Initial Statement of Beneficial Ownership (3)
07 Dicembre 2022 - 7:09PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
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Nickoll Benjamin Edward |
2. Date of Event Requiring Statement (MM/DD/YYYY)
8/30/2021
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3. Issuer Name and Ticker or Trading Symbol
Lowell Farms Inc. [LOWLF]
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(Last)
(First)
(Middle)
8 NORTH SHORE RD. UNIT B |
4. 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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(Street)
WARREN, CT 06777
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Subordinate Voting Shares | 600000 (1) | I | See Footnote (1) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Warrants (rights to buy) | 8/30/2021 | 8/30/2024 | Subordinate Voting Shares (2)(3) | 300000 (4) | $1.40 | I | See Footnote (4) |
2022 Convertible Debenture of Indus Holding Company | 8/17/2022 | 10/13/2023 | Subordinate Voting Shares (2)(3) | 2623588 (5) | $.23 | I | See Footnote (5) |
Warrants (rights to buy) | 8/17/2022 | 10/13/2023 | Subordinate Voting Shares (2)(3) | 2623588 (6) | $.26 | I | See Footnote (6) |
2020 Convertible Debenture of Indus Holding Company | 4/13/2020 | 10/13/2023 | Subordinate Voting Shares (2)(3) | 6226505 (7) | $.20 | I | See Footnote (7) |
Warrants (rights to buy) | 4/13/2020 | 10/13/2023 | Subordinate Voting Shares (2)(3) | 6226505 (8) | $.28 | I | See Footnote (8) |
Explanation of Responses: |
(1) | The Subordinate Voting Shares hold shared voting and dispositive power with John F. Nickoll Marital Trust owning 200,000 shares, Kestrel Foundation owning 200,000 shares, and Christine Armstrong owning 200,000 shares. |
(2) | The principal amount of each Convertible Debenture is convertible into Class C Common Shares of Indus Holding Company ("Class C Common Shares") at $0.20 per share. Class C Common Shares may be redeemed at the option of the holder for Subordinate Voting Shares of the issuer on a one-for-one basis in accordance with the certificate of incorporation of Indus Holding Company. Class C Common Shares may be redeemed at any time and have no expiration date. |
(3) | Interest accrues on the Convertible Debentures and is payable quarterly in arrears; any accrued and unpaid interest at the time of conversion of a Convertible Debenture is convertible into additional Class C Common Shares at $0.20 per share. Accrued interest is not included in the underlying share numbers. |
(4) | The $18,000,000 Offering Warrants hold shared voting and dispositive power with John F. Nickoll Marital Trust owning 100,000 shares, Kestrel Foundation owning 100,000 shares, and Christine Armstrong owning 100,000 shares. |
(5) | The Shares underlying the 2022 Convertible Debentures hold shared voting and dispositive power with John F. Nickoll Marital Trust owning 1,513,186 shares, Kestrel Foundation owning 648,508 shares, and Benjamin Nickoll Trust UWO Ann Nickoll owning 461,894 shares. |
(6) | The Warrants underlying the 2022 Convertible Debentures hold shared voting and dispositive power with John F. Nickoll Marital Trust owning 1,513,186 shares, Kestrel Foundation owning 648,508 shares, and Benjamin Nickoll Trust UWO Ann Nickoll owning 461,894 shares. |
(7) | The Shares underlying the 2020 Convertible Debentures hold shared voting and dispositive power with John F. Nickoll Marital Trust owning 3,524,435 shares, Kestrel Foundation owning 1,997,180 shares, and Benjamin Nickoll Trust UWO Ann Nickoll owning 704,890 shares. |
(8) | The Warrants underlying the 2020 Convertible Debentures hold shared voting and dispositive power with John F. Nickoll Marital Trust owning 3,524,435 shares, Kestrel Foundation owning 1,997,180 shares, and Benjamin Nickoll Trust UWO Ann Nickoll owning 704,890 shares. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Nickoll Benjamin Edward 8 NORTH SHORE RD. UNIT B WARREN, CT 06777 |
| X |
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Signatures
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/s/ Benjamin Nickoll | | 12/7/2022 |
**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 5(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 control number. |
Grafico Azioni Lowell Farms (QB) (USOTC:LOWLF)
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Da Nov 2024 a Dic 2024
Grafico Azioni Lowell Farms (QB) (USOTC:LOWLF)
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Da Dic 2023 a Dic 2024
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