| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/26/2017 |
3. Issuer Name and Ticker or Trading Symbol
ChromaDex Corp. [ CDXC ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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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) |
| Common Stock | 807,692(1) | D(2) | |
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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 Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: 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 | ||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Champion River Ventures Limited (the "Champion River") acquired 807,692 shares of the Issuer's common stock at the closing of the first tranche pursuant to the Securities Purchase Agreement, dated April 26, 2017 (the "SPA"), by and among the Issuer, Champion River and Pioneer Step Holdings Limited ("Pioneer"). Pursuant to the SPA, at the closing of the second tranche, which is expected to close within 30 days of the closing of the first tranche, Champion River and Pioneer have the right to acquire an additional 6,303,814 shares of common stock of the Issuer, with the allocation of such shares between Champion River and Pioneer to be mutually agreed upon by Champion River and Pioneer at the closing of the second tranche. |
| 2. The shares are held directly by Champion River. The sole shareholder of Champion River is Prime Tech Global Limited ("Prime Tech"), the sole shareholder of Prime Tech is Mayspin Management Limited ("Mayspin"), and the sole shareholder of Mayspin is Li Ka Shing ("Li Ka Shing"). Each of Prime Tech, Mayspin and Li Ka Shing disclaims Section 16 beneficial ownership of the securities held by Champion River, except to the extent of its pecuniary interest therein, if any. |
| Remarks: |
| Exhibit 99.1 Joint Filer Information |
| Champion River Ventures Limited, By: /s/ Pau Yee Wan Ezra, Director | 05/08/2017 | |
| /s/ Li Ka Shing | 05/08/2017 | |
| ** 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 Number. | ||