0001019056-24-000198.txt : 20240620 0001019056-24-000198.hdr.sgml : 20240620 20240620163014 ACCESSION NUMBER: 0001019056-24-000198 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240617 FILED AS OF DATE: 20240620 DATE AS OF CHANGE: 20240620 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JW Partners, LP CENTRAL INDEX KEY: 0001082644 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56363 FILM NUMBER: 241056711 BUSINESS ADDRESS: STREET 1: 1051 N VENETIAN DRIVE CITY: MIAMI BEACH STATE: FL ZIP: 33139 BUSINESS PHONE: (212) 446-5362 MAIL ADDRESS: STREET 1: 1051 N VENETIAN DRIVE CITY: MIAMI BEACH STATE: FL ZIP: 33139 FORMER NAME: FORMER CONFORMED NAME: J.W. Partners, LP DATE OF NAME CHANGE: 20101112 FORMER NAME: FORMER CONFORMED NAME: J W FOCUSED GROWTH FUND L P DATE OF NAME CHANGE: 19990325 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JW Asset Management, LLC CENTRAL INDEX KEY: 0001549738 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56363 FILM NUMBER: 241056712 BUSINESS ADDRESS: STREET 1: 1051 N VENETIAN DRIVE CITY: MIAMI BEACH STATE: FL ZIP: 33139 BUSINESS PHONE: 212-446-5362 MAIL ADDRESS: STREET 1: 1051 N VENETIAN DRIVE CITY: MIAMI BEACH STATE: FL ZIP: 33139 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wild Jason G. CENTRAL INDEX KEY: 0001778752 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56363 FILM NUMBER: 241056709 MAIL ADDRESS: STREET 1: C/O JW ASSET MANAGEMENT, LLC STREET 2: 1051 N VENETIAN DRIVE CITY: MIAMI BEACH STATE: FL ZIP: 33139 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JW GP, LLC CENTRAL INDEX KEY: 0001778512 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56363 FILM NUMBER: 241056710 BUSINESS ADDRESS: STREET 1: 1051 N VENETIAN DRIVE CITY: MIAMI BEACH STATE: FL ZIP: 33139 BUSINESS PHONE: (212) 466-5362 MAIL ADDRESS: STREET 1: 1051 N VENETIAN DRIVE CITY: MIAMI BEACH STATE: FL ZIP: 33139 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TerrAscend Corp. CENTRAL INDEX KEY: 0001778129 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - CROPS [0100] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3610 MAVIS ROAD CITY: MISSISSAUGA STATE: A6 ZIP: L5B 4A7 BUSINESS PHONE: 855 837-7295 MAIL ADDRESS: STREET 1: 3610 MAVIS ROAD CITY: MISSISSAUGA STATE: A6 ZIP: L5B 4A7 4 1 ownership.xml X0508 4 2024-06-17 0 0001778129 TerrAscend Corp. TSNDF 0001549738 JW Asset Management, LLC 1051 N. VENETIAN DRIVE MIAMI BEACH FL 33139 1 1 1 0 Executive Chairman 0001082644 JW Partners, LP 1051 N. VENETIAN DRIVE MIAMI BEACH FL 33139 0 0 1 0 0001778512 JW GP, LLC 1051 N. VENETIAN DRIVE MIAMI BEACH FL 33139 0 0 1 0 0001778752 Wild Jason G. 1051 N. VENETIAN DRIVE MIAMI BEACH FL 33139 0 0 1 0 0 Common Shares 2024-06-17 4 A 0 362161 0 A 90776837 D Options 3.16 2024-06-17 4 A 0 1000000 0 A 2024-06-17 2028-06-19 Common Shares 1000000 1250000 D This Form 4 is being filed by JW Asset Management, LLC (the "Advisor") on behalf of itself and JW Partners, LP ("JWP"), JW GP, LLC (the "General Partner"), and Jason G. Wild ("Wild" and, together with the Advisor, JWP, and the General Partner, the "Reporting Persons"). The Advisor serves as the investment advisor of JWP. The General Partner serves as general partner to JWP. Wild is the managing member of the Advisor and the General Partner. Wild is the Trustee for the Wild Family Foundation and the Howard Wild 2012 Grandchildren's Trust. The amount of 362,161 in Item 4 of Table I reflects the 362,161 restricted share units ("RSUs") granted by the Issuer to Wild as director compensation requiring the filing of this statement. In accordance with Instruction 4(b)(iv) of Form 4, the entire amount of the Issuer's securities held by the Reporting Persons is reported herein. Wild's stock option issuance reflects terms previously granted to Mr. Wild on June 19, 2018 that expired on June 19, 2023, with a revised expiration date of June 19, 2028. Each of the Advisor, Wild and the General Partner, disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of its or his indirect pecuniary interest therein, and this report shall not be deemed an admission that either the Advisor, Wild or the General Partner are the beneficial owner of such securities for purposes of Section 16 or for any other purposes. The amount of 90,776,837 in Item 5 of Table I includes 3,037,525 direct non-derivative securities beneficially owned by Wild, including the RSUs previously reported. The price of 0 was filled in Item 4 of Table I because the 362,161 RSUs were an annual grant for Wild's service as a director of the Issuer. The shares underlying the RSUs will vest in full on 12/31/2024, subject to Wild's continuous service with the Issuer as of the vesting date. The price of 0 in item 8 of Table II reflects the options being issued without further cost to the Reporting Persons. The amount of 1,250,000 in Item 9 of Table II reflects the aggregate number of derivative securities directly owned by Wild after the acquisition of the 1,000,000 options on June 17, 2024 as reported in this Form 4. /s/ Jason Klarreich, Attorney-in-Fact, JW Asset Management, LLC 2024-06-20 EX-24 2 ex_24.htm
 

Exhibit 24

 

Information Regarding Joint Filers

 

 

Designated Filer of Form 4:   JW Asset Management, LLC

 

Date of Earliest Transaction Required to be Reported:  June 17, 2024

 

Issuer Name and Ticker Symbol:   TerrAscend Corp. (TSNDF)

 

  

Names: JW Asset Management, LLC, JW Partners, LP, JW GP, LLC and Jason G. Wild.
   
Address: JW Asset Management, LLC
1051 N. Venetian Drive
Miami Beach, FL 33139

 

Signatures:

 

The undersigned, JW Partners, LP, JW GP, LLC and Jason G. Wild, are jointly filing the attached Statement of Ownership of Securities on Form 4 with JW Asset Management, LLC with respect to the beneficial ownership of securities of TerrAscend Corp.

 

 

JW ASSET MANAGEMENT, LLC

By: Jason G. Wild, its Managing Member

 

/s/ Jason Klarreich

Jason Klarreich, Attorney-in-Fact

 

 

JW PARTNERS, LP

By: JW GP, LLC, its General Partner

 

/s/ Jason Klarreich

Jason Klarreich, Attorney-in-Fact

 

JW GP, LLC

By: Jason G. Wild, its Managing Member

 

/s/ Jason Klarreich

Jason Klarreich, Attorney-in-Fact

 

JASON G. WILD

 

/s/ Jason Klarreich

Jason Klarreich, Attorney-in-Fact