4//SEC Filing
TETRALOGIC PHARMACEUTICALS CORP 4
Accession 0001104659-16-157088
CIK 0001361248operating
Filed
Nov 13, 7:00 PM ET
Accepted
Nov 14, 9:44 PM ET
Size
24.1 KB
Accession
0001104659-16-157088
Insider Transaction Report
Form 4
Transactions
- Other
8% Senior Convertible Notes due 2019
2016-11-14→ 0 total(indirect: See Footnotes)→ See Footnote - Other
Preferred Stock
2016-11-14+3,018,260→ 3,018,260 total(indirect: See Footnotes)→ Common Stock (3,018,260 underlying) - Other
8% Senior Convertible Notes due 2024
2016-11-14(indirect: See Footnotes)Exp: 2024-06-15→ Common Stock (1,521,683 underlying)
Transactions
- Other
Preferred Stock
2016-11-14+3,018,260→ 3,018,260 total(indirect: See Footnotes)→ Common Stock (3,018,260 underlying) - Other
8% Senior Convertible Notes due 2024
2016-11-14(indirect: See Footnotes)Exp: 2024-06-15→ Common Stock (1,521,683 underlying) - Other
8% Senior Convertible Notes due 2019
2016-11-14→ 0 total(indirect: See Footnotes)→ See Footnote
Transactions
- Other
Preferred Stock
2016-11-14+3,018,260→ 3,018,260 total(indirect: See Footnotes)→ Common Stock (3,018,260 underlying) - Other
8% Senior Convertible Notes due 2019
2016-11-14→ 0 total(indirect: See Footnotes)→ See Footnote - Other
8% Senior Convertible Notes due 2024
2016-11-14(indirect: See Footnotes)Exp: 2024-06-15→ Common Stock (1,521,683 underlying)
Transactions
- Other
8% Senior Convertible Notes due 2019
2016-11-14→ 0 total(indirect: See Footnotes)→ See Footnote - Other
Preferred Stock
2016-11-14+3,018,260→ 3,018,260 total(indirect: See Footnotes)→ Common Stock (3,018,260 underlying) - Other
8% Senior Convertible Notes due 2024
2016-11-14(indirect: See Footnotes)Exp: 2024-06-15→ Common Stock (1,521,683 underlying)
Transactions
- Other
8% Senior Convertible Notes due 2019
2016-11-14→ 0 total(indirect: See Footnotes)→ See Footnote - Other
Preferred Stock
2016-11-14+3,018,260→ 3,018,260 total(indirect: See Footnotes)→ Common Stock (3,018,260 underlying) - Other
8% Senior Convertible Notes due 2024
2016-11-14(indirect: See Footnotes)Exp: 2024-06-15→ Common Stock (1,521,683 underlying)
Whitebox GT Fund, LP
Other
Transactions
- Other
8% Senior Convertible Notes due 2019
2016-11-14→ 0 total(indirect: See Footnotes)→ See Footnote - Other
Preferred Stock
2016-11-14+3,018,260→ 3,018,260 total(indirect: See Footnotes)→ Common Stock (3,018,260 underlying) - Other
8% Senior Convertible Notes due 2024
2016-11-14(indirect: See Footnotes)Exp: 2024-06-15→ Common Stock (1,521,683 underlying)
Footnotes (7)
- [F1]On November 14, 2016, pursuant to the Exchange Agreement, the Reporting Persons agreed (i) to exchange $543,287 in aggregate principal amount of the Senior Notes for 3,018,260 shares of Preferred Stock and (ii) to extend the maturity date and modify the conversion terms of the Reporting Persons' remaining $10,260,713 in aggregate principal amount Senior Notes (the "Remaining Senior Notes").
- [F2]Each share of Preferred Stock is initially convertible into one share of Common Stock, subject to adjustment as described in the Certificate of Designations for the Preferred Stock.
- [F3]The Preferred Stock is contingently convertible into Common Stock, subject to the Issuer's achievement of certain milestones payments and the deregistration of the Issuer's Common Stock, as further described in the Certificate of Designations for the Preferred Stock. The Preferred Stock is not currently convertible. The Reporting Persons expressly disclaim beneficial ownership of the shares of Common Stock underlying the Preferred Stock.
- [F4]The conversion rate for the Senior Notes is equal 148.3019 shares of the Company's common stock per $1,000 principal amount of Notes (which is equivalent to an initial conversion price of approximately $6.74 per share of common stock), subject to adjustment upon the occurrence of certain specified events.
- [F5]The Remaining Senior Notes are contingently convertible into Common Stock, subject to the Issuer's achievement of certain milestones payments. The Remaining Senior Notes are not currently convertible. The Reporting Persons expressly disclaim beneficial ownership of the shares of Common Stock underlying the Remaining Senior Notes.
- [F6]These securities are directly beneficially owned by certain private investment funds, including Whitebox Relative Value Partners, LP ("WRP") Whitebox Multi-Strategy Partners, LP ("WMP"), Pandora Select Partners, LP ("PSP"), and Whitebox GT Fund, LP ("WGT" and collectively with, WRP, WMP and PSP, the "Private Funds") and may be deemed to be beneficially owned by (a) Whitebox Advisors LLC by virtue of its role as the investment manager of the Private Funds, and (b) Whitebox General Partner LLC by virtue of its role as the general partner of the Private Funds. Immediately prior to the transactions reported herein, WRP directly beneficially owned $3,528,000 of Senior Notes, WMP directly beneficially owned $6,076,000 of Senior Notes, PSP directly beneficially owned $800,000 of Senior Notes and WGT directly beneficially owned $400,000 of Senior Notes.
- [F7]Following the transactions reported herein, WRP directly beneficially owns 985,600 shares of Preferred Stock and $3,350,592 in aggregate principal amount of Remaining Senior Notes, WMP directly beneficially owns 1,697,422 shares of Preferred Stock and $5,770,464 in aggregate principal amount of Remaining Senior Notes, PSP directly beneficially owns 223,494 shares of Preferred Stock and $759,771 in aggregate principal amount of Remaining Senior Notes, and WGT directly beneficially owns 111,744 shares of Preferred Stock and $379,886 in aggregate principal amount of Remaining Senior Notes.
Documents
Issuer
TETRALOGIC PHARMACEUTICALS CORP
CIK 0001361248
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001361248
Filing Metadata
- Form type
- 4
- Filed
- Nov 13, 7:00 PM ET
- Accepted
- Nov 14, 9:44 PM ET
- Size
- 24.1 KB