CWR 1, LLC Discloses Significant Stake in Trustfeed Corp.
Ticker: PMHS · Form: SC 13D · Filed: Jan 12, 2024 · CIK: 1265521
| Field | Detail |
|---|---|
| Company | Trustfeed Corp. (PMHS) |
| Form Type | SC 13D |
| Filed Date | Jan 12, 2024 |
| Risk Level | medium |
| Pages | 7 |
| Reading Time | 8 min |
| Key Dollar Amounts | $0.001, $350,000 |
| Sentiment | mixed |
Complexity: simple
Sentiment: mixed
Topics: insider-ownership, activist-investing, ownership-change
TL;DR
**CWR 1, LLC just revealed a major stake in Trustfeed Corp., signaling potential shake-ups ahead.**
AI Summary
CWR 1, LLC, a Delaware-incorporated entity, has filed an SC 13D indicating a significant ownership stake in Trustfeed Corp. (TRFE). The filing, dated January 12, 2024, reports an event on December 29, 2023, that triggered the disclosure. This matters to investors because a Schedule 13D filing signals that an entity has acquired more than 5% of a company's stock with the intent to influence or control the company, potentially leading to strategic changes or a takeover.
Why It Matters
This filing signals a potential activist investor or a strategic move, which could lead to changes in Trustfeed Corp.'s management, operations, or even a sale of the company.
Risk Assessment
Risk Level: medium — The filing of a Schedule 13D indicates a potential change in control or influence, which can introduce both opportunities and risks for existing shareholders.
Analyst Insight
A smart investor would monitor Trustfeed Corp. closely for further announcements from CWR 1, LLC or the company itself, as this significant stake could signal upcoming strategic changes or activist involvement. Reviewing CWR 1, LLC's past investment history could provide insight into their typical approach.
Key Players & Entities
- Trustfeed Corp. (company) — the subject company of the SC 13D filing
- CWR 1, LLC (company) — the entity filing the SC 13D, reporting its ownership
- Brett Rosen (person) — person authorized to receive notices for the filing
- December 29, 2023 (date) — date of the event requiring the SC 13D filing
- January 12, 2024 (date) — date the SC 13D was filed
- $0.001 (dollar_amount) — par value per share of Trustfeed Corp. Common Stock
Forward-Looking Statements
- CWR 1, LLC will seek to engage with Trustfeed Corp. management regarding strategic direction. (Trustfeed Corp.) — medium confidence, target: Q2 2024
- Trustfeed Corp.'s stock price may experience increased volatility due to the new significant shareholder. (Trustfeed Corp.) — high confidence, target: Q1 2024
FAQ
What is the name of the company whose shares are being reported in this SC 13D filing?
The name of the issuer is Trustfeed Corp., as stated in the filing under 'Name of Issuer'.
Who is the entity that filed this SC 13D?
The entity that filed this SC 13D is CWR 1, LLC, as indicated in the 'FILED BY' section of the filing.
What was the date of the event that triggered the requirement for this SC 13D filing?
The date of the event which required the filing of this statement was December 29, 2023, as specified in the filing.
What is the par value per share of Trustfeed Corp.'s Common Stock?
The par value per share of Trustfeed Corp.'s Common Stock is $0.001, as stated under 'Title of Class of Securities'.
Who is the person authorized to receive notices and communications for this filing, and what is their contact information?
Brett Rosen is the person authorized to receive notices and communications, with the address c/o Trustfeed Corp., 10940 Wilshire Blvd, Suite 705, Los Angeles, California 90024, and telephone number (213) 616-0011, as detailed in the filing.
Filing Stats: 2,074 words · 8 min read · ~7 pages · Grade level 10.2 · Accepted 2024-01-12 16:30:11
Key Financial Figures
- $0.001 — me of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securiti
- $350,000 — to CWR1 for aggregate consideration of $350,000 (collectively referred to as the &ldquo
Filing Documents
- formsc13d.htm (SC 13D) — 115KB
- ex10-1.htm (EX-10.1) — 133KB
- ex99-1.htm (EX-99.1) — 10KB
- 0001493152-24-002207.txt ( ) — 260KB
of this Schedule 13D and the matters described within Item 3, Item 4 and Item 5 of
Item 2 of this Schedule 13D and the matters described within Item 3, Item 4 and Item 5 of this Schedule 13D). (2) Includes (i) 90,437,591 shares of common stock, par value $0.001 per share (the “Common Stock”) and (ii) 10,000,000 votes represented by 500,000 shares of Series A Preferred Stock, par value $0.001 per share (the “Preferred Stock”), of the Issuer, of which CWR1 is the record holder. (3) Excludes 500,000 shares of the Preferred Stock of the Issuer. CUSIP No. 898391107 1. Names of Reporting Person: Daniel Gordon 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3. SEC Use Only 4. Source of Funds (See Instructions): OO 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization: United NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. Sole Voting Power: 0 (see Items 2 and 5) 8. Shared Voting Power: 100,437,591 (1) (see Items 2 and 5) 9. Sole Dispositive Power: 0 (see Item 5) 10. Shared Dispositive Power: 90,437,591 (2) (see Items 2 and 5) 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 90,437,591 (2)(3) 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions): 13. Percent of Class Represented by Amount in Row (11): 82.9% 14. Type of Reporting Person (See Instructions): IN (1) Includes (i) 90,437,591 shares of Common Stock and (ii) 10,000,000 votes represented by 500,000 shares of Preferred Stock, of the Issuer, of which CWR1 is the record holder. (2) Excludes 500,000 shares of Preferred Stock of the Issuer. (3) Daniel Gordon is the majority shareholder of GLD Management, Inc., the general partner of GLD Partners, LP (“GLDLP”), affiliates of which own CWR1, and, as such, may be deemed to beneficially own shares held directly by CWR1. CUSIP No. 89
Material to be Filed as Exhibits
Item 7. Material to be Filed as Exhibits Exhibit 10.1 Stock Purchase Agreement dated December 22, 2023. Exhibit 99.1 Joint Filing Agreement, dated January 9, 2024, by and among the Reporting Persons.
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Date: January 11, 2024 CWR 1, LLC By: /s/ Brett Rosen Name: Brett Rosen Title: President /s/ Daniel Gordon Name: Daniel Gordon /s/ Brett Rosen Name: Brett Rosen