0001560637-18-000001.txt : 20180411 0001560637-18-000001.hdr.sgml : 20180411 20180411155122 ACCESSION NUMBER: 0001560637-18-000001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170907 FILED AS OF DATE: 20180411 DATE AS OF CHANGE: 20180411 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Struve Clayton A CENTRAL INDEX KEY: 0001560637 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13984 FILM NUMBER: 18750031 MAIL ADDRESS: STREET 1: 175 W JACKSON BLVD STREET 2: SUITE 440 CITY: CHICAGO STATE: IL ZIP: 60604 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Meridian Waste Solutions, Inc. CENTRAL INDEX KEY: 0000949721 STANDARD INDUSTRIAL CLASSIFICATION: SANITARY SERVICES [4950] IRS NUMBER: 133832215 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12540 BROADWELL ROAD STREET 2: SUITE 2104 CITY: MILTON STATE: GA ZIP: 30004 BUSINESS PHONE: 678-580-5661 MAIL ADDRESS: STREET 1: 12540 BROADWELL ROAD STREET 2: SUITE 2104 CITY: MILTON STATE: GA ZIP: 30004 FORMER COMPANY: FORMER CONFORMED NAME: Brooklyn Cheesecake & Desert Com DATE OF NAME CHANGE: 20050222 FORMER COMPANY: FORMER CONFORMED NAME: CREATIVE BAKERIES INC DATE OF NAME CHANGE: 19970812 FORMER COMPANY: FORMER CONFORMED NAME: WILLIAM GREENBERG JR DESSERTS & CAFES INC DATE OF NAME CHANGE: 19950918 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2017-09-07 0 0000949721 Meridian Waste Solutions, Inc. MRDN 0001560637 Struve Clayton A 175 W JACKSON BLVD SUITE 440 CHICAGO IL 60604 0 0 1 0 Common Stock, par value $0.025 per share 2017-07-27 4 P 0 20389 0 A 1141161 D Common Stock, par value $0.025 per share 2017-09-07 4 P 0 353766 A 1494927 D Common Stock, par value $0.025 per share 2017-10-17 2018-01-10 4 P 0 220000 A 1714927 D Common Stock, par value $0.025 per share 2017-11-17 2018-01-10 4 P 0 80000 A 1794927 D Series D Preferred Stock, par value $0.001 per share 1 2017-09-07 4 P 0 97850 A 2017-09-07 Common Stock 978500 181598 D Warrants to Purchase Common Stock 1.44 2017-09-07 4 P 0 1467750 A 2018-03-08 2022-09-07 Common Stock 1467750 181598 D Series E Preferred Stock, par value $0.001 per share 1 2017-10-17 4 P 0 110000 A 2017-09-07 Common Stock 1100000 181598 D Warrants to Purchase Common Stock 1.2 2017-10-17 4 P 0 1650000 A 2018-04-18 2022-10-17 Common Stock 1650000 181598 D Series E Preferred Stock, par value $0.001 per share 1 2017-11-17 4 P 0 40000 A 2018-01-10 Common Stock 400000 181598 D Warrants to Purchase Common Stock 1.2 2017-11-17 4 P 0 600000 A 2018-05-18 2022-11-17 Common Stock 600000 181598 D 1. As of July 27, 2017, 20,389 shares of were issued as dividends for the shares of Series C Preferred Stock owned by the Reporting Person, earned prior to the date of the automatic conversion of all shares of Series C Preferred Stock. As of September 7, 2017, in connection with the Issuer's private placement offering, the Reporting Person purchased an aggregate of 97,850 Units at a price of $10.00 per Unit, with each Unit consisting of one share of the Company's Series D Preferred Stock, three shares of the Issuer's Common Stock and 15 Warrants to purchase the Issuer's Common Stock with an exercise price of $1.44 per share exercisable beginning 6 months after the date of issuance and within 5 years from the date of issuance. Each share of Series D Preferred Stock has a stated value of $10.00 and can be converted into shares of the Issuer's Common Stock at the price of $1.00 per share of Common Stock. Additional shares of Common Stock were issued at closing as dividends for the first year, issued in advance, at the rate of 8% per annum, based on a share price of $1.30. There is no expiration date for conversion of the Series D Preferred Stock. . Does not include 978,500 shares of common stock into which such stockholder's shares of Series D Preferred are convertible, because such conversion is restricted pursuant to the terms of the Series D Preferred designations, which prohibit conversions that would result in the holder owning greater than 4.99% of the Company's issued and outstanding common stock, unless waived upon 60 days' notice, but shall in no event exceed 19.99%, of the Company's issued and outstanding common stock. Does not include 1,467,500 shares of common stock issuable upon such stockholder's exercise of warrants, because such issuance is restricted pursuant to the terms such warrants, which prohibit conversions that would result in the holder owning greater than 4.99% of the Company's issued and outstanding common stock, unless waived upon 60 days' notice, but shall in no event exceed 19.99%, of the Company's issued and outstanding common stock. Such warrants are exercisable beginning March 8, 2018. Between October 17, 2017 and November 17, 2017, in connection with the Company's private placement offering, the Reporting Person purchased an aggregate of 150,000 Units at a price of $10.00 per Unit, each Unit consisting of one share of the Company's Series E Convertible Preferred Stock and 15 Warrants to purchase the Company's Common Stock with an exercise price of $1.20 per share exercisable beginning 6 months after the date of issuance and within 5 years from the date of issuance. Additional shares of Common Stock were issued on January 10, 2018, upon effectiveness of approval of the Company's shareholders, as dividends for the first year, issued in advance, at the rate of 20% per annum, based on a share price of $1.00. There is no expiration date for conversion of the Series E Preferred Stock. Does not include 1,500,000 shares of common stock into which such stockholder's shares of Series E Preferred are convertible, because the Series E Preferred prohibits conversions that would result in the holder owning greater than 4.99% of the Company's issued and outstanding common stock, unless waived upon 60 days' notice, but shall in no event exceed 19.99%, of the Company's issued and outstanding common stock. Does not include 2,250,000 shares of common stock issuable upon such stockholder's exercise of warrants, because such warrants prohibit exercises that would result in the holder owning greater than 4.99% of the Company's issued and outstanding common stock, unless waived upon 60 days' notice, but shall in no event exceed 19.99%, of the Company's issued and outstanding common stock. 1,650,000 of such warrants are exercisable beginning April 18, 2018; 600,000 of such warrants are exercisable beginning May 18, 2018. clayton a struve 2018-04-09