0001655238-17-000001.txt : 20170316 0001655238-17-000001.hdr.sgml : 20170316 20170316155425 ACCESSION NUMBER: 0001655238-17-000001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170308 FILED AS OF DATE: 20170316 DATE AS OF CHANGE: 20170316 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TWINLAB CONSOLIDATED HOLDINGS, INC. CENTRAL INDEX KEY: 0001590695 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] IRS NUMBER: 463951742 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 632 BROADWAY STREET 2: SUITE 201 CITY: NEW YORK STATE: NY ZIP: 10012 BUSINESS PHONE: (212) 651-8500 MAIL ADDRESS: STREET 1: 632 BROADWAY STREET 2: SUITE 201 CITY: NEW YORK STATE: NY ZIP: 10012 FORMER COMPANY: FORMER CONFORMED NAME: MIRROR ME, INC. DATE OF NAME CHANGE: 20131031 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLISANO B THOMAS CENTRAL INDEX KEY: 0000903201 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-55181 FILM NUMBER: 17694352 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Golisano Holdings LLC CENTRAL INDEX KEY: 0001655238 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-55181 FILM NUMBER: 17694353 BUSINESS ADDRESS: STREET 1: 1 FISHERS ROAD CITY: PITTSFORD STATE: NY ZIP: 14534 BUSINESS PHONE: (585) 340-1200 MAIL ADDRESS: STREET 1: 1 FISHERS ROAD CITY: PITTSFORD STATE: NY ZIP: 14534 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2017-03-08 0 0001590695 TWINLAB CONSOLIDATED HOLDINGS, INC. TLCC 0001655238 Golisano Holdings LLC 1 FISHERS ROAD PITTSFORD NY 14534 0 0 1 0 0000903201 GOLISANO B THOMAS 3175 GREEN DOLPHIN LANE NAPLES FL 34102 0 0 1 0 Common Stock 2017-03-08 4 J 0 807018 A 90027400 I See Footnote 1 Warrant (option to buy) 1 2017-03-08 4 P 0 869618 A 2017-03-08 2019-11-13 Common Stock 869618 869618 D Warrant (option to buy) 0.01 2017-03-08 4 J 0 4960740 A 2017-03-08 2019-11-13 Common Stock 4960740 4960740 I See Footnote 5 Warrant (option to buy) 0.01 2017-03-08 4 J 0 807018 A 2017-03-08 2019-11-13 Common Stock 807018 807018 I See Footnote 6 In connection with the acquisition by Golisano Holdings LLC of $10M in the aggregate principal amount of loans payable by the Issuer to Penta Mezzanine SBIC Fund I, L.P. ("Penta"), Penta, the record owner of these shares, granted to Golisano Holdings LLC the right to receive 50% of the gross proceeds in excess of $177,544 that Penta may receive upon the sale of these shares so Golisano Holdings LLC and B. Thomas Golisano (the sole member of Golisano Holdings LLC) may be deemed to have a "pecuniary interest" in these shares within the meaning of Rule 16a-1(a)(2). This warrant was acquired by Golisano Holdings LLC from Penta Mezzanine Fund I, L.P. ("Penta") in connection with the acquisition by Golisano Holdings LLC of $10M in aggregate principal amount of loans payable by the Issuer to Penta. This warrant is owned directly by Golisano Holdings LLC, a New York limited liability company and a greater than 10% owned of the Issuer, and indirectly by B. Thomas Golisano, the sole member of Golisano Holdings LLC. The exercise price for this warrant is not on a per share basis, but is for the entire 4,960,740 shares of Common Stock underlying the warrant. In connection with the acquisition by Golisano Holdings LLC of $10M in the aggregate principal amount of loans payable by the Issuer to Penta Mezzanine SBIC Fund I, L.P. ("Penta"), Penta, the record owner of this warrant, granted to Golisano Holdings LLC the right to receive 50% of the gross proceeds in excess of $1,091,363 that Penta may receive upon the exercise or sale of this warrant and so Golisano Holdings LLC and B. Thomas Golisano (the sole member of Golisano Holdings LLC) may be deemed to have a "pecuniary interest" in this warrant and the underlying shares of Common Stock within the meaning of Rule 16a-1(a)(2). In connection with the acquisition by Golisano Holdings LLC of $10M in the aggregate principal amount of loans payable by the Issuer to Penta Mezzanine SBIC Fund I, L.P. ("Penta"), Penta, the record owner of this warrant, granted to Golisano Holdings LLC the right to receive 50% of the gross proceeds in excess of $177,544 that Penta may receive upon the exercise or sale of this warrant and so Golisano Holdings LLC and B. Thomas Golisano (the sole member of Golisano Holdings LLC) may be deemed to have a "pecuniary interest" in this warrant and the underlying shares of Common Stock within the meaning of Rule 16a-1(a)(2). B. Thomas Golisano, Sole Member 2017-03-15 B. Thomas Golisano 2017-03-15