TCM Tactical Opportunities Fund II LP - Nov 8, 2024 Form 4 Insider Report for TREES Corp (Colorado) (CANN)

Role
10%+ Owner
Signature
TCM TACTICAL OPPORTUNITIES FUND II LP By: Troob Capital Management LLC, its General Partner By: /s/ Douglas M. Troob Douglas M. Troob, Managing Member
Stock symbol
CANN
Transactions as of
Nov 8, 2024
Transactions value $
$0
Form type
4
Date filed
2/6/2025, 06:12 PM
Previous filing
Apr 22, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CANN Warrants Expiration (or cancellation) of long derivative position with value received -593K -100% 0 Nov 8, 2024 Common Stock, $0.001 par value per share 593K $0.40 Direct F1, F2, F3, F4, F5
transaction CANN Warrants Purchase +593K 593K Nov 8, 2024 Common Stock, $0.001 par value per share 593K $0.07 Direct F1, F2, F3, F4, F5
transaction CANN Warrants Expiration (or cancellation) of long derivative position with value received -1.04M -100% 0 Nov 8, 2024 Common Stock, $0.001 par value per share 1.04M $0.40 Direct F1, F2, F3, F4, F5
transaction CANN Warrants Purchase +1.04M 1.04M Nov 8, 2024 Common Stock, $0.001 par value per share 1.04M $0.07 Direct F1, F2, F3, F4, F5
transaction CANN Warrants Expiration (or cancellation) of long derivative position with value received -4.91M -100% 0 Nov 8, 2024 Common Stock, $0.001 par value per share 4.91M $0.40 Direct F1, F2, F3, F4, F6
transaction CANN Warrants Purchase +4.91M 4.91M Nov 8, 2024 Common Stock, $0.001 par value per share 4.91M $0.07 Direct F1, F2, F3, F4, F6
transaction CANN Warrants Purchase +2.5M 2.5M Nov 8, 2024 Common Stock, $0.001 par value per share 2.5M $0.07 Direct F1, F2, F4, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This Form 4 is filed jointly by TCM Tactical Opportunities Fund II LP ("Tactical Opportunities Fund"); Troob Capital Advisors LLC ("Capital Advisors"); Context|TCM Series Fund LP - Context|TCM Tactical Opportunities Series ("Context|TCM Series"); Context|TCM Tactical Opportunities LLC ("Context|TCM LLC"); Douglas M. Troob; and Peter J. Troob (collectively, the "Reporting Persons").
F2 Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. The filing of this Form 4 shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer he or it does not directly own.
F3 The noted transactions reported in Table II above involved the amendment of outstanding warrants to reduce the exercise price from $0.40 per share to $0.066 per share and to extend the expiration date of such warrants from September 15, 2029 to November 15, 2029. The amendment is reported above as the cancellation of the old warrants and the acquisition of new warrants.
F4 Securities owned directly by the noted fund entity. Capital Advisors, as the investment manager of Tactical Opportunities Fund, may be deemed to beneficially own the shares of Common Stock beneficially owned by Tactical Opportunities Fund. Context|TCM LLC, as the investment manager of Context|TCM Series, may be deemed to beneficially own the shares of Common Stock beneficially owned by Context|TCM Series. Messrs. Troob and Troob, as the Managing Members of Capital Advisors and Context|TCM LLC, may be deemed to beneficially own the shares of Common Stock beneficially owned by each of Capital Advisors and Context|TCM LLC.
F5 Owned directly by Context|TCM Series.
F6 Owned directly by Tactical Opportunities Fund.
F7 Originally issued for no cash consideration in connection with the loan from the Reporting Persons to the Issuer evidenced by that certain senior secured promissory note issued on November 8, 2024 in favor of Tactical Opportunities Fund in the principal amount of $1,250,000.