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CUSIP No. 21640C105
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13G
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Page 3 of 5 Pages
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Item 1.
(a) Name of Issuer:
Cool Holdings, Inc.
(b) Address of Issuer's Principal Executive Offices:
48 NW 25th Street, Suite 108
Miami, Florida 33127
Item 2.
(a) Name of Person Filing:
Sol Global Investments Corp.
(b) Address of Principal Business Office or, if None, Residence:
100 King Street West, Suite 5600
Toronto, Ontario (Canada)
M5X 1C9
(c) Citizenship:
Ontario, Canada
(d) Title and Class of Securities:
Common Stock
(e) CUSIP No.:
21640C105
Item 3. If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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Broker or dealer registered under Section 15 of the Act;
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(b)
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Bank as defined in Section 3(a)(6) of the Act;
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(c)
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Insurance company as defined in Section 3(a)(19) of the Act;
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(d)
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Investment company registered under Section 8 of the Investment Company
Act;
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(e)
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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
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(f)
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Employee benefit plan or endowment plan in accordance with Rule
13d-1(b)(1)(ii)(F);
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(g)
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Parent holding company or control person, in accordance with Rule
13d-1(b)(1)(ii)(G);
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(h)
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A savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act;
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(i)
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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:
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(j)
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Group, in accordance with Rule 13d-1(b)(1)(ii)(j).
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[X]
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If this statement is filed pursuant to Rule 13d-1(c), check this box.
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CUSIP No. 21640C105
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13G
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Page 4 of 5 Pages
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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: 1,359,658
(b) Percent of class: 6.47%
The percentages used herein are calculated
based upon 21,737,505 outstanding shares of the Issuer as of October 29,
2019, plus 3,439,229 common shares in aggregate underlying convertible
notes which are beneficially owned by the reporting person and included
pursuant to Rule 13d-3(d)(1)(i) of the Securities Exchange Act of 1934,
as amended (the “Act”).
The convertible notes are not exercisable if,
as a result of an exercise, the holder would then become a “ten percent
beneficial owner” of the Issuer’s common stock, as defined in Rule 16a-2
under the Act.
(c) Number of shares as to
which such person has:
(i) Sole power to
vote or to direct the vote: 1,359,658
(ii) Shared power to vote
or to direct the vote: 0
(iii) Sole power to dispose or
to direct the disposition of: 1,359,658
(iv) Shared power to dispose or
to direct the disposition of: 0
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 this 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 or control person.
N/A
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CUSIP No. 21640C105
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13G
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Page 5 of 5 Pages
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Item 8. Identification and classification of members of the group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and are not held
in connection with or as a participant in any transaction having that
purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: November 7, 2019
SOL GLOBAL INVESTMENTS CORP.
/s/ Peter Liabotis
Name:
Peter Liabotis, Chief Financial Officer