0001144204-19-012295.txt : 20190305
0001144204-19-012295.hdr.sgml : 20190305
20190305172208
ACCESSION NUMBER: 0001144204-19-012295
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190301
FILED AS OF DATE: 20190305
DATE AS OF CHANGE: 20190305
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Beedie Investments Ltd
CENTRAL INDEX KEY: 0001730358
STATE OF INCORPORATION: A1
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-52635
FILM NUMBER: 19659645
BUSINESS ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
BUSINESS PHONE: 604-436-7885
MAIL ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Beedie OYII Holdings Ltd.
CENTRAL INDEX KEY: 0001730356
STATE OF INCORPORATION: A1
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-52635
FILM NUMBER: 19659646
BUSINESS ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
BUSINESS PHONE: 604-436-7885
MAIL ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Beedie Holdings Ltd.
CENTRAL INDEX KEY: 0001730360
STATE OF INCORPORATION: A1
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-52635
FILM NUMBER: 19659647
BUSINESS ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
BUSINESS PHONE: 604-436-7885
MAIL ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ryan Beedie Family Trust III
CENTRAL INDEX KEY: 0001730417
STATE OF INCORPORATION: A1
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-52635
FILM NUMBER: 19659648
BUSINESS ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
BUSINESS PHONE: 604-436-7885
MAIL ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: 4358 Investments Ltd
CENTRAL INDEX KEY: 0001730355
STATE OF INCORPORATION: A1
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-52635
FILM NUMBER: 19659649
BUSINESS ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
BUSINESS PHONE: 604-436-7885
MAIL ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Beedie Ryan
CENTRAL INDEX KEY: 0001730416
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-52635
FILM NUMBER: 19659650
MAIL ADDRESS:
STREET 1: 1730-1111 WEST GEORGIA STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6E 4M3
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Accelerize Inc.
CENTRAL INDEX KEY: 0001352952
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 20411 SW BIRCH STREET
STREET 2: SUITE 250
CITY: NEWPORT BEACH
STATE: CA
ZIP: 92660
BUSINESS PHONE: 949-515-2141
MAIL ADDRESS:
STREET 1: 20411 SW BIRCH STREET
STREET 2: SUITE 250
CITY: NEWPORT BEACH
STATE: CA
ZIP: 92660
FORMER COMPANY:
FORMER CONFORMED NAME: ACCELERIZE NEW MEDIA INC
DATE OF NAME CHANGE: 20060210
4
1
tv515496_4.xml
OWNERSHIP DOCUMENT
X0306
4
2019-03-01
0
0001352952
Accelerize Inc.
ACLZ
0001730358
Beedie Investments Ltd
1730-1111 WEST GEORGIA STREET
VANCOUVER
A1
V6E 4M3
BRITISH COLUMBIA, CANADA
0
0
1
0
0001730356
Beedie OYII Holdings Ltd.
1730-1111 WEST GEORGIA STREET
VANCOUVER
A1
V6E 4M3
BRITISH COLUMBIA, CANADA
0
0
1
0
0001730360
Beedie Holdings Ltd.
1730-1111 WEST GEORGIA STREET
VANCOUVER
A1
V6E 4M3
BRITISH COLUMBIA, CANADA
0
0
1
0
0001730417
Ryan Beedie Family Trust III
1730-1111 WEST GEORGIA STREET
VANCOUVER
A1
V6E 4M3
BRITISH COLUMBIA, CANADA
0
0
1
0
0001730355
4358 Investments Ltd
1730-1111 WEST GEORGIA STREET
VANCOUVER
A1
V6E 4M3
BRITISH COLUMBIA, CANADA
0
0
1
0
0001730416
Beedie Ryan
1730-1111 WEST GEORGIA STREET
VANCOUVER
A1
V6E 4M3
BRITISH COLUMBIA, CANADA
0
0
1
0
Common Stock Purchase Warrant
0.15
2019-03-01
4
P
0
500000
A
2019-03-02
2024-01-25
Common Stock
500000
7935000
D
Common Stock Purchase Warrant
0.35
2019-03-01
4
S
0
4500000
D
2018-01-26
2024-01-25
Common Stock
4500000
7935000
D
Common Stock Purchase Warrant
0.35
2019-03-01
4
S
0
500000
D
2018-06-01
2024-01-25
Common Stock
500000
7935000
D
Common Stock Purchase Warrant
0.35
2019-03-01
4
S
0
100000
D
2018-06-14
2024-01-25
Common Stock
100000
7935000
D
Common Stock Purchase Warrant
0.35
2019-03-01
4
S
0
1500000
D
2018-08-31
2024-01-25
Common Stock
1500000
7935000
D
Common Stock Purchase Warrant
0.35
2019-03-01
4
S
0
835000
D
2018-09-01
2024-01-25
Common Stock
835000
7935000
D
Common Stock Purchase Warrant
0.15
2019-03-01
4
P
0
4500000
A
2019-03-02
2024-01-25
Common Stock
4500000
7935000
D
Common Stock Purchase Warrant
0.15
2019-03-01
4
P
0
500000
A
2019-03-02
2024-01-25
Common Stock
500000
7935000
D
Common Stock Purchase Warrant
0.15
2019-03-01
4
P
0
100000
A
2019-03-02
2024-01-25
Common Stock
100000
7935000
D
Common Stock Purchase Warrant
0.15
2019-03-01
4
P
0
1500000
A
2019-03-02
2024-01-25
Common Stock
1500000
7935000
D
Common Stock Purchase Warrant -
0.15
2019-03-01
4
P
0
835000
A
2019-03-02
2024-01-25
Common Stock
835000
7935000
D
Beedie Investments Limited ("BIL") directly owns warrants to acquire 7,935,000 shares of Common Stock of the Issuer. This Form 4 is being jointly filed by Beedie Investments Limited, a British Columbia, Canada corporation; which is 100% owned by Beedie OYII Holdings Limited, a British Columbia, Canada corporation; which is 100% owned by Beedie Holdings Limited, a British Columbia, Canada corporation; which is 100% owned by Ryan Beedie Family Trust III; 4358 Investments Limited, which is the trustee and has full control over Ryan Beedie Family Trust III; and Ryan Beedie, an individual Canadian citizen who is the trustee and sole beneficiary of the Ryan Beedie Family Trust III. All of the Reporting Persons are affiliated entities with same contact information.
As partial consideration for agreeing to enter into the Fifth Amendment (defined below), the Issuer reduced the exercise price for all warrants to $0.15.
The warrants were issued as a result of the additional funding under the Fifth Amendment (defined below) of $500,000 pursuant to the terms of the Credit Agreement (defined below).
The acquisition and disposition of these Warrants resulted from a change in exercise price of the Warrants from $0.35 to $0.15 per share.
Prior to March 1, 2019, the Reporting Persons, through BIL's direct beneficial ownership, beneficially owned warrants to purchase Common Stock in the Issuer at an exercise price of $0.35 per share ("Warrants"), which represented the right to purchase within sixty days 7,435,000 shares of Common Stock. On January 25, 2018, the Issuer entered into a non-revolving term credit agreement (the "Credit Agreement") with BIL to borrow up to a maximum of $7,000,000. In connection with the Credit Agreement, the Issuer issued Warrants to BIL whereby for every dollar borrowed and outstanding by Issuer from BIL, BIL would be entitled to purchase one share of Common Stock at an exercise price of $0.35 per share, up to 7,000,000 shares. Concurrent with the execution of the Credit Agreement, Issuer borrowed $4,500,000 and therefore BIL was entitled to Warrants for up to 4,500,000 shares as of January 26, 2018.
On May 31, 2018, the Issuer and BIL entered into the First Amendment to the Credit Agreement, and in partial consideration of the foregoing amendment, the Issuer issued to BIL an additional 100,000 Warrants that were not tied to borrowing amount. On June 13, 2018, the Issuer and BIL entered into the Second Amendment to the Credit Agreement, and in partial consideration of the foregoing amendment, the Issuer issued to BIL an additional 500,000 Warrants that were not tied to borrowing amount. On August 31, 2018, the Issuer and BIL entered into the Third Amendment to the Credit Agreement, whereby the Issuer borrowed an additional $1,500,000 under the Credit Agreement, which resulted in an BIL being entitled to 1,500,000 additional Warrants in connection with the additional borrowing, and, in partial consideration for entering into the foregoing amendment, Issuer issued to BIL an additional 835,000 Warrants.
Now, on March 1, 2019, the Issuer and BIL entered into the Fifth Amendment to the Credit Agreement ("Fifth Amendment"), whereby the Issuer borrowed an additional $500,000 under the Credit Agreement, which resulted in BIL being entitled to 500,000 additional warrants in connection with the additional borrowing. Also in connection with the Fifth Amendment and as set forth above, the 7,345,000 Warrants had their exercise price changed from $0.35 to $0.15.
In addition, up to 500,000 additional shares of Common Stock under the Warrants will be issued and exercisable on a pro rata basis to additional amounts borrowed if and when advanced under the Credit Agreement. The Warrants are exercisable for cash until January 25, 2024. The Warrants will be exercisable on a cashless basis at its expiration if notice of expiration is not timely provided by the Issuer to BIL. The funding for the Credit Agreement came from the working capital of BIL. None of the Warrants have been exercised as of the date hereof.
/s/ Ryan Beedie, President
2019-03-05
/s/ Ryan Beedie, President
2019-03-05
/s/ Ryan Beedie, President
2019-03-05
/s/ Ryan Beedie, President
2019-03-05
/s/ Ryan Beedie, President
2019-03-05
/s/ Ryan Beedie
2019-03-05