BIOENVISION INC 4/A
4/A · BIOENVISION INC · Filed Dec 16, 2004
Insider Transaction Report
Form 4/AAmended
BIOENVISION INCBIVN
PERSEUS SOROS BIOPHARMACEUTICAL FUND LP
10% OwnerOther
Transactions
- Conversion
Common Stock, $0.001 par value ("Common Stock")
2004-12-13+1,500,000→ 1,875,044 total - Other
Common Stock
2004-12-13−1,500,000→ 375,044 total - Conversion
Series A Convertible Participating Preferred Stock
2004-12-13−750,000→ 2,250,000 total→ Common Stock (1,500,000 underlying)
Footnotes (3)
- [F1]All of the securities reported herein are held for the account of Perseus-Soros BioPharmaceutical Fund, LP ("Perseus-Soros").
- [F2]On December 13, 2004, Perseus-Soros converted 750,000 shares of the Issuer's Series A Convertible Participating Preferred Stock ("Series A Preferred Stock") into 1,500,000 shares of common stock at a ratio of 2.0 shares of Common Stock for each share of Series A Preferred Stock. On that same date, Perseus-Soros distributed 1,500,000 shares of the Issuer's Common Stock to its partners in a pro rata distribution. No consideration was paid in connection with this distribution.
- [F3]Shares of Series A Preferred Stock are convertible into shares of common stock from the date of issuance, May 8, 2002, and any time thereafter. The conversion price of Series A Preferred Stock is equal to $1.50 per share of Common Stock, subject to adjustment upon the occurrence of certain events set forth in the Certificate of Designations for the Series A Preferred Stock. The number of shares of Common Stock issuable upon conversion of the Series A Preferred Stock will be such number equal to the quotient obtained from dividing the then applicable liquidation amount of the share of Series A Preferred Stock by the then applicable conversion price as set forth in the Certificate of Designations for the Series A Preferred Stock. No consideration was paid by Perseus-Soros with respect to the conversion of the Series A Preferred Stock.