4//SEC Filing
ICAGEN INC 4
Accession 0001144204-08-000790
CIK 0000902622operating
Filed
Jan 3, 7:00 PM ET
Accepted
Jan 4, 5:01 PM ET
Size
20.3 KB
Accession
0001144204-08-000790
Insider Transaction Report
Form 4
ICAGEN INCICGN
WS VENTURES MANAGEMENT L P
10% Owner
Transactions
- Sale
Common Stock, $0.001 par value per share
2008-01-02$1.64/sh−50,000$82,000→ 3,507,063 total(indirect: By Partnership)
SMITH G STACY
10% Owner
Transactions
- Sale
Common Stock, $0.001 par value per share
2008-01-02$1.64/sh−50,000$82,000→ 3,507,063 total(indirect: By Partnership)
WS CAPITAL LLC
10% Owner
Transactions
- Sale
Common Stock, $0.001 par value per share
2008-01-02$1.64/sh−50,000$82,000→ 3,507,063 total(indirect: By Partnership)
WS CAPITAL MANAGEMENT LP
10% Owner
Transactions
- Sale
Common Stock, $0.001 par value per share
2008-01-02$1.64/sh−50,000$82,000→ 3,507,063 total(indirect: By Partnership)
WALKER PATRICK P
10% Owner
Transactions
- Sale
Common Stock, $0.001 par value per share
2008-01-02$1.64/sh−50,000$82,000→ 3,507,063 total(indirect: By Partnership)
WSV MANAGEMENT L L C
10% Owner
Transactions
- Sale
Common Stock, $0.001 par value per share
2008-01-02$1.64/sh−50,000$82,000→ 3,507,063 total(indirect: By Partnership)
Becker Steven R
10% Owner
Transactions
- Sale
Common Stock, $0.001 par value per share
2008-01-02$1.64/sh−50,000$82,000→ 3,507,063 total(indirect: By Partnership)
WALKER REID S
10% Owner
Transactions
- Sale
Common Stock, $0.001 par value per share
2008-01-02$1.64/sh−50,000$82,000→ 3,507,063 total(indirect: By Partnership)
Footnotes (5)
- [F1]As of January 2, 2008 (the "Reporting Date"), Walker Smith Capital, L.P. ("WSC"), Walker Smith Capital (Q.P.), L.P. ("WSCQP"), Walker Smith International Fund, Ltd. ("WS International") and HHMI Investments, L.P. ("HHMI" and together with WSC, WSCQP and WS International, the "WS Funds") held in the aggregate 976,140 shares of the common stock, par value $0.001 per share (the "Shares"), of Icagen, Inc. (the "Company"), and warrants to purchase up to 491,658 Shares. WS Capital Management, L.P. ("WSC Management") is the general partner of WSC and WSCQP and the investment manager for WS International and HHMI. WS Capital, L.L.C. ("WS Capital") is the general partner of WSC Management. Messrs. Reid S. Walker and G. Stacy Smith are principals of WS Capital.
- [F2]In addition, as of the Reporting Date, WS Opportunity Fund, L.P. ("WSO"), WS Opportunity Fund (Q.P.), L.P. ("WSOQP"), and WS Opportunity Fund International, Ltd. ("WSO International" and collectively with WSO and WSOQP, the "WSO Funds") held in the aggregate 926,039 Shares and warrants to purchase up to 491,657 Shares. WS Ventures Management, L.P. ("WSVM") is the general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. ("WSV") is the general partner of WSVM. Messrs. Reid S. Walker, G. Stacy Smith and Patrick P. Walker are principals of WSV. As a result, WSVM, WSV, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S. Walker and G. Stacy Smith may be deemed to beneficially own 2,885,494 Shares,
- [F3](Continued from footnote 2) (ii) WS Capital and WSC Management may be deemed to beneficially own 1,467,798 Shares, and (iii) WSVM, WSV, and Mr. Patrick P. Walker may be deemed to beneficially own 1,417,696 Shares.
- [F4]As of the Reporting Date, SRB Greenway Capital, L.P. ("SRBGC"), SRB Greenway Capital (Q.P.), L.P. ("SRBQP") and SRB Greenway Offshore Operating Fund, L.P. ("SRB Offshore," and together with SRBGC and SRBQP, the "Greenway Funds") held in the aggregate 1,464,410 Shares and warrants to purchase up to 737,487 Shares. SRB Management, L.P. ("SRB Management") is the general partner of SRBGC, SRBQP and SRB Offshore. BC Advisors, LLC ("BCA") is the general partner of SRB Management. Mr. Steven R. Becker is the sole principal of BCA. As a result, Mr. Becker possesses the sole power to vote and to direct the disposition of the Shares held by the Greenway Funds. In addition, as of the Reporting Date, Mr. Becker held 140,474 Shares and warrants to purchase up to 49,165 Shares. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, Mr. Becker may be deemed to beneficially own 2,391,536 Shares.
- [F5]This Form 4 is filed on behalf of WS Capital, WSC Management, BCA, SRB Management, Reid S. Walker, G. Stacy Smith, Patrick P. Walker and Steven R. Becker (collectively, the "Reporting Persons"). Each of the Reporting Persons hereby expressly disclaims membership in a "group" under the Securities Exchange Act of 1934 with respect to the securities reported herein, and this Form 3 shall not be deemed to be an admission that any such Reporting Person is a member of such a group. Each of the Reporting Persons hereby expressly disclaims beneficial ownership of the securities reported herein, other than to the extent of its pecuniary interest therein, and this Form 4 shall not be deemed to be an admission that any such Reporting Person is the beneficial owner of the securities reported herein for purposes of the Securities Exchange Act of 1934 or for any other purpose.
Documents
Issuer
ICAGEN INC
CIK 0000902622
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000902622
Filing Metadata
- Form type
- 4
- Filed
- Jan 3, 7:00 PM ET
- Accepted
- Jan 4, 5:01 PM ET
- Size
- 20.3 KB