0001493152-21-023862.txt : 20210927
0001493152-21-023862.hdr.sgml : 20210927
20210927163251
ACCESSION NUMBER: 0001493152-21-023862
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210916
FILED AS OF DATE: 20210927
DATE AS OF CHANGE: 20210927
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Thompson Bradley George
CENTRAL INDEX KEY: 0001883869
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38286
FILM NUMBER: 211282089
MAIL ADDRESS:
STREET 1: 1646 ACTON AVE. SW
CITY: CALGARY, ALBERTA
STATE: Z4
ZIP: T2T 2P9
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Enveric Biosciences, Inc.
CENTRAL INDEX KEY: 0000890821
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 954484725
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4851 TAMIAMI TRAIL N, SUITE 200
CITY: NAPLES
STATE: FL
ZIP: 34103
BUSINESS PHONE: 239-302-1707
MAIL ADDRESS:
STREET 1: 4851 TAMIAMI TRAIL N, SUITE 200
CITY: NAPLES
STATE: FL
ZIP: 34103
FORMER COMPANY:
FORMER CONFORMED NAME: AMERI Holdings, Inc.
DATE OF NAME CHANGE: 20150527
FORMER COMPANY:
FORMER CONFORMED NAME: SPATIALIZER AUDIO LABORATORIES INC
DATE OF NAME CHANGE: 19950323
4
1
ownership.xml
X0306
4
2021-09-16
0
0000890821
Enveric Biosciences, Inc.
ENVB
0001883869
Thompson Bradley George
C/O ENVERIC BIOSCIENCES,
INC., 4851 TAMIAMI TRAIL N, SUITE 200
NAPLES,
FL
34103
1
0
0
0
Stock Options
0.94
2021-09-16
4
A
0
53160
A
2021-09-16
2026-04-05
Common Stock
53160
53160
D
Pursuant to an Amalgamation Agreement, dated May 24, 2021 (the "Amalgamation Agreement"), by and among Enveric Biosciences, Inc. (the "Company"), 1306432 B.C. Unlimited Liability Company (formerly known as 1306432 B.C. Ltd.), ("HoldCo"), 1306436 B.C. Ltd., ("Purchaser"), and MagicMed Industries Inc. ("MagicMed"), upon the completion of the Amalgamation, the shareholders of MagicMed received shares of common stock of the Company equal to the product of 0.265801 (the "Exchange Ratio") multiplied by the number of MagicMed shares held by each such MagicMed shareholder.
Pursuant to the Amalgamation Agreement, following the effective time of the Amalgamation, each outstanding MagicMed stock option was converted into an option to purchase the number of Company shares equal to the Exchange Ratio multiplied by the number of MagicMed shares subject to such MagicMed stock option.
Pursuant to the Amalgamation Agreement, following the effective time of the Amalgamation, each holder of an outstanding MagicMed warrant is entitled to receive upon exercise of such MagicMed warrant that number of Company shares which the holder would have been entitled to receive as a result of the Amalgamation if, immediately prior to the Amalgamation, such holder had exercised the MagicMed warrants.
Received in exchange for options to acquire 200,000 shares of common stock of MagicMed with an exercise price of $0.50 per share in connection with the Amalgamation.
/s/ Thompson Bradley George
2021-09-27