Amended Statement of Changes in Beneficial Ownership (4/a)
December 18 2020 - 5:20PM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Fengate Trident LP |
2. Issuer Name and Ticker or Trading Symbol
Trident Brands Inc
[
TDNT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
2275 UPPER MIDDLE ROAD EAST, SUITE 700 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/30/2020 |
(Street)
OAKVILLE, A6 L6H 0C3
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
12/3/2020 |
6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Convertible Promissory Note due December 31, 2020 | $0.042 | 11/30/2020 | | H (1) | | | 61795332 | 9/27/2016 | 12/31/2020 | Common Stock | (1) | (1) | 0 (1) | D (2) | |
Convertible Promissory Note due December 31, 2020 | $0.042 | 11/30/2020 | | H (1) | | | 16967876 | 9/27/2016 | 12/31/2020 | Common Stock | (1) | (1) | 0 (1) | D (2) | |
Convertible Promissory Note due December 31, 2020 | $0.042 | 11/30/2020 | | H (1) | | | 130947002 | 9/27/2016 | 12/31/2020 | Common Stock | (1) | (1) | 0 (1) | D (2) | |
Convertible Promissory Note due December 31, 2020 | $0.042 | 11/30/2020 | | H (1) | | | 135308989 | 5/9/2017 | 12/31/2020 | Common Stock | (1) | (1) | 0 (1) | D (2) | |
Convertible Promissory Note due December 31, 2020 | $0.042 | 11/30/2020 | | H (1) | | | 43199665 | 5/16/2018 | 12/31/2020 | Common Stock | (1) | (1) | 0 (1) | D (2) | |
Explanation of Responses: |
(1) | The transaction involved the agreement to exchange the convertible notes for preferred shares of Trident Brand Inc. (the "Issuer") in full satisfaction of the convertible notes, including all accrued interest. The agreement is subject to the satisfaction of certain conditions. If such conditions are not satisfied by June 30, 2021, Fengate Trident LP may convert such notes into shares of common stock of the Issuer upon 75 days' prior written notice to the Issuer. |
(2) | Fengate Trident LP is a private investment limited partnership that may be deemed the direct beneficial owner of the securities referred to herein. Fengate Capital Management Ltd. is the investment manager to and Fengate Trident GP, Inc. is the general partner of Fengate Trident LP. Each of the Reporting Persons disclaims beneficial ownership of the securities referred to herein except to the extent of their pecuniary interest therein. |
Remarks: This Form 4/A amends the Form 4 filed on December 3, 2020 to reflect the termination of the right to convert additional convertible notes into common stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Fengate Trident LP 2275 UPPER MIDDLE ROAD EAST SUITE 700 OAKVILLE, A6 L6H 0C3 |
| X |
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Fengate Trident GP Inc. 2275 UPPER MIDDLE ROAD EAST SUITE 700 OAKVILLE, A6 L6H 0C3 |
| X |
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Fengate Capital Management Ltd. 2275 UPPER MIDDLE ROAD EAST SUITE 700 OAKVILLE, A6 L6H 0C3 |
| X |
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Signatures
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Fengate Trident LP, By: /s/ Heather Crawford, Name: Heather Crawford, Title: Secretary of Fengate Trident GP, the General Partner of Fengate Trident LP | | 12/18/2020 |
**Signature of Reporting Person | Date |
Fengate Trident GP Inc., By: /s/ Heather Crawford, Name: Heather Crawford, Title: Secretary | | 12/18/2020 |
**Signature of Reporting Person | Date |
Fengate Capital Management Inc., By: /s/ Heather Crawford, Name: Heather Crawford, Title: Secretary | | 12/18/2020 |
**Signature of Reporting Person | Date |
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