0001193805-24-000084.txt : 20240123
0001193805-24-000084.hdr.sgml : 20240123
20240123105424
ACCESSION NUMBER: 0001193805-24-000084
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240109
FILED AS OF DATE: 20240123
DATE AS OF CHANGE: 20240123
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: 22NW, LP
CENTRAL INDEX KEY: 0001694297
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39061
FILM NUMBER: 24550961
BUSINESS ADDRESS:
STREET 1: 590 1ST AVE S, UNIT C1
CITY: SEATTLE
STATE: WA
ZIP: 98104
BUSINESS PHONE: 206-437-9174
MAIL ADDRESS:
STREET 1: 590 1ST AVE S, UNIT C1
CITY: SEATTLE
STATE: WA
ZIP: 98104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: 22NW Fund, LP
CENTRAL INDEX KEY: 0001640809
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39061
FILM NUMBER: 24550960
BUSINESS ADDRESS:
STREET 1: 1455 NW LEARY WAY
STREET 2: SUITE 400
CITY: SEATTLE
STATE: WA
ZIP: 98107
BUSINESS PHONE: 206-227-3078
MAIL ADDRESS:
STREET 1: 1455 NW LEARY WAY
STREET 2: SUITE 400
CITY: SEATTLE
STATE: WA
ZIP: 98107
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: 22NW GP, Inc.
CENTRAL INDEX KEY: 0001783663
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39061
FILM NUMBER: 24550958
BUSINESS ADDRESS:
STREET 1: 1455 NW LEARY WAY, SUITE 400
CITY: SEATTLE
STATE: WA
ZIP: 98107
BUSINESS PHONE: 206-227-3078
MAIL ADDRESS:
STREET 1: 1455 NW LEARY WAY, SUITE 400
CITY: SEATTLE
STATE: WA
ZIP: 98107
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: English Aron R.
CENTRAL INDEX KEY: 0001770436
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39061
FILM NUMBER: 24550962
MAIL ADDRESS:
STREET 1: 1455 NW LEARY WAY, SUITE 400
CITY: SEATTLE
STATE: WA
ZIP: 98107
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: 22NW Fund GP, LLC
CENTRAL INDEX KEY: 0001770575
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39061
FILM NUMBER: 24550959
BUSINESS ADDRESS:
STREET 1: 1455 NW LEARY WAY, SUITE 400
CITY: SEATTLE
STATE: WA
ZIP: 98107
BUSINESS PHONE: 206-227-3078
MAIL ADDRESS:
STREET 1: 1455 NW LEARY WAY, SUITE 400
CITY: SEATTLE
STATE: WA
ZIP: 98107
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: DIRTT ENVIRONMENTAL SOLUTIONS LTD
CENTRAL INDEX KEY: 0001340476
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
ORGANIZATION NAME: 06 Technology
IRS NUMBER: 000000000
STATE OF INCORPORATION: A0
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 7303 30 ST S E
CITY: CALGARY ALBERTA T2C 1N6 CAN
STATE: A0
ZIP: T2C 1N6
BUSINESS PHONE: 403-723-5000
MAIL ADDRESS:
STREET 1: 7303 30 ST S E
CITY: CALGARY ALBERTA T2C 1N6 CAN
STATE: A0
ZIP: T2C 1N6
4
1
e619202_4-english.xml
X0508
4
2024-01-09
0
0001340476
DIRTT ENVIRONMENTAL SOLUTIONS LTD
DRTT
0001770436
English Aron R.
590 1ST AVE. S
UNIT C1
SEATTLE
WA
98104
1
0
1
0
0001694297
22NW, LP
590 1ST AVE. S
UNIT C1
SEATTLE
WA
98104
0
0
1
0
0001640809
22NW Fund, LP
590 1ST AVE. S
UNIT C1
SEATTLE
WA
98104
0
0
1
0
0001770575
22NW Fund GP, LLC
590 1ST AVE. S
UNIT C1
SEATTLE
WA
98104
0
0
1
0
0001783663
22NW GP, Inc.
590 1ST AVE. S
UNIT C1
SEATTLE
WA
98104
0
0
1
0
0
Common Shares
2024-01-09
4
X
0
1575057
0.3500
A
3352427
D
Common Shares
2024-01-09
4
X
0
28191998
0.3500
A
54072786
I
By: 22NW Fund, LP
Common Shares
2024-01-09
4
J
0
4117741
0.3500
A
7470167
D
Common Shares
2024-01-09
4
J
0
4117741
0.3500
D
49955045
I
By: 22NW Fund, LP
Subscription Rights (right to buy)
0.3500
2024-01-09
4
X
0
1777369
0
A
2023-12-15
2024-01-05
Common Shares
1575057
0
D
Subscription Rights (right to buy)
0.3500
2024-01-09
4
X
0
25880788
0
A
2023-12-15
2024-01-05
Common Shares
28191998
0
I
By: 22NW Fund, LP
This Form 4 is filed jointly by 22NW Fund, LP ("22NW Fund"), 22NW, LP ("22NW"), 22NW Fund GP, LLC ("22NW GP"), 22NW GP, Inc. ("22NW Inc.") and Aron R. English (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding Common Shares. Mr. English is also a director of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
On January 9, 2024, the Issuer announced the results of its CA$30.0 million rights offering (the "Rights Offering"). Each subscription right was exercisable for 0.81790023 Common Shares, rounded down to the nearest whole number, together with oversubscription rights. The Reporting Persons participated in the Rights Offering in full, as well as exercising their oversubscription rights, at a subscription price of CA$0.35 per Common Share. The number of Common Shares reported above includes the allocation pursuant to the Reporting Persons' exercise of their oversubscription rights. The Reporting Persons did not receive confirmation of the receipt of the Common Shares issued pursuant to the exercise of their oversubscription rights until January 22, 2024.
Represents Canadian dollars (C$).
Securities owned directly by 22NW Fund. As the investment manager to 22NW Fund, 22NW may be deemed to beneficially own the securities owned directly by 22NW Fund. As the general partner of 22NW Fund, 22NW GP may be deemed to beneficially own the securities owned directly by 22NW Fund. As the general partner of 22NW, 22NW Inc. may be deemed to beneficially own the securities owned directly by 22NW Fund. Mr. English, as the Portfolio Manager of 22NW, Manager of 22NW GP and President and sole shareholder of 22NW Inc., may be deemed to beneficially own the securities owned directly by 22NW Fund.
Represents an internal transfer from 22NW Fund to Mr. English.
/s/ Aron R. English
2024-01-23
22NW Fund, LP; By: 22NW Fund GP, LLC; By: /s/ Aron R. English, Manager
2024-01-23
22NW, LP; By: 22NW GP, Inc.; By: /s/ Aron R. English, President and Sole Shareholder
2024-01-23
22NW Fund GP, LLC; By: /s/ Aron R. English, Manager
2024-01-23
22NW GP, Inc., By: /s/ Aron R. English, President and Sole Shareholder
2024-01-23