0000919574-21-006530.txt : 20211029
0000919574-21-006530.hdr.sgml : 20211029
20211029184357
ACCESSION NUMBER: 0000919574-21-006530
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200630
FILED AS OF DATE: 20211029
DATE AS OF CHANGE: 20211029
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Manchester Explorer, L.P.
CENTRAL INDEX KEY: 0001411524
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-49671
FILM NUMBER: 211364734
BUSINESS ADDRESS:
STREET 1: MANCHESTER MANAGEMENT COMPANY, L.L.C
STREET 2: 3 WEST HILL PLACE
CITY: Boston
STATE: ma
ZIP: 02114
BUSINESS PHONE: 617-399-1740
MAIL ADDRESS:
STREET 1: MANCHESTER MANAGEMENT COMPANY, L.L.C
STREET 2: 3 WEST HILL PLACE
CITY: Boston
STATE: ma
ZIP: 02114
FORMER NAME:
FORMER CONFORMED NAME: Manchester Explorer LP
DATE OF NAME CHANGE: 20070904
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MANCHESTER MANAGEMENT CO LLC
CENTRAL INDEX KEY: 0001169253
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-49671
FILM NUMBER: 211364735
BUSINESS ADDRESS:
STREET 1: 3 WEST HILL PLACE
CITY: BOSTON
STATE: MA
ZIP: 02110
BUSINESS PHONE: 6178568995
MAIL ADDRESS:
STREET 1: 3 WEST HILL PLACE
CITY: BOSTON
STATE: MA
ZIP: 02110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MANCHESTER MANAGEMENT PR, LLC
CENTRAL INDEX KEY: 0001735534
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-49671
FILM NUMBER: 211364733
BUSINESS ADDRESS:
STREET 1: 3 WEST HILL PLACE
CITY: BOSTON
STATE: MA
ZIP: 02114
BUSINESS PHONE: 617-399-1740
MAIL ADDRESS:
STREET 1: 3 WEST HILL PLACE
CITY: BOSTON
STATE: MA
ZIP: 02114
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BESSER JAMES E
CENTRAL INDEX KEY: 0001512127
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-49671
FILM NUMBER: 211364731
MAIL ADDRESS:
STREET 1: 3 WEST HILL PLACE
CITY: BOSTON
STATE: MA
ZIP: 02114
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FRANK MORGAN C.
CENTRAL INDEX KEY: 0001593072
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-49671
FILM NUMBER: 211364732
MAIL ADDRESS:
STREET 1: 2 CALLE NAIRN
STREET 2: UNIT 701
CITY: SAN JUAN
STATE: PR
ZIP: 00907
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Modular Medical, Inc.
CENTRAL INDEX KEY: 0001074871
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 870620495
STATE OF INCORPORATION: NV
FISCAL YEAR END: 0331
BUSINESS ADDRESS:
STREET 1: 16772 WEST BERNARDO DRIVE
CITY: SAN DIEGO
STATE: CA
ZIP: 92127
BUSINESS PHONE: 858-800-3500
MAIL ADDRESS:
STREET 1: 16772 WEST BERNARDO DRIVE
CITY: SAN DIEGO
STATE: CA
ZIP: 92127
FORMER COMPANY:
FORMER CONFORMED NAME: BEAR LAKE RECREATION INC
DATE OF NAME CHANGE: 19981208
4
1
ownership.xml
X0306
4
2020-06-30
0
0001074871
Modular Medical, Inc.
MODD
0001169253
MANCHESTER MANAGEMENT CO LLC
2 CALLE CANDINA, #1701
SAN JUAN
PR
00907
PUERTO RICO
0
0
1
1
Director by Deputization
0001411524
Manchester Explorer, L.P.
2 CALLE CANDINA, #1701
SAN JUAN
PR
00907
PUERTO RICO
0
0
1
1
Director by Deputization
0001735534
MANCHESTER MANAGEMENT PR, LLC
2 CALLE CANDINA, #1701
SAN JUAN
PR
00907
PUERTO RICO
0
0
1
1
Director by Deputization
0001593072
FRANK MORGAN C.
2 CALLE CANDINA, #1701
SAN JUAN
PR
00907
PUERTO RICO
1
0
1
0
0001512127
BESSER JAMES E
2 CALLE CANDINA, #1701
SAN JUAN
PR
00907
PUERTO RICO
0
0
1
1
Director by Deputization
Common Stock, par value $0.001 per share
2020-06-30
4
P
0
34843
2.87
A
5051409
I
See footnote
Common Stock, par value $0.001 per share
2020-06-30
4
P
0
104529
2.87
A
1022105
I
See footnote
Common Stock, par value $0.001 per share
2020-11-30
4
P
0
34843
2.87
A
304562
D
Common Stock, par value $0.001 per share
180830
D
Convertible Promissory Note
2021-02-08
4
P
0
1000000
A
Common Stock, par value $0.001 per share
1000000
I
See footnote
Convertible Promissory Note
2021-05-11
4
D
0
1000000
D
Common Stock, par value $0.001 per share
0
I
See footnote
Convertible Promissory Note
2021-05-11
4
A
0
1000000
A
Common Stock, par value $0.001 per share
1000000
I
See footnote
Common Stock Pur-chase Warrant
2.87
2021-05-11
4
A
0
379174
A
2022-02-06
2027-02-06
Common Stock, par value $0.001 per share
379174
I
See footnote
The reported securities are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management Company, LLC ("Manchester Management"), the general partner of Explorer, (ii) Manchester Management PR, LLC ("Manchester PR"), the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR, and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
The reported securities are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
The reported securities are directly owned by James E. Besser in his personal capacity.
The reported securities are directly owned by Morgan C. Frank in his personal capacity.
On February 8, 2021, the Issuer completed an initial offering of the Convertible Promissory Note (the "Note"). The Note is convertible upon an equity financing with total proceeds to the Issuer of not less than $5,000,000. The Note is convertible into shares of Common Stock, par value $0.001 per share at a conversion price equal to the lowest cash price paid per share for equity securities by the investors in the equity financing multiplied by 0.80. The foregoing description of the Note does not purport to be complete and is subject to and qualified in its entirety by reference to the Form of Convertible Promissory Note included as Exhibit 10.21 of the Issuer's 10-Q filed on February 12, 2021, which is incorporated by reference.
On May 11, 2021, the Note was converted into the May 2021 Convertible Promissory Note ("May Note"). The May Note is convertible upon (i) an offering of common stock or other securities ("Qualified Capital Raise") with total proceeds to the Issuer of not less than $12,000,000, or (ii) at any time following the day 271 days after the issue date. The May Note is convertible into shares of Common Stock, par value $0.001 per share at a conversion price equal to the sum of principal and accrued interest shall be multiplied by 1.25; e.g., $1,000 of principal which had accrued $60 of interest would be treated as if it were ($1,000 + $60) = $1,060 X 1.25 = $1,325 of capital invested in the Qualified Capital Raise for the purposes of determining the number of securities issued.
(6 continued) The foregoing description of the Note does not purport to be complete and is subject to and qualified in its entirety by reference to the Form of Convertible Promissory Note included as Exhibit 10.21 of the Issuer's 8-K filed on May 12, 2021, which is incorporated by reference.
The Common Stock Purchase Warrant (the "Warrant") entitles the holder of the warrant to shares of Common Stock equal to the principal amount of the Note divided by $2.87. The Warrants are not convertible until 271 days after the issue date. The foregoing description of the Warrant does not purport to be complete and is subject to and qualified in its entirety by reference to the Form of Common Stock Purchase Warrant included as Exhibit 10.22 of the Issuer's 8-K filed on May 12, 2021, which is incorporated by reference.
/s/ Manchester Management Company, LLC By: /s/ James E. Besser, Managing Member
2021-10-29
Manchester Explorer, L.P. By: /s/ James E. Besser, Managing Member of the General Partner
2021-10-29
/s/ Manchester Management PR, LLC By: /s/ James E. Besser, Managing Member
2021-10-29
/s/ James E. Besser By: /s/ James E. Besser
2021-10-29
/s/ Morgan C. Frank By: /s/ Morgan C. Frank
2021-10-29