(Name of Issuer)
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Common Stock, par value $0.001 per
share
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(Title of Class of
Securities)
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July 31, 2020
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(Date
of Event Which Requires Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
1
The remainder of this cover page shall be filled out for a
reporting person’s initial filing on this form 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.
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
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).
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1 |
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NAME OF REPORTING PERSON |
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Bigger Capital Fund, LP |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b)
☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING
POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING
POWER |
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EACH |
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REPORTING |
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7,083,833 shares of
Common Stock
7,083,833 shares of
Common Stock issuable upon exercise of Warrants (See
Item 4)*
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE
POWER |
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0 |
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8 |
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SHARED DISPOSITIVE
POWER |
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7,083,833 shares of
Common Stock
7,083,833 shares of
Common Stock issuable upon exercise of Warrants (See
Item 4)*
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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7,083,833 shares of
Common Stock
7,083,833 shares of
Common Stock issuable upon exercise of Warrants (See
Item 4)*
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10 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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3.0%* |
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12 |
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TYPE OF REPORTING PERSON |
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PN |
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*
As more fully described in Item 4, the Warrants are subject to a
4.99% blocker, and the percentage set forth in row (11) constitutes
the percentage ownership of the Issuer’s outstanding Common Stock,
$.001 par value per share (the “Common Stock”) held by the
Reporting Person without reflecting for the exercise of the
Warrants. However, as more fully described in Item 4, the
securities reported in rows (6), (8) and (9) show the number of
shares of Common Stock that would be issuable upon the exercise of
all such Warrants and do not give effect to such blockers.
Therefore, the actual number of shares of Common Stock beneficially
owned by such Reporting Person, after giving effect to such
blockers, is less than the number of securities reported in rows
(6), (8) and (9).
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1 |
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NAME OF REPORTING PERSON |
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Bigger Capital Fund GP, LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b)
☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING
POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING
POWER |
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EACH |
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REPORTING |
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7,083,833 shares of
Common Stock
7,083,833 shares of
Common Stock issuable upon exercise of Warrants (See
Item 4)*
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE
POWER |
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0 |
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8 |
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SHARED DISPOSITIVE
POWER |
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7,083,833 shares of
Common Stock
7,083,833 shares of
Common Stock issuable upon exercise of Warrants (See
Item 4)*
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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7,083,833 shares of
Common Stock
7,083,833 shares of
Common Stock issuable upon exercise of Warrants (See
Item 4)*
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10 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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3.0%* |
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12 |
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TYPE OF REPORTING PERSON |
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OO |
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* As more fully described in Item 4,
the Warrants are subject to a 4.99% blocker, and the percentage set
forth in row (11) constitutes the percentage ownership of the
Issuer’s Common Stock held by the Reporting Person without
reflecting for the exercise of the Warrants. However, as more fully
described in Item 4, the securities reported in rows (6), (8) and
(9) show the number of shares of Common Stock that would be
issuable upon the exercise of all such Warrants and do not give
effect to such blockers. Therefore, the actual number of shares of
Common Stock beneficially owned by such Reporting Person, after
giving effect to such blockers, is less than the number of
securities reported in rows (6), (8) and (9).
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1 |
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NAME OF REPORTING PERSON |
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District 2 Capital Fund LP |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b)
☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING
POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING
POWER |
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EACH |
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REPORTING |
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7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE
POWER |
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0 |
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8 |
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SHARED DISPOSITIVE
POWER |
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|
7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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|
7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
|
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|
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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3.0%* |
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12 |
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TYPE OF REPORTING PERSON |
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|
PN |
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* As more fully described in Item 4,
the Warrants are subject to a 4.99% blocker, and the percentage set
forth in row (11) constitutes the percentage ownership of the
Issuer’s Common Stock held by the Reporting Person without
reflecting for the exercise of the Warrants. However, as more fully
described in Item 4, the securities reported in rows (6), (8) and
(9) show the number of shares of Common Stock that would be
issuable upon the exercise of all such Warrants and do not give
effect to such blockers. Therefore, the actual number of shares of
Common Stock beneficially owned by such Reporting Person, after
giving effect to such blockers, is less than the number of
securities reported in rows (6), (8) and (9).
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1 |
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NAME OF REPORTING PERSON |
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District 2 Capital LP |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b)
☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING
POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING
POWER |
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EACH |
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REPORTING |
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7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE
POWER |
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0 |
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8 |
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SHARED DISPOSITIVE
POWER |
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|
7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
|
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9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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|
7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
|
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|
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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3.0%* |
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12 |
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TYPE OF REPORTING PERSON |
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|
PN |
|
* As more fully described in Item 4,
the Warrants are subject to a 4.99% blocker, and the percentage set
forth in row (11) constitutes the percentage ownership of the
Issuer’s Common Stock held by the Reporting Person without
reflecting for the exercise of the Warrants. However, as more fully
described in Item 4, the securities reported in rows (6), (8) and
(9) show the number of shares of Common Stock that would be
issuable upon the exercise of all such Warrants and do not give
effect to such blockers. Therefore, the actual number of shares of
Common Stock beneficially owned by such Reporting Person, after
giving effect to such blockers, is less than the number of
securities reported in rows (6), (8) and (9).
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1 |
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NAME OF REPORTING PERSON |
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District 2 GP LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b)
☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING
POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING
POWER |
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EACH |
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REPORTING |
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|
7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
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PERSON WITH |
|
7 |
|
SOLE DISPOSITIVE
POWER |
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0 |
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8 |
|
SHARED DISPOSITIVE
POWER |
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|
|
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|
7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
|
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|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
|
|
|
|
|
|
|
|
7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
|
|
|
|
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES |
☐ |
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|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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|
3.0%* |
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|
12 |
|
TYPE OF REPORTING PERSON |
|
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|
|
|
|
|
|
|
|
|
|
OO |
|
* As more fully described in Item 4,
the Warrants are subject to a 4.99% blocker, and the percentage set
forth in row (11) constitutes the percentage ownership of all of
the Issuer’s Common Stock held by the Reporting Person without
reflecting for the exercise of the Warrants. However, as more fully
described in Item 4, the securities reported in rows (6), (8) and
(9) show the number of shares of Common Stock that would be
issuable upon the exercise of all such Warrants and do not give
effect to such blockers. Therefore, the actual number of shares of
Common Stock beneficially owned by such Reporting Person, after
giving effect to such blockers, is less than the number of
securities reported in rows (6), (8) and (9).
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1 |
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NAME OF REPORTING PERSON |
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|
District 2 Holdings LLC |
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|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
|
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|
|
(b)
☐ |
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3 |
|
SEC USE ONLY |
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|
4 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
|
|
|
|
|
|
|
|
Delaware |
|
|
NUMBER OF |
|
5 |
|
SOLE VOTING
POWER |
|
|
SHARES |
|
|
|
|
|
|
BENEFICIALLY |
|
|
|
|
0 |
|
|
OWNED BY |
|
6 |
|
SHARED VOTING
POWER |
|
|
EACH |
|
|
|
|
|
|
REPORTING |
|
|
|
|
7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
|
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|
PERSON WITH |
|
7 |
|
SOLE DISPOSITIVE
POWER |
|
|
|
|
|
|
|
|
|
|
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|
0 |
|
|
|
|
8 |
|
SHARED DISPOSITIVE
POWER |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
|
|
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
|
|
|
|
|
|
|
|
7,083,834 shares of
Common Stock
7,083,834 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
|
|
|
|
10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES |
☐ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
|
|
|
|
|
|
|
|
|
3.0%* |
|
|
|
12 |
|
TYPE OF REPORTING PERSON |
|
|
|
|
|
|
|
|
|
|
|
|
OO |
|
* As more fully described in Item 4, the Warrants are subject
to a 4.99% blocker, and the percentage set forth in row (11)
constitutes the percentage ownership of the Issuer’s Common Stock
held by the Reporting Person without reflecting for the exercise of
the Warrants. However, as more fully described in Item 4, the
securities reported in rows (6), (8) and (9) show the number of
shares of Common Stock that would be issuable upon the exercise of
all such Warrants and do not give effect to such blockers.
Therefore, the actual number of shares of Common Stock beneficially
owned by such Reporting Person, after giving effect to such
blockers, is less than the number of securities reported in rows
(6), (8) and (9).
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1 |
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NAME OF REPORTING PERSON |
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Michael Bigger |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b)
☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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USA |
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NUMBER OF |
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5 |
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SOLE VOTING
POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING
POWER |
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EACH |
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REPORTING |
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14,167,667 shares of
Common Stock*
14,167,667 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE
POWER |
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0 |
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8 |
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SHARED DISPOSITIVE
POWER |
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14,167,667 shares of
Common Stock*
14,167,667 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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14,167,667 shares of
Common Stock*
14,167,667 shares of
Common Stock issuable upon exercise of Warrants (See Item 4)*
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10 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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5.9 %* |
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12 |
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TYPE OF REPORTING PERSON |
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IN |
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* Consists of 7,083,833 shares of Common Stock owned by
Bigger Capital, 7,083,833 shares of Common Stock issuable upon
exercise of Warrants owned by Bigger Capital, 7,083,834 shares of
Common Stock owned by District 2 CF and 7,083,834 shares of Common
Stock issuable upon exercise of Warrants owned by District 2 CF. As
more fully described in Item 4, the Warrants are subject to a 4.99%
blocker, and the percentage set forth in row (11) gives effect to
such blockers. However, as more fully described in Item 4, the
securities reported in rows (6), (8) and (9) show the number of
shares of Common Stock that would be issuable upon the exercise of
all such Warrants and do not give effect to such blockers.
Therefore, the actual number of shares of Common Stock beneficially
owned by such Reporting Person, after giving effect to such
blockers, is less than the number of securities reported in rows
(6), (8) and (9).
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Item 1(a). |
Name of Issuer: |
Emerald Bioscience, Inc., a Delaware corporation (the
“Issuer”).
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Item 1(b). |
Address of Issuer’s Principal
Executive Offices: |
130
North Marina Drive
Long Beach, California 90803
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Item 2(a). |
Name of Person Filing |
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Item 2(b). |
Address of Principal Business
Office or, if None, Residence |
Bigger Capital Fund, LP (“Bigger Capital”)
175
W. Carver Street
Huntington, NY 11743
Citizenship: Delaware
Bigger Capital Fund GP, LLC (“Bigger GP”)
175
W. Carver Street
Huntington, NY 11743
Citizenship: Delaware
District 2 Capital Fund LP (“District 2 CF”)
175
W. Carver Street
Huntington, NY 11743
Citizenship: Delaware
District 2 Capital LP (“District 2”)
175
W. Carver Street
Huntington, NY 11743
Citizenship: Delaware
District 2 GP LLC (“District 2 GP”)
175
W. Carver Street
Huntington, NY 11743
Citizenship: Delaware
District 2 Holdings LLC (“District 2 Holdings”)
175
W. Carver Street
Huntington, NY 11743
Citizenship: Delaware
Michael Bigger
175
W. Carver Street
Huntington, NY 11743
Citizenship: USA
Each of the foregoing is referred to as a “Reporting Person” and
collectively as the “Reporting Persons.”
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Item 2(d). |
Title of Class of Securities: |
Common Stock, $0.001 par value (the “Common Stock”).
29102Y101
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Item 3. |
If This Statement is Filed Pursuant
to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person
Filing is a: |
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/x/ |
Not applicable. |
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(a) |
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Broker or dealer registered under Section 15 of the Exchange
Act. |
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(b) |
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Bank as defined in Section 3(a)(6) of the Exchange Act. |
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(c) |
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Insurance company as defined in Section 3(a)(19) of the Exchange
Act. |
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(d) |
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Investment company registered under Section 8 of the Investment
Company Act. |
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(e) |
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An
investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). |
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(f) |
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An
employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F). |
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(g) |
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A
parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G). |
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(h) |
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A
savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act. |
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(i) |
/
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A
church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act. |
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(j) |
/
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A
non-U.S. institution in accordance with Rule
13d-1(b)(1)(ii)(J). |
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(k) |
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Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). |
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If
filing as a non-U.S. institution in accordance with Rule
240.13d-1(b)(1)(ii)(J), please specify the type of institution:
____ |
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(a) |
Amount beneficially owned: |
As of July 31, 2020, Bigger Capital beneficially owned 7,083,833
shares of Common Stock, and an aggregate of 7,083,833 shares of
Common Stock currently issuable upon the exercise of Warrants with
an exercise price of $0.06 per share (the “Warrants”). As described
below, the Warrants contain a 4.99% beneficial ownership
limitation.
Bigger GP, as the general partner of Bigger Capital, may be deemed
to beneficially own the 7,083,833 shares of Common Stock and
7,083,833 shares of Common Stock issuable upon exercise of Warrants
beneficially owned by Bigger Capital.
As of July 31, 2020, District 2 CF beneficially owned 7,083,834
shares of Common Stock, and 7,083,834 shares of Common Stock
issuable upon the exercise of Warrants owned by District 2 CF. As
described below, the Warrants contain a 4.99% beneficial ownership
limitation.
District 2, as the investment manager of District 2 CF, may be
deemed to beneficially own the 7,083,834 shares of Common Stock
beneficially owned by District 2 CF and the 7,083,834 shares of
Common Stock issuable upon exercise of the Warrants beneficially
owned by District 2 CF.
District 2 GP, as the general partner of District 2 CF, may be
deemed to beneficially own the 7,083,834 shares of Common Stock
beneficially owned by District 2 CF and the 7,083,834 shares of
Common Stock issuable upon exercise of the Warrants beneficially
owned by District 2 CF.
District 2 Holdings, as the managing member of District 2 GP, may
be deemed to beneficially own the 7,083,834 shares of Common Stock
beneficially owned by District 2 CF and the 7,083,834 shares of
Common Stock issuable upon exercise of the Warrants beneficially
owned by District 2 CF.
Mr. Bigger, as the managing member of Bigger GP and the managing
member of District 2 Holdings, may be deemed to beneficially own
the (i) 7,083,833 shares of Common Stock beneficially owned by
Bigger Capital, (ii) 7,083,834 shares of Common Stock beneficially
owned by District 2 CF, (iii) 7,083,833 shares of Common Stock
issuable upon exercise of Warrants owned by Bigger Capital, and
(iv) 7,083,834 shares of Common Stock issuable upon exercise of
Warrants owned by District 2 CF.
The foregoing should not be construed in and of itself as an
admission by any Reporting Person as to beneficial ownership of any
shares of Common Stock owned by another Reporting Person. Each of
Bigger GP and Mr. Bigger disclaims beneficial ownership of the
shares of Common Stock beneficially owned by Bigger Capital. Each
of District 2, District 2 GP, District 2 Holdings and Mr. Bigger
disclaims beneficial ownership of the shares of Common Stock
beneficially owned by District 2 CF. The filing of this statement
shall not be construed as an admission that any such person or
entity is the beneficial owner of any such securities.
The following percentages are based on 239,541,001 shares of Common
Stock outstanding as of July 31, 2020, based on disclosure in the
Company’s Prospectus Supplement filed with the Securities and
Exchange Commission on August 3, 2020 and other information.
As of the close of business on July 31, 2020, (i) each of Bigger
Capital and Bigger GP may be deemed to beneficially own
approximately 3.0% of the outstanding shares of Common Stock, (ii)
each of District 2 CF, District 2, District 2 GP and District 2
Holdings may be deemed to beneficially own 3.0% of the outstanding
shares of Common Stock and (iii) Mr. Bigger may be deemed to
beneficially own approximately 5.9% of the outstanding shares of
Common Stock.
Pursuant to the terms of the Warrants, the Reporting Persons cannot
exercise the Warrants to the extent the Reporting Persons or
affiliates of the Reporting Persons would beneficially own, after
any such exercise, more than 4.99% of the outstanding shares of
Common Stock (the “Blockers”), and the percentage set forth in Row
11 of the cover page for each Reporting Person as well in this Item
4(b) gives effect to the Blockers. Mr. Bigger may be deemed to be
the beneficial owner of more than 4.99% of the outstanding shares
of Common Stock. Consequently, as of the date of the event which
requires the filing of this statement, the Reporting Persons were
not able to exercise any of the Warrants due to the Blockers.
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(c) |
Number of shares as to which such
person has: |
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(i) |
Sole power to vote or to direct the
vote |
See Cover Pages Items 5-9.
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(ii) |
Shared power to vote or to direct
the vote |
See Cover Pages Items 5-9.
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(iii) |
Sole power to dispose or to direct
the disposition of |
See Cover Pages Items 5-9.
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(iv) |
Shared power to dispose or to
direct the disposition of |
See Cover Pages Items 5-9.
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Item 5. |
Ownership of Five Percent or Less
of a Class. |
Not Applicable.
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Item 6. |
Ownership of More than Five Percent
on Behalf of Another Person. |
Bigger GP and Mr. Bigger may be deemed to share voting and
dispositive power over the shares of Common Stock beneficially
owned by Bigger Capital. District 2, District 2 GP, District 2
Holdings and Mr. Bigger may be deemed to share voting and
dispositive power over the shares of Common Stock beneficially
owned by District 2 CF.
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Item 7. |
Identification and Classification
of the Subsidiary That Acquired the Security Being Reported on by
the Parent Holding Company or Control Person. |
Not Applicable.
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Item 8. |
Identification and Classification
of Members of the Group. |
See Exhibit 99.1.
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Item 9. |
Notice of Dissolution of
Group. |
Not Applicable.
By signing below each of the undersigned certifies that, to the
best of its knowledge and belief, the securities referred to above
were not acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or
effect.
SIGNATURE
After reasonable inquiry and to the best of his knowledge and
belief, each of the undersigned certifies that the information set
forth in this statement is true, complete and correct.
Dated:
August 6, 2020
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Bigger
Capital Fund, LP |
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Bigger
Capital Fund GP, LLC |
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By: |
Bigger Capital Fund GP, LLC, its
general partner |
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By: |
/s/ Michael Bigger
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Michael Bigger |
| By: |
/s/ Michael Bigger
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Managing Member |
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Michael Bigger |
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Managing Member |
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District 2
Capital LP |
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District 2
Capital Fund LP |
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By: |
/s/ Michael Bigger
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Michael Bigger |
| By: |
District 2 GP LLC, its general
partner |
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Managing Member |
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| By: |
/s/ Michael Bigger
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Michael Bigger |
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District 2
Holdings LLC |
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Managing Member |
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By: |
/s/ Michael Bigger
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Michael Bigger |
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District 2
GP LLC |
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Managing Member |
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| By: |
/s/ Michael Bigger
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Michael Bigger |
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/s/ Michael Bigger
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Managing Member |
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Michael
Bigger |
