4//SEC Filing
REGEN BIOLOGICS INC 4
Accession 0001104659-08-075389
CIK 0000883697operating
Filed
Dec 7, 7:00 PM ET
Accepted
Dec 8, 8:24 PM ET
Size
16.1 KB
Accession
0001104659-08-075389
Insider Transaction Report
Form 4
Warren Russell F JR
10% Owner
Transactions
- Purchase
Convertible Note
2008-12-04$100000.00/shExercise: $3.00From: 2008-12-04Exp: 2009-07-24→ Common Stock (33,333.33 underlying) - Disposition to Issuer
Series D Preferred Stock
2008-11-29−47,619→ 0 totalExercise: $0.00→ Series D Preferred Stock (47,619 underlying) - Award
Common Stock
2008-11-29+238,095→ 526,345 total - Purchase
Warrant
2008-12-04+8,333→ 8,333 totalExercise: $0.20From: 2008-12-04Exp: 2013-12-04→ Common Stock (8,333 underlying)
Holdings
- 27,500
Common Stock
- 71,428
Warrant
Exercise: $12.60Exp: 2012-03-30→ Common Stock (71,428 underlying)
Footnotes (6)
- [F1]ReGen's Board of Directors approved a 1 for 20 reverse stock split that became effective at 11:59 pm, Eastern Standard Time, November 29, 2008. Each share of Series D Preferred Stock mandatorily converted into 5 shares of ReGen's common stock upon the effectiveness of the reverse stock split of the common stock.
- [F2]The reported securities are held by Ivy Healthcare Capital II, L.P. Russell F. Warren, Jr., principal of Ivy Healthcare Capital II, L.P., has shared voting and dispositve control of the reported securities. Mr. Warren disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F3]Reflects the effect of the 1 for 20 reverse stock split that became effective at 11:59 pm, Eastern Standard Time, November 29, 2008.
- [F4]The warrant was issued pursuant to a subscription agreement by and between ReGen Biologics, Inc. and each of the investors named therein dated March 30, 2007 (the "Subscription Agreement"). Each investor purchased Series D Preferred Stock of ReGen Biologics, Inc. at $42 per share. Without additional consideration, warrants to purchase additional shares of Series D Preferred Stock (or common stock after mandatory conversion of the Series D Preferred Stock) equal to thirty percent of the shares of Series D Preferred Stock purchased. The warrant is exercisable at the option of the holder.
- [F5]Currently, at the option of the holder, the outstanding principal and accrued but unpaid interest is convertible into common stock, at a conversion price of $3 per share.
- [F6]The warrant was issued pursuant to a subscription agreement by and between ReGen Biologics, Inc. and each of the investors named therein dated December 4, 2008 (the "Subscription Agreement"). Each investor acquired an unsecured convertible note of ReGen Biologics, Inc. at a principal amount set forth in the subscription agreement and, without additional consideration, warrants to purchase additional shares of common stock equal to twenty-five percent of the shares of common stock into which the note is convertible.
Documents
Issuer
REGEN BIOLOGICS INC
CIK 0000883697
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000883697
Filing Metadata
- Form type
- 4
- Filed
- Dec 7, 7:00 PM ET
- Accepted
- Dec 8, 8:24 PM ET
- Size
- 16.1 KB