180 Life Sciences Corp. (ATNF) FORM 424B4
Seeking Alpha, 02 November2021
This prospectus relates to the proposed resale or other disposition from time to time of an aggregate of 9,108,836 shares of the common stock, par value $0.0001 per share, of KBL Merger Corp. IV, a Delaware corporation, by the selling stockholders identified in this prospectus, of which: (i) 750,000 shares of common stock are held by certain of the selling stockholders identified in this prospectus that are party to either the June SPA or the September SPA; (ii) 1,388,890 shares of common stock are issuable to one of the selling stockholders identified in this prospectus that is a party to the June SPA upon the conversion of $3,666,666.66 of our Series A Convertible Preferred Stock (“Series A Stock”) and all accrued and unpaid dividends on such Series A Stock based on a conversion price (after giving effect to certain potential anti-dilution adjustments) of $2.64 per share; (iii) 2,592,195 shares of common stock are issuable to certain of the selling stockholders identified in this prospectus that are party to either the June SPA or the September SPA upon the conversion of $4,713,077.39 aggregate principal amount of our secured convertible 10% original issue discount promissory notes (the “Investor Notes”), plus accrued and unpaid interest thereon, based upon a floor conversion price of $2.00 per share; (iv) 198,751 shares of common stock are issuable to our Sponsor upon the conversion of an unsecured convertible promissory note in the aggregate principal amount of $795,003 (the “Convertible Sponsor Note”); (v) 1,968,750 shares of common stock are founder shares that are held by our Sponsor;
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UPDATE 1-SEC, Connecticut charge fund manager with fraud
Jonathan Stempel, 25 October 2010
NEW YORK, Oct 25 (Reuters) – A Connecticut hedge fund firm was sued on Monday by U.S. and state regulators for allegedly inflating the value of its holdings, allowing it to fraudulently collect millions of dollars of undeserved fees.
Southridge Capital Management LLC and its Chief Executive Stephen Hicks, 52, were sued by the U.S. Securities and Exchange Commission and Connecticut Banking Commissioner Howard Pitkin over their management and financial reporting of several funds.
The SEC said Hicks falsely valued Southridge’s largest holding, speech recognition company Fonix Corp, at $30 million or more based almost entirely on a 2004 transaction in which Fonix bought two companies from an entity he controlled.
It also said Hicks raised $78.9 million over the 2004 to 2007 period after falsely promising investors that more than 75 percent of assets would be put in liquid investments or cash.
Connecticut alleged the overvaluing of fund assets allowed Ridgefield-based Southridge to fraudulently collect more than $26 million in fees from 2004 to 2007. Continue reading “Article: UPDATE 1-SEC, Connecticut charge fund manager with fraud”
SEC Brings Fraud Charges Against Another Hedge Fund
Stephen Taub, 25 October 2010
Another day, another hedge fund accused of wrong-doing by regulators.
The Securities and Exchange Commission Monday charged hedge fund manager Stephen M. Hicks and his investment advisory businesses with defrauding investors in funds managed by Southridge Capital Management LLC and Southridge Advisors LLC by overvaluing the largest position held by the funds. The SEC also alleges that Ridgefield, Ct.-based Hicks “made material misrepresentations” and misused investor money to pay legal and administrative expenses of other funds managed by Hicks and Southridge. Continue reading “Article: SEC Brings Fraud Charges Against Another Hedge Fund”