SCHEDULE: Avanico Limited and Frank Giustra Disclose 12.13% Stake in BioSig Technologies
Beneficial Ownership Report
Avanico Limited and Frank Giustra have disclosed a 12.13% beneficial ownership stake in BioSig Technologies, Inc., primarily through exchangeable shares contingent on future stockholder approval.
Summary
- Avanico Limited and Frank Giustra collectively hold beneficial ownership of 17,040,640 exchangeable shares in BioSig Technologies, Inc.
- This ownership represents 12.13% of the common stock class, based on 140,396,715 shares outstanding as of July 22, 2025.
- Currently, only 5.01% of these exchangeable shares are immediately convertible into common stock.
- The remaining portion of the exchangeable shares will become convertible upon receiving stockholder approval, which is anticipated within 60 days.
- The acquisition of these exchangeable shares is linked to a share purchase agreement dated May 23, 2025, involving the Issuer, BST Sub ULC, and other entities.
Sentiment
Score: 6
Explanation: The disclosure of a significant beneficial ownership stake is generally positive as it indicates investor interest. However, the contingency of stockholder approval for the full conversion of shares introduces a degree of uncertainty, preventing a higher sentiment score.
Positives
- A significant beneficial ownership stake of 12.13% by notable investors Avanico Limited and Frank Giustra indicates confidence or strategic interest in BioSig Technologies, Inc.
Negatives
- The full exchangeability of the majority of the shares (approximately 94.99%) is contingent upon future stockholder approval, introducing a condition to the full realization of the stake.
Risks
- The primary risk is that stockholder approval for the full exchangeability of the 17,040,640 exchangeable shares may not be granted, which would prevent the conversion of the remaining shares into common stock.
Future Outlook
The full exchangeability of the majority of the beneficially owned shares is contingent upon stockholder approval, which is expected to occur within 60 days.
Industry Context
This filing indicates a significant ownership stake by a private entity and individual in a publicly traded technology company, which can signal investor confidence or a strategic positioning within the sector. Such disclosures are common in the financial markets and reflect changes in major shareholder positions.
Stakeholder Impact
- Shareholders: The disclosure of a significant new beneficial owner could influence market perception and potentially share price. The need for stockholder approval for full conversion means existing shareholders will have a say in the future structure of these shares.
Next Steps
- Obtain stockholder approval for the full exchangeability of the remaining exchangeable shares within the next 60 days.
Key Dates
| Date | Description |
|---|---|
| 05/23/2025 | Date of the event which required the filing of this statement, related to the share purchase agreement. |
| 07/22/2025 | Date as of which the shares outstanding and beneficial ownership information is reported. |
| 07/25/2025 | Date the Schedule 13G was signed by Avanico Limited and Frank Giustra. |
| Within 60 days of filing | Expected timeframe for stockholder approval for the remaining exchangeable shares to become convertible. |
Keywords
BioSig Technologies, Avanico Limited, Frank Giustra, Beneficial Ownership, SEC Filing, Schedule 13G, Exchangeable Shares, Stockholder Approval, Common Stock
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