BLUEFLY INC 4
4 · BLUEFLY INC · Filed Jun 28, 2005
Insider Transaction Report
Form 4
BLUEFLY INCBFLY
Transactions
- Sale
Series D Convertible Preferred Stock
2005-06-24$1000.00/sh−2,242.057$2,242,057→ 4,668.262 total(indirect: See footnote)Exercise: $0.76→ Common Stock (2,950,075 underlying) - Purchase
Series F Convertible Preferred Stock
2005-06-24$1000.00/sh+2,904.6$2,904,600→ 2,904.6 total(indirect: See footnote)Exercise: $2.32→ Common Stock (1,251,983 underlying)
Footnotes (7)
- [F1]This amount represents the initial conversion price of the Issuer's Series D Convertible Preferred Stock, par value $0.01 per share ("Series D Preferred Stock"), into the Issuer's Common Stock, par value $0.01 per share ("Shares"). Each share of Series D Preferred Stock is convertible into a number of Shares equal to the face amount ($1000) divided by such conversion price. The terms of the Series D Preferred Stock provide for certain anti-dilution adjustments to such initial conversion price.
- [F2]The disposition of shares of Series D Preferred Stock and the acquisition of shares of Series F Preferred Stock (defined below) reported hereby occurred simultaneously on June 24, 2005.
- [F3]These securities are immediately exercisable and have no expiration date.
- [F4]This amount is based upon the initial conversion price of $0.76 per share and is subject to certain anti-dilution adjustments. In addition, the Series D Preferred Stock is subject to a 12% accruing dividend that is payable upon conversion, redemption or liquidation of the Issuer.
- [F5]These securities are held for the benefit of Quantum Industrial Partners LDC, an exempted limited duration company formed under the laws of the Cayman Islands ("QIP"). QIH Management Investor, L.P., an investment advisory firm organized as a Delaware limited partnership ("QIHMI"), is a minority shareholder of, and is vested with investment discretion with respect to portfolio assets held for the account of, QIP. The sole general partner of QIHMI is QIH Management LLC, a Delaware limited liability company ("QIH Management"). Soros Fund Management LLC, a Delaware limited liability company ("SFM"), is the sole managing member of QIH Management.
- [F6]This amount represents the initial conversion price of the Issuer's Series F Convertible Preferred Stock, par value $0.01 per share ("Series F Preferred Stock") into Shares. Each share of Series F Preferred Stock is convertible into a number of Shares equal to the face amount ($1000) divided by such conversion price. The terms of the Series F Preferred Stock provide for certain anti-dilution adjustments to such initial conversion price.
- [F7]This amount is based upon the initial conversion price of $2.32 per share and is subject to certain anti-dilution adjustments. In addition, the Series F Preferred Stock is subject to a 7% accruing dividend that is payable upon conversion, redemption or liquidation of the Issuer.