0000950103-20-007902.txt : 20200421
0000950103-20-007902.hdr.sgml : 20200421
20200421204410
ACCESSION NUMBER: 0000950103-20-007902
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200416
FILED AS OF DATE: 20200421
DATE AS OF CHANGE: 20200421
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Calm.com, Inc.
CENTRAL INDEX KEY: 0001721834
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34785
FILM NUMBER: 20806421
BUSINESS ADDRESS:
STREET 1: 140 2ND STREET, THIRD FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
BUSINESS PHONE: (650)988-8500
MAIL ADDRESS:
STREET 1: 140 2ND STREET, THIRD FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: XpresSpa Group, Inc.
CENTRAL INDEX KEY: 0001410428
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 254 WEST 31ST STREET
STREET 2: 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
BUSINESS PHONE: (646) 525-4319
MAIL ADDRESS:
STREET 1: 254 WEST 31ST STREET
STREET 2: 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
FORMER COMPANY:
FORMER CONFORMED NAME: Form Holdings, Inc.
DATE OF NAME CHANGE: 20180102
FORMER COMPANY:
FORMER CONFORMED NAME: XpresSpa Group, Inc.
DATE OF NAME CHANGE: 20180102
FORMER COMPANY:
FORMER CONFORMED NAME: FORM Holdings Corp.
DATE OF NAME CHANGE: 20160509
4
1
dp126535_4-calm.xml
X0306
4
2020-04-16
1
0001410428
XpresSpa Group, Inc.
XSPA
0001721834
Calm.com, Inc.
77 GEARY STREET, THIRD FLOOR
SAN FRANCISCO
CA
94108
0
0
1
0
5.00% Unsecured Convertible Note due 2022
3.1
2020-04-16
4
S
0
2500000
2375000
D
Series E Convertible Preferred Stock
1445816
0
D
Common Stock Warrants
2
2020-04-20
4
S
0
937500
0.107
D
2020-01-08
2025-01-08
Common Stock
937500
0
D
Series E Convertible Preferred Stock
2
2020-04-20
4
S
0
967742
0.334
D
Common Stock
1500000
0
D
$2.5 million aggregate principal amount of XpresSpa Group, Inc.'s 5.00% Unsecured Convertible Notes due May 31, 2022 (the "Note"), which is convertible into shares of Series E Convertible Preferred Stock at a conversion price of $2.00 per share.
Subject to receipt of approval of the shareholders of the issuer, the conversion price of the Note may be reduced in connection with certain anti-dilution price protection provisions, resulting in additional shares of Series E Preferred Stock becoming issuable.
The Note is convertible at the holder's option into shares of Series E Preferred Stock at any time and from time to time.
The Note matures on May 31, 2022.
Subject to receipt of approval of the shareholders of the issuer, the exercise price of the Common Stock Warrants may be reduced in connection with certain anti-dilution price protection provisions, resulting in additional shares of Common Stock becoming issuable.
Holder has the right to convert any of the Series E Convertible Preferred at any time and from time to time.
The Series E Convertible Preferred Stock matures on November 13, 2025.
/s/ Alex Tew, Co-Chief Executive Officer, on behalf of Calm.com, Inc.
2020-04-21