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G E ASSET MANAGEMENT INC 4

Accession 0001072613-05-000050

CIK 0000899849other
View on SEC.govCompany Profile

Filed

Jan 9, 7:00 PM ET

Accepted

Jan 10, 4:26 PM ET

Size

45.6 KB

Accession

0001072613-05-000050

Insider Transaction Report

Form 4
Period: 1999-12-03
ELEPHANT & CASTLE GROUP INCPUBSF
GE INVESTMENT PRIVATE PLACEMENT PARTNERS II LTD PARTNERSHIP
10% Owner
Transactions
  • Other

    Common Stock

    2003-05-20+3,000→ 3,255,860 total
  • Other

    Convertible Subordinated Debenture

    2001-12-12−3,000,000→ 0 total
    Exercise: $10.00Exp: 2005-11-30→ Common Stock (0 underlying)
  • Other

    Common Stock

    2001-12-12+2,600,000→ 3,249,860 total
  • Conversion

    Convertible Subordinated Debenture

    1999-12-03−1,000,000→ 1,000,000 total
    Exercise: $1.00From: 1999-07-01Exp: 2003-12-31→ Common Stock (1,000,000 underlying)
  • Other

    Convertible Subordinated Debenture

    2001-12-12−2,000,000→ 0 total
    Exercise: $7.68Exp: 2005-11-30→ Common Stock (0 underlying)
  • Other

    Warrant

    2004-12-17+1,750,000→ 1,750,000 total
    Exercise: $0.67Exp: 2014-12-17→ Common Stock (0 underlying)
  • Conversion

    Common Stock

    1999-12-03$1.00/sh+1,000,000$1,000,000→ 649,860 total
  • Other

    Common Stock

    2002-06-12+3,000→ 3,252,860 total
  • Other

    Common Stock

    2004-04-23+3,000→ 3,258,860 total
  • Other

    Junior Secured Convertible Note

    2001-12-12+5,000,000→ 5,000,000 total
    Exercise: $1.00Exp: 2005-09-01→ Common Stock (5,000,000 underlying)
  • Other

    Series A Convertible Preferred Stock

    2004-12-17+3,653,972→ 3,653,972 total
    → Common Stock (10,961,916 underlying)
  • Other

    Convertible Subordinated Debenture

    2001-12-12−1,000,000→ 0 total
    Exercise: $1.00Exp: 2003-12-31→ Common Stock (0 underlying)
  • Other

    Senior Secured Convertible Note

    2001-12-12+5,000,000→ 5,000,000 total
    Exercise: $1.00Exp: 2005-09-01→ Common Stock (5,000,000 underlying)
  • Other

    Senior Secured Convertible Note

    2004-12-17−5,000,000→ 0 total
    Exercise: $1.75Exp: 2005-09-01→ Common Stock (0 underlying)
  • Other

    Junior Secured Convertible Note

    2004-12-17−5,000,000→ 0 total
    Exercise: $1.75Exp: 2005-09-01→ Common Stock (0 underlying)
GENERAL ELECTRIC CO
10% Owner
Transactions
  • Other

    Junior Secured Convertible Note

    2004-12-17−5,000,000→ 0 total
    Exercise: $1.75Exp: 2005-09-01→ Common Stock (0 underlying)
  • Other

    Common Stock

    2001-12-12+2,600,000→ 3,249,860 total
  • Other

    Common Stock

    2002-06-12+3,000→ 3,252,860 total
  • Conversion

    Common Stock

    1999-12-03$1.00/sh+1,000,000$1,000,000→ 649,860 total
  • Other

    Common Stock

    2004-04-23+3,000→ 3,258,860 total
  • Other

    Common Stock

    2003-05-20+3,000→ 3,255,860 total
  • Other

    Junior Secured Convertible Note

    2001-12-12+5,000,000→ 5,000,000 total
    Exercise: $1.00Exp: 2005-09-01→ Common Stock (5,000,000 underlying)
  • Other

    Series A Convertible Preferred Stock

    2004-12-17+3,653,972→ 3,653,972 total
    → Common Stock (10,961,916 underlying)
  • Conversion

    Convertible Subordinated Debenture

    1999-12-03−1,000,000→ 1,000,000 total
    Exercise: $1.00From: 1999-07-01Exp: 2003-12-31→ Common Stock (1,000,000 underlying)
  • Other

    Convertible Subordinated Debenture

    2001-12-12−3,000,000→ 0 total
    Exercise: $10.00Exp: 2005-11-30→ Common Stock (0 underlying)
  • Other

    Convertible Subordinated Debenture

    2001-12-12−2,000,000→ 0 total
    Exercise: $7.68Exp: 2005-11-30→ Common Stock (0 underlying)
  • Other

    Senior Secured Convertible Note

    2001-12-12+5,000,000→ 5,000,000 total
    Exercise: $1.00Exp: 2005-09-01→ Common Stock (5,000,000 underlying)
  • Other

    Convertible Subordinated Debenture

    2001-12-12−1,000,000→ 0 total
    Exercise: $1.00Exp: 2003-12-31→ Common Stock (0 underlying)
  • Other

    Senior Secured Convertible Note

    2004-12-17−5,000,000→ 0 total
    Exercise: $1.75Exp: 2005-09-01→ Common Stock (0 underlying)
  • Other

    Warrant

    2004-12-17+1,750,000→ 1,750,000 total
    Exercise: $0.67Exp: 2014-12-17→ Common Stock (0 underlying)
G E ASSET MANAGEMENT INC
10% Owner
Transactions
  • Other

    Common Stock

    2002-06-12+3,000→ 3,252,860 total
  • Other

    Warrant

    2004-12-17+1,750,000→ 1,750,000 total
    Exercise: $0.67Exp: 2014-12-17→ Common Stock (0 underlying)
  • Other

    Common Stock

    2001-12-12+2,600,000→ 3,249,860 total
  • Other

    Junior Secured Convertible Note

    2004-12-17−5,000,000→ 0 total
    Exercise: $1.75Exp: 2005-09-01→ Common Stock (0 underlying)
  • Other

    Series A Convertible Preferred Stock

    2004-12-17+3,653,972→ 3,653,972 total
    → Common Stock (10,961,916 underlying)
  • Conversion

    Common Stock

    1999-12-03$1.00/sh+1,000,000$1,000,000→ 649,860 total
  • Other

    Common Stock

    2004-04-23+3,000→ 3,258,860 total
  • Other

    Convertible Subordinated Debenture

    2001-12-12−2,000,000→ 0 total
    Exercise: $7.68Exp: 2005-11-30→ Common Stock (0 underlying)
  • Other

    Common Stock

    2003-05-20+3,000→ 3,255,860 total
  • Conversion

    Convertible Subordinated Debenture

    1999-12-03−1,000,000→ 1,000,000 total
    Exercise: $1.00From: 1999-07-01Exp: 2003-12-31→ Common Stock (1,000,000 underlying)
  • Other

    Convertible Subordinated Debenture

    2001-12-12−3,000,000→ 0 total
    Exercise: $10.00Exp: 2005-11-30→ Common Stock (0 underlying)
  • Other

    Senior Secured Convertible Note

    2001-12-12+5,000,000→ 5,000,000 total
    Exercise: $1.00Exp: 2005-09-01→ Common Stock (5,000,000 underlying)
  • Other

    Convertible Subordinated Debenture

    2001-12-12−1,000,000→ 0 total
    Exercise: $1.00Exp: 2003-12-31→ Common Stock (0 underlying)
  • Other

    Junior Secured Convertible Note

    2001-12-12+5,000,000→ 5,000,000 total
    Exercise: $1.00Exp: 2005-09-01→ Common Stock (5,000,000 underlying)
  • Other

    Senior Secured Convertible Note

    2004-12-17−5,000,000→ 0 total
    Exercise: $1.75Exp: 2005-09-01→ Common Stock (0 underlying)
Footnotes (16)
  • [F1]The number of shares reflect a 2 for 1 reverse stock split that occurred on March 23, 2000.
  • [F10]The Senior Notes are subject to periodic mandatory prepayment by the Issuer. GEIPPPII received prepayments from the Issuer in the amounts of $125,000 in 2001, $525,000 in 2002 and $450,000 in 2003 reducing the outstanding balance on the Senior Notes to $3,900,000.
  • [F11]Pursuant to the 2001 Agreement, the Junior Notes will be converted into Common Stock at specified times at specified conversion prices, subject to certain financial tests of the Issuer.
  • [F12]Pursuant to the Amended and Restated Note and Stock Purchase Agreement dated December 17, 2004, GEIPPPII exchanged the Junior Note and Senior Note and waived accrued and unpaid interest on the Junior Notes and the Senior Notes in exchange for (i) a $4,203,879 note (which is not convertible) due on December 18, 2009, (ii) 3,653,972 Shares of Preferred Series A stock (convertible into Common Shares at a 1 to 3 ratio), and (iii) a Warrant for 1,750,000 shares of common stock at an exercise price of CDN 0.667 (subject to adjustment).
  • [F13]These securities are owned directly by GEIPPPII. GE Asset Management Incorporated ("GEAM") disclaims beneficial ownership of these securities, except to the extent of its pro-rata partnership interest in GEIPPPII, of which GEAM acts as a general partner. General Electric Company disclaims beneficial ownership of these securities, except to the extent of the pro-rata partnership interest of GEAM, a wholly owned subsidiary of General Electric Company, in GEIPPPII, of which GEAM acts as a general partner.
  • [F14]Immediately.
  • [F15]3 for 1.
  • [F16]The preferred stock has no expiration date.
  • [F2]Issued to GE Investment Private Placement Partners II, a Limited Partnership ("GEIPPPII") for no additional consideration pursuant to the terms of Amended and Restated Note, Stock Purchase and Warrant Agreement dated December 12, 2001.
  • [F3]Issued to GEIPPPII for no additional consideration as non-executive director compensation for board participation.
  • [F4]Exercise price per share was reduced from $2 to $1 pursuant to renegotiation of terms in October 1999.
  • [F5]The conversion price was initially equal to $8. The conversion price was $10 prior to the exchange of the convertible subordinate debentures for the Senior Notes and the Junior Notes.
  • [F6]The conversion price was initially equal to $6. The conversion price was $7.68 prior to the exchange of the convertible subordinate debentures for the Senior Notes and the Junior Notes.
  • [F7]The conversion price was initially equal to $5. The conversion price was $7.68 prior to the exchange of the convertible subordinate debentures for the Senior Notes and the Junior Notes.
  • [F8]Pursuant to the Amended and Restated Note, Stock Purchase and Warrant Agreement dated December 12, 2001 (the "2001 Agreement") the outstanding convertible subordinate debentures in the principal amount of $10,000,000 were exchanged for the Amended and Restated Senior Secured Convertible Notes (the "Senior Notes") and the Amended and Restated Junior Secured Convertible Notes (the "Junior Notes") and GEIPPPII received from the Issuer 2,600,000 shares of Common Stock. In consideration for the new shares, the Senior Notes and the Junior Notes, GEIPPPII waived certain payment by the Issuer of accrued and unpaid interest on the convertible subordinate debentures.
  • [F9]GEIPPPII has the right to convert the notes into shares of common stock at a conversion price that increased in fixed increments at various times pursuant to the 2001 Agreement beginning at $1 and ending with a final conversion price of $1.75. The conversion price from September 1, 2004 through September 1, 2005 is $1.75.

Documents

2 files

Issuer

ELEPHANT & CASTLE GROUP INC

CIK 0000899849

→
Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0000936839

Filing Metadata

Form type
4
Filed
Jan 9, 7:00 PM ET
Accepted
Jan 10, 4:26 PM ET
Size
45.6 KB
View on SEC.gov