Coliseum Capital Amends Purple Innovation Stake, Signals Active Role

TL;DR

**Coliseum Capital is still a major player in Purple Innovation, watch for their next move!**

AI Summary

Coliseum Capital Management, LLC, along with Adam Gray and Christopher Shackelton, filed an Amendment No. 30 to their Schedule 13D on January 23, 2024, regarding their ownership in Purple Innovation, Inc. This filing updates their previous disclosures, indicating ongoing active involvement and potential influence over the company's strategic direction. For investors, this matters because Coliseum Capital is a significant shareholder, and their actions or stated intentions can signal future changes in management, operations, or even a potential sale, directly impacting the stock's value.

Why It Matters

This filing shows a major institutional investor, Coliseum Capital, is actively engaged with Purple Innovation, which could lead to strategic changes or influence the company's future performance.

Risk Assessment

Risk Level: medium — The risk is medium because a large activist investor's continued involvement can lead to significant changes, which could be positive or negative for the stock.

Analyst Insight

Investors should monitor future filings from Coliseum Capital and Purple Innovation's corporate announcements for any strategic shifts or changes in governance, as Coliseum Capital's active role could drive significant company developments.

Key Numbers

• Amendment No. 30 — Amendment Number (Indicates a long history of filings and active engagement by Coliseum Capital with Purple Innovation, Inc.)
• January 23, 2024 — Date of Event (The specific date that triggered the requirement for this updated filing.)
• 74640Y 106 — CUSIP Number (Unique identifier for Purple Innovation, Inc.'s Class A Common Stock.)

Key Players & Entities

• Coliseum Capital Management, LLC (company) — filing party and significant shareholder of Purple Innovation, Inc.
• Purple Innovation, Inc. (company) — the subject company whose Class A Common Stock is being reported on
• Adam Gray (person) — group member of Coliseum Capital Management, LLC
• Christopher Shackelton (person) — group member of Coliseum Capital Management, LLC and contact person for the filing
• Debevoise & Plimpton LLP (company) — legal counsel for the filing parties
• William D. Regner, Esq. (person) — attorney at Debevoise & Plimpton LLP

Forward-Looking Statements

• Coliseum Capital will continue to exert influence on Purple Innovation's strategic decisions. (Coliseum Capital Management, LLC) — high confidence, target: 2025-01-23
• Purple Innovation may undergo further operational or management changes due to activist investor pressure. (Purple Innovation, Inc.) — medium confidence, target: 2024-12-31

FAQ

Key Financial Figures

• $0.0001 — suer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securiti
• $1.50 — Class A Stock per Warrant at a price of $1.50 per share, subject to adjustments. Does
• $33,606,557 — nder which CCP agreed to make a loan of $33,606,557 to Purple LLC, CCP received Warrants to
• $7,393,443 — parate Account agreed to make a loan of $7,393,443 to Purple LLC, the Separate Account rec
• $61.0 million — tions with a term loan in the amount of $61.0 million to Purple Innovation, LLC, a Delaware l
• $33.6 million — ( Purple LLC ), of which approximately $33.6 million was provided by CCP and approximately $
• $7.4 million — n was provided by CCP and approximately $7.4 million was provided by the Separate Account, a
• $19.0 million — ggregate principal amount not to exceed $19.0 million on terms requested by Purple LLC to the

Filing Documents

• d141630dsc13da.htm (SC 13D/A) — 127KB
• 0001193125-24-013028.txt ( ) — 129KB

Source

Item 3. Source and Amount of Funds or Other Consideration.

is hereby amended and supplemented as follows

Item 3 is hereby amended and supplemented as follows: The source and amount of funds used in acquiring the Warrants by the Reporting Persons and a separate account investment advisory client of CCM (the Separate Account ) were as follows: Purchaser Source of Funds Amount CCP Working Capital $ N/A (1) Separate Account Working Capital $ N/A (2) (1) Pursuant to the terms of the Amended and Restated Credit Agreement, under which CCP agreed to make a loan of $33,606,557 to Purple LLC, CCP received Warrants to acquire 11,018,543 shares of Class A Stock. (2) Pursuant to the terms of the Amended and Restated Credit Agreement, under which the Separate Account agreed to make a loan of $7,393,443 to Purple LLC, the Separate Account received Warrants to acquire 2,424,080 shares of Class A Stock. Page 8 of 11 CUSIP No. 74640Y 106

Purpose of Transaction

Item 4. Purpose of Transaction.

is hereby

Item 4 is hereby amended and supplemented as follows: Amended and Restated Credit Agreement and Warrants On January 23, 2024, the Issuer and certain of its subsidiaries entered into a Second Amendment (the Second Amendment ) to that certain Term Loan Agreement, dated as of August 7, 2023 (the Term Loan Agreement ), and concurrently therewith an Amended and Restated Credit Agreement (the Amended and Restated Credit Agreement ), which amended and restated the Term Loan Agreement, with CCP, the Separate Account, Harvest Small Cap Partners Master, Ltd. ( Harvest Master ), Harvest Small Cap Partners, L.P. ( Harvest Partners ), and HSCP Strategic IV, L.P. ( HSCP and, together with CCP, the Separate Account, Harvest Master, and Harvest Partners, the Lenders ) and Delaware Trust Company, as administrative agent, and consummated the transactions contemplated thereby (the Closing ). The Lenders agreed to assume the rights and obligations of the lenders under the Term Loan Agreement and, pursuant to the Second Amendment and the Amended and Restated Credit Agreement, agreed to refinance existing obligations with a term loan in the amount of $61.0 million to Purple Innovation, LLC, a Delaware limited liability company and the operating subsidiary of the Issuer ( Purple LLC ), of which approximately $33.6 million was provided by CCP and approximately $7.4 million was provided by the Separate Account, and the Issuer issued to the Lenders Warrants to acquire an aggregate of 20,000,000 shares of Class A Stock at a price of $1.50 per share, subject to certain adjustments, of which Warrants to acquire 11,018,543 shares of Class A Stock were issued to CCP and Warrants to acquire 2,424,080 shares of Class A Stock were issued to the Separate Account. In addition, in connection with the entry into the Second Amendment and the Amended and Restated Credit Agreement, certain of the Lenders also agreed to assume the rights and obligations of the lenders under a separate financing arrangem

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. Paragraphs (a) (c) of Item 5 are hereby amended and supplemented as follows: (a) (b) The information relating to the beneficial ownership of Class A Stock by each of the Reporting Persons set forth in Rows 7 through 13 of the cover pages hereto is incorporated by reference herein. The percentages set forth in Row 13 for all cover pages filed herewith are calculated based upon 105,545,906 shares of Class A Stock outstanding as of November 13, 2023, as reported in the Issuers Form 10-Q filed with the SEC on November 15, 2023, and the number of shares of Class A Stock currently issuable upon exercise of the Warrants, subject to the Beneficial Ownership Cap, with respect to each Reporting Person as set forth in the footnote to the applicable cover page. The percentages set forth in Row 13 for all cover pages filed herewith do not reflect the conversion to Class A Stock of any of the 204,981 shares of the Issuers Class B common stock, par value $0.0001 per share, outstanding as of November 13, 2023, as reported in the Issuers Form 10-Q filed with the SEC on November 15, 2023, none of which are held by any of the Reporting Persons. (c) The information in Item 4 hereof is incorporated by reference herein.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

is hereby amended and supplemented to incorporate by reference the information set forth in Item 4 above

Item 6 is hereby amended and supplemented to incorporate by reference the information set forth in Item 4 above.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits.

is

Item 7 is hereby supplemented as follows: Exhibit No. Description 99.1 Amended and Restated Credit Agreement, dated January 23, 2024, by and among the Issuer, Purple LLC, Intellibed, LLC, CCP, the Separate Account, Harvest Master, Harvest Partners, HSCP and Delaware Trust Company, as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Issuers Current Report on Form 8-K filed with the SEC on January 23, 2024) 99.2 Form of Warrant (incorporated by reference to Exhibit 10.2 to the Issuers Current Report on Form 8-K filed with the SEC on January 23, 2024) 99.3 Amended and Restated Registration Rights Agreement, dated January 23, 2024, by and among the Issuer, CCP, the Separate Account, CCC III, Harvest Master, Harvest Partners and HSCP (incorporated by reference to Exhibit 10.3 to the Issuers Current Report on Form 8-K filed with the SEC on January 23, 2024) Page 10 of 11

SIGNATURES

SIGNATURES 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. DATED: January 23, 2024 COLISEUM CAPITAL MANAGEMENT, LLC COLISEUM CAPITAL CO-INVEST III, L.P. By: Coliseum Capital, LLC, General Partner By: /s/ Thomas Sparta By: /s/ Thomas Sparta Thomas Sparta, Attorney-in-fact Thomas Sparta, Attorney-in-fact COLISEUM CAPITAL, LLC ADAM GRAY By: /s/ Thomas Sparta By: /s/ Thomas Sparta Thomas Sparta, Attorney-in-fact Thomas Sparta, Attorney-in-fact COLISEUM CAPITAL PARTNERS, L.P. CHRISTOPHER SHACKELTON By: Coliseum Capital, LLC, General Partner By: /s/ Thomas Sparta By: /s/ Thomas Sparta Thomas Sparta, Attorney-in-fact Thomas Sparta, Attorney-in-fact Page 11 of 11