| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PRPL | Warrant | Purchase | +13.4M | 13.4M | Jan 23, 2024 | Class A Common Stock | 13.4M | $1.50 | See footnote | F1, F2, F3, F4 |
| Id | Content |
|---|---|
| F1 | Pursuant to that certain Amended and Restated Credit Agreement, dated as of January 23, 2024, the Issuer issued the Warrants to certain of the Reporting Persons as partial consideration for a loan made to a subsidiary of Issuer, of which an aggregate amount of $41,000,000 was made by (a) Coliseum Capital Partners, L.P. ("CCP"), an investment limited partnership of which Coliseum Capital, LLC, a Delaware limited liability company ("CC"), is general partner and for which Coliseum Capital Management, LLC, a Delaware limited liability company ("CCM"), serves as investment adviser and (b) a separate account investment advisory client of CCM (the "Separate Account"). |
| F2 | As a result of the transaction reported herein, CCP directly owns 11,018,543 Warrants and the Separate Account directly owns 2,424,080 Warrants. |
| F3 | Each Warrant entitles the holder to acquire one share of the Issuer's Class A common stock ("Class A Common Stock") at a price of $1.50 per share, subject to adjustment. The Warrants are subject to a contractual limitation such that a holder of the Warrants will not have the right to exercise its Warrants, to the extent that after giving effect to such exercise, the holder (together with its affiliates) would beneficially own in excess of 49.9% of the shares of Class A Common Stock outstanding immediately after giving effect to such exercise. As of the date of this Form 4, based on 105,545,906 shares of Class A Common Stock outstanding as of November 13, 2023, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on November 15, 2023, the Warrants could be exercised to acquire an aggregate of 11,601,030 shares of Class A Common Stock. |
| F4 | Christopher Shackelton ("Shackelton") and Adam Gray ("Gray") are managers of and have an ownership interest in each of CCM and CC. Coliseum Capital Co-Invest III, L.P. ("CCC III") is an investment limited partnership of which CC is general partner and for which CCM serves as investment adviser. Each of Shackelton, Gray, CCP, CCC III, the Separate Account, CC and CCM disclaims beneficial ownership of these securities except to the extent of that person's pecuniary interest therein. |
Gray is a director of the Issuer. As a result, the following persons may be deemed directors by deputization of the Issuer solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended: CCM, CC, CCP, CCC III and Shackelton.