SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Trilogy International Partners Inc. [ TRLH ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/14/2023 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Shares, no par value | 11/14/2023 | S | 211,000 | D | $0.0552 | 9,242,250(1)(2) | I | See footnotes(3) | ||
Common Shares, no par value | 11/15/2023 | S | 75,000 | D | $0.055 | 9,167,250(1)(2) | I | See footnotes(3) | ||
Common Shares, no par value | 12/18/2023 | S | 87,000 | D | $0.07 | 9,080,250(1)(2) | I | See footnotes(3) | ||
Common Shares, no par value | 12/20/2023 | S | 100,000 | D | $0.08 | 8,980,250(1)(2) | I | See footnotes(3) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. The filing of this Form 4 shall not be construed as an admission that Anson Funds Management LP ("Anson"), Anson Management GP LLC, the general partner of Anson ("Anson GP"), Tony Moore, the manager of Anson GP, Anson Advisors Inc. ("Anson Advisors"), Amin Nathoo, a director of Anson Advisors, or Moez Kassam, a director of Anson Advisors, is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the Common Shares, no par value (the "Common Stock"), of Trilogy International Partners Inc. (the "Issuer") purchased by private investment funds advised by Anson and Anson Advisors (the "Funds"). Pursuant to Rule 16a-1, all of Anson, Anson GP, Mr. Moore, Anson Advisors, Mr. Nathoo and Mr. Kassam disclaim such beneficial ownership. Bruce R. Winson previously reported owenrship of the Common Stock of the Issuer held by the Funds on Form 3. |
2. (Continued from footnote 1) Mr. Winson is no longer associated with the Reporting Persons, and no longer controls the disposition or voting of the securities, thus is no longer subject to Section 16. |
3. Anson and Anson Advisors hold indirectly 8,980,250 shares of Common Stock of the Issuer through the Funds, for which Anson and Anson Advisors are the Investment Advisors. Anson GP and Tony Moore report the Common Stock held indirectly by the Funds because, as the general partner of Anson and the manager of Anson GP, respectively, at the time of purchase, they controlled the disposition and voting of the securities. Mr. Nathoo and Mr. Kassam report the Common Stock held indirectly by the Funds because, as the directors of Anson Advisors, at the time of purchase, they controlled the disposition and voting of the securities. |
/s/ Tony Moore, manager of Anson Management GP LLC, general partner of Anson Funds Management LP | 02/26/2024 | |
/s/ Tony Moore, manager of Anson Management GP LLC | 02/26/2024 | |
/s/ Tony Moore | 02/26/2024 | |
/s/ Amin Nathoo, director of Anson Advisors Inc. | 02/26/2024 | |
/s/ Amin Nathoo | 02/26/2024 | |
/s/ Moez Kassam | 02/26/2024 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |