4//SEC Filing
GENAERA CORP 4
Accession 0000880431-08-000004
CIK 0000880431operating
Filed
May 15, 8:00 PM ET
Accepted
May 16, 5:02 PM ET
Size
12.9 KB
Accession
0000880431-08-000004
Insider Transaction Report
Form 4
GENAERA CORPGENR
Kaye Mitchell D
Director10% Owner
Transactions
- Purchase
Common Stock, Par Value $0.002
2007-12-21$2.42/sh+12,000$29,042→ 3,817,474 total(indirect: See Footnotes) - Purchase
Common Stock, Par Value $0.002
2007-12-20$1.81/sh+90,200$163,506→ 3,777,342 total(indirect: See Footnotes) - Purchase
Common Stock, Par Value $0.002
2007-12-20$1.74/sh+28,132$48,885→ 3,805,474 total(indirect: See Footnotes) - Purchase
Common Stock, Par Value $0.002
2007-12-21$2.23/sh+117,659$262,309→ 3,935,133 total(indirect: See Footnotes)
Footnotes (3)
- [F1]As of December 21, 2007, Xmark Opportunity Fund, L.P., a Delaware limited partnership ("Opportunity LP"), held 634,058 common shares, $0.002 par value per share (the "Common Shares"), of Genaera Corporation, a Delaware corporation (the "Company"), and warrants to purchase up to 210,375 Common Shares of the Company at an exercise price of $3.6606 per share and up to 12,500 Common Shares of the Company at an exercise price of $18.90 per share. All of the warrants provide that the holder does not have the right to exercise any portion of the warrant, to the extent that after giving effect to such exercise, such holder would beneficially own in excess of 4.99% of the number of Common Shares of the Company outstanding immediately after giving effect to such exercise.
- [F2]As of December 21, 2007, Xmark Opportunity Fund, Ltd., a Cayman Islands exempted company ("Opportunity Ltd"), held 1,562,128 Common Shares of the Company and warrants to purchase up to 411,205 Common Shares of the Company at an exercise price of $3.6606 per share and up to 12,500 Common Shares of the Company at an exercise price of $18.90 per share. As of December 21, 2007, Xmark JV Investment Partners, LLC, a Delaware limited liability company ("JV Partners"), held 1,738,947 Common Shares of the Company and warrants to purchase up to 27,500 Common Shares of the Company at an exercise price of $18.90 per share. All of the warrants provide that the holder does not have the right to exercise any portion of the warrant, to the extent that after giving effect to such exercise, such holder would beneficially own in excess of 4.99% of the number of Common Shares of the Company outstanding immediately after giving effect to such exercise.
- [F3]Xmark Opportunity Partners, LLC, a Delaware limited liability company ("Opportunity Partners"), is the sole member of the investment manager of Opportunity LP and Opportunity Ltd, and the investment manager of JV Partners, and, as such, possesses sole power to vote and direct the disposition of all securities of the Company held by Opportunity LP, Opportunity Ltd and JV Partners. The reporting person's interest in the securities reported herein is limited to the extent of his pecuniary interest in Opportunity LP, Opportunity Ltd and JV Partners, if any. Mitchell D. Kaye and David C. Cavalier, the Chief Executive Officer and Chief Operating Officer, respectively, of Xmark Capital Partners, LLC, the Managing Member of Opportunity Partners, share voting and investment power with respect to all securities beneficially owned by Opportunity Partners.
Documents
Issuer
GENAERA CORP
CIK 0000880431
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000880431
Filing Metadata
- Form type
- 4
- Filed
- May 15, 8:00 PM ET
- Accepted
- May 16, 5:02 PM ET
- Size
- 12.9 KB