Roseman Adam Mikel 4
4 · PURE BIOFUELS CORP · Filed Sep 14, 2007
Insider Transaction Report
Form 4
Roseman Adam Mikel
Director
Transactions
- Other
Common Stock
2007-09-12+1,565,000→ 2,765,000 total(indirect: Held by a Limited Liability Company) - Other
Common Stock
2007-09-12+1,085,000→ 1,885,000 total(indirect: Held by a Limited Liability Company)
Footnotes (3)
- [F1]Shares owned by Arc Investment Partners, LLC ("ARC"). The reporting person is the founder and Chief Executive Officer of ARC, and shares investing and dispositive control over these shares and disclaims beneficial interest in such shares except to the extent of his pecuniary interest.
- [F2]Shares owned by Tapirdo Enterprises, LLC ("Tapirdo"). The reporting person is a Managing Director of Tapirdo, and has investing and dispositive control over these shares.
- [F3]On February 6, 2007, PBOF, Adam Roseman and certain shareholders (Mr. Roseman and certain shareholders, collectively, the "Transferring Shareholders") entered into an agreement with ARC Investment Partners ("ARC"), Tapirdo Enterprises, LLC, ("Tapirdo") and SGM Capital, LLC, ("SGM") pursuant to which the Transferring Shareholders will transfer (1) 3,000,000 shares of PBOF's common stock to ARC, (2) 2,000,000 shares of PBOF's common stock to Tapirdo and (3) 1,000,000 shares of PBOF's common stock to SGM (collectively, the "Shares"), upon the completion by PBOF of a financing of no less than $7.5 million by June 30, 2007. On August 30, 2007, PBOF, the Transferring Shareholders, ARC, Tapirdo, SGM, and US Bank National Association (the "Escrow Agent") entered into an amendment to the escrow agreement entered into on June 22, 2007, pursuant to which the Transferring Shareholders will transfer the Shares upon the Company entering into a financing transaction, as referred above, on or before October 31, 2007. On September 12, 2007, PBOF closed a $30.0 million financing entitling ARC, Tapirdo and SGM to their respective portions of 60% of the Shares.