|
|
|
|
|
|
|
CUSIP No. 74640Y 106
|
|
13D/A
|
|
Page
9
of 12
|
Explanatory Note: This Amendment No. 8 (this “Amendment”) to the Schedule 13D
(the “Initial 13D”), filed by the Reporting Persons with the Securities and Exchange Commission (the “SEC”) on February 12, 2018 and as amended and supplemented by Amendment No. 1 to the Initial 13D filed
on May 23, 2018, Amendment No. 2 to the Initial 13D filed on June 12, 2018, Amendment No. 3 to the Initial 13D filed on March 1, 2019, Amendment No. 4 to the Initial 13D filed on November 19, 2019, Amendment
No. 5 to the Initial 13D filed on May 22, 2020, Amendment No. 6 to the Initial 13D filed on July 8, 2020, and Amendment No. 7 to the Initial 13D filed on August 24, 2020, amends and supplements certain of the items set
forth therein.
As used in this Amendment, the term “Reporting Persons” collectively refers to:
|
|
•
|
|
Coliseum Capital Management, LLC, a Delaware limited liability company (“CCM”);
|
|
|
•
|
|
Coliseum Capital, LLC, a Delaware limited liability company (“CC”);
|
|
|
•
|
|
Coliseum Capital Partners, L.P., a Delaware limited partnership (“CCP”);
|
|
|
•
|
|
Coliseum Co-Invest Debt Fund, L.P., a Delaware limited partnership
(“COC”);
|
|
|
•
|
|
Coliseum Capital Co-Invest III, L.P., a Delaware limited partnership
(“CCC III”);
|
|
|
•
|
|
Adam Gray (“Gray”), a director of the Issuer; and
|
|
|
•
|
|
Christopher Shackelton (“Shackelton”).
|
|
Item 5.
|
Interest in Securities of the Issuer.
|
Item 5 is hereby amended and supplemented as follows:
The
information relating to the beneficial ownership of Class A Stock by each of the Reporting Persons set forth in Rows 7 through 13 of the cover pages hereto is incorporated by reference herein. The percentages set forth in Row 13 for all cover
pages filed herewith are calculated based upon 53,616,866 shares of Class A Stock outstanding as of August 26, 2020, as reported in the Issuer’s prospectus filed with the SEC pursuant to Rule 424(b)(1) under the Securities Act of
1933, as amended, on September 11, 2020. When including the Issuer’s Class B common stock, par value $0.0001 per share (the “Class B Stock” and, together with the Class A Stock, the “Common
Stock”), the Reporting Persons beneficially own 27.7% of the Common Stock.
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
|
Item 6 is hereby amended and supplemented as follows:
CCM is an investment adviser whose clients, including CCP, COC, CCC III and the Separate Account, have the right to receive or the power to direct the receipt
of dividends from, or the proceeds from the sale of, the Class A Stock. CC is the general partner of CCP, COC and CCC III. Gray and Shackelton are the managers of CC and CCM.
Retirement of Coliseum Loan
On September 3,
2020, Purple Innovation, LLC ( “Purple LLC”) and the Issuer entered into a Credit Agreement (the “Credit Agreement”) with KeyBank National Association (“KeyBank”) leading a group of financial
institutions (collectively the “Lenders”) and consummated the transactions contemplated thereby (the “Closing”). All defined terms used herein and not otherwise defined herein shall have the meanings set forth in
the Credit Agreement by and among Purple LLC, the Issuer, the Administrative Agent and the Lenders. KeyBank will act as the sole administrative and collateral agent under the Credit Agreement (the “Administrative Agent”). The Issuer
is a guarantor under the Credit Agreement.