0001193125-20-037691.txt : 20200214 0001193125-20-037691.hdr.sgml : 20200214 20200214140303 ACCESSION NUMBER: 0001193125-20-037691 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20200214 DATE AS OF CHANGE: 20200214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: 4Front Ventures Corp. CENTRAL INDEX KEY: 0001783875 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-91414 FILM NUMBER: 20617775 BUSINESS ADDRESS: STREET 1: 2900-550 BURRARD STREET CITY: VANCOUVER STATE: A1 ZIP: V6C 0A3 BUSINESS PHONE: (602) 682-7037 MAIL ADDRESS: STREET 1: 2900-550 BURRARD STREET CITY: VANCOUVER STATE: A1 ZIP: V6C 0A3 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PRATTE TREVOR CENTRAL INDEX KEY: 0001800435 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 5060 N. 40TH STREET, SUITE 120 CITY: PHOENIX STATE: AZ ZIP: 85018 SC 13G 1 d885294dsc13g.htm SC 13G SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

SCHEDULE 13G

INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

 

4FRONT VENTURES CORP.

(Name of Issuer)

CLASS A SUBORDINATE VOTING SHARES

(Title of Class of Securities)

35086B108

(CUSIP Number)

December 31, 2019

(Date of Event Which Requires Filing of This Statement)

 

 

Check the Appropriate box to designate the rule pursuant to which this schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

 

 

 

CUSIP No. 35086B108    13G    Page 2 of 5 Pages

 

  1    

  NAME OF REPORTING PERSONS

  S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

 

  Trevor Pratte

  2    

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

  (a)  ☐        (b)  ☐

 

  3    

  SEC USE ONLY

 

  4    

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  United States     

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

     5     

  SOLE VOTING POWER

 

   26,207,960(1)(2)(3)

  6     

  SHARED VOTING POWER

 

  0     

  7     

  SOLE DISPOSITIVE POWER

 

  26,207,960(1)(2)(3)     

  8     

  SHARED DISPOSITIVE POWER

 

  0     

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  26,207,960(1)(2)(3)     

10    

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

  ☐

11    

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

   17.2%    

12    

  TYPE OF REPORTING PERSON*

 

  IN     

 

(1)

Trevor Pratte is the record owner of 320,517 Class B Proportionate Voting Shares of the Issuer which are exercisable for 25,641,360 Class A Subordinate Voting Shares of the Issuer (each Class B Proportionate Voting Share is convertible into 80 Class A Subordinate Voting Shares).

(2)

Trevor Pratte is the record owner of 4,095 options to acquire Class B Proportionate Voting Shares of the Issuer that are exercisable within 60 days of December 31, 2019, and if the options are exercised in full for such Class B Proportionate Voting Shares of the Issuer, the Class B Proportionate Voting Shares received will be convertible for 327,600 Class A Subordinate Voting Shares of the Issuer.

(3)

KEA Private Capital, LLC, of which Trevor Pratte is a control person, is the record owner of 239,000 Class A Subordinate Voting Shares of the Issuer. Trevor Pratte disclaims beneficial ownership of all such shares except to the extent of his pecuniary interest therein.

CUSIP No. 35086B108    13G    Page 3 of 5 Pages

 

Item 1 (a). Name of Issuer:

4Front Ventures Corp.

Item 1 (b). Address of Issuer’s Principal Executive Offices:

5060 North 40th Street, Suite 120

Phoenix, AZ 85018

United States

Item 2 (a). Name of Person Filing:

Trevor Pratte

Item 2 (b). Address of Principal Business Office or, if None, Residence:

5060 North 40th Street, Suite 120

Phoenix, AZ 85018

United States

Item 2 (c). Citizenship:

United States

Item 2 (d). Title of Class of Securities:

Class A Subordinate Voting Shares

Item 2 (e). CUSIP Number:

35086B108

 

Item 3.

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

(a)    ☐    Broker or dealer registered under Section 15 of the Act;
(b)    ☐    Bank as defined in Section 3(a)(6) of the Act;
(c)    ☐    Insurance Company as defined in Section 3(a)(19) of the Act;
(d)    ☐    Investment Company registered under Section 8 of the Investment Company Act;
(e)    ☐    Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f)    ☐    Employee benefit plan or endowment plan in accordance with Rule 13d-1(b)(1)(ii)(F);
(g)    ☐    Parent holding company or control person, in accordance with Rule 13d-1(b)(1)(ii)(G);
(h)    ☐    A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
(i)    ☐    A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940:
(j)    ☐    Group, in accordance with Rule 13d-1(b)(1)(ii)(j).
   ☐    If this statement is filed pursuant to Rule 13d-1(c), check this box.

CUSIP No. 35086B108    13G    Page 4 of 5 Pages

 

Item 4.

Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities identified in Item 1.

 

  (a)

Amount beneficially owned: 26,207,960(1)(2)(3)

 

  (b)

Percent of class: 17.2%

 

  (c)

Number of shares as to which such person has:

 

  (i)

Sole power to vote or to direct the vote: 26,207,960(1)(2)(3)

 

  (ii)

Shared power to vote or to direct the vote: 0

 

  (iii)

Sole power to dispose or to direct the disposition of: 26,207,960(1)(2)(3)

 

  (iv)

Shared power to dispose or to direct the disposition of: 0

 

(1)

Trevor Pratte is the record owner of 320,517 Class B Proportionate Voting Shares of the Issuer which are exercisable for 25,641,360 Class A Subordinate Voting Shares of the Issuer (each Class B Proportionate Voting Share is convertible into 80 Class A Subordinate Voting Shares).

(2)

Trevor Pratte is the record owner of 4,095 options to acquire Class B Proportionate Voting Shares of the Issuer that are exercisable within 60 days of December 31, 2019, and if the options are exercised in full for such Class B Proportionate Voting Shares of the Issuer, the Class B Proportionate Voting Shares received will be convertible for 327,600 Class A Subordinate Voting Shares of the Issuer.

(3)

KEA Private Capital, LLC, of which Trevor Pratte is a control person, is the record owner of 239,000 Class A Subordinate Voting Shares of the Issuer. Trevor Pratte disclaims beneficial ownership of all such shares except to the extent of his pecuniary interest therein.

Instruction. For computations regarding securities which represent a right to acquire an underlying security, see Rule 13d-3(d)(1).

 

Item 5.

Ownership of Five Percent or Less of a Class.

If the statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

N/A

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

N/A

 

Item 8.

Identification and Classification of Members of the Group.

N/A

 

Item 9.

Notice of Dissolution of Group.

N/A

 

Item 10.

Certification.

N/A

CUSIP No. 35086B108    13G    Page 5 of 5 Pages

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 14 , 2020

(Date)
By:  

/s/ Leigh Ann Clifford

  Leigh Ann Clifford as attorney-in-fact for Trevor Pratte
 EX-99.1 2 d885294dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

POWER OF ATTORNEY

The undersigned understands that he, from time to time, may be required to prepare, execute and file certain federal and state securities laws filings.

Know all by these presents, that the undersigned hereby constitutes and appoints each of Leigh Ann Clifford, Jerry Derevyanny and Jake Wooten and any of them signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

(1) prepare, execute and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 (the “1934 Act”) or any rule or regulation of the SEC;

(2) prepare and execute for and on behalf of the undersigned federal and state securities laws filings including without limitation and Schedules 13D and 13G and Forms 3, 4, and 5 in accordance with Sections 13(d) and 16(a) of the 1934 Act and the rules thereunder;

(3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such federal and state securities laws filings including without limitation Schedules 13D and 13G and Forms 3, 4, and 5, complete and execute any amendment or amendments thereto, and timely file such form with the and any stock exchange or similar authority; and

(4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with federal and state securities laws, including without limitation Section 13 and Section 16 of the 1934 Act.

This Power of Attorney and all authority conferred hereby shall not be terminated by operation of law, whether by the death or incapacity of the undersigned or by occurrence of any other event. Actions taken by an attorney-in-fact pursuant to this Power of Attorney shall be as valid as if any event described in the preceding sentence had not occurred, whether or not the attorney-in-fact shall have received notice of such event. Notwithstanding the foregoing, (i) in the event that an attorney-in-fact is no longer employed by 4Front Ventures Corp., or any of its subsidiaries or affiliates, this Power of Attorney and all authority conferred hereby shall be immediately terminated with respect to such Attorney, and (ii) the undersigned may terminate or revoke this Power of Attorney at any time.

(signature page follows)

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 15th day of January, 2020.

 

/s/ Trevor Pratte

Trevor Pratte

Signature Page to Power of Attorney