4//SEC Filing
JONES PAUL TUDOR II 4
Accession 0001181431-09-002055
CIK 0001025707other
Filed
Jan 7, 7:00 PM ET
Accepted
Jan 8, 4:42 PM ET
Size
13.5 KB
Accession
0001181431-09-002055
Insider Transaction Report
Form 4
TUDOR INVESTMENT CORP ET AL
Director10% Owner
Transactions
- Other
Series A Preferred Stock
2008-12-31−100,411→ 903,994 total(indirect: See Footnotes)Exercise: $0.00From: 2004-08-18→ Common Stock (301,233 underlying) - Other
Common Stock, par value $0.001
2008-12-31−67,574→ 608,221 total(indirect: See Footnotes)
JONES PAUL TUDOR II
Other
Transactions
- Other
Common Stock, par value $0.001
2008-12-31−67,574→ 608,221 total(indirect: See Footnotes) - Other
Series A Preferred Stock
2008-12-31−100,411→ 903,994 total(indirect: See Footnotes)Exercise: $0.00From: 2004-08-18→ Common Stock (301,233 underlying)
Footnotes (7)
- [F1]The Preferred Stock is convertible into Common Stock at any time upon written notice to Incentra Solutions, Inc. Holders may require the issuer to repurchase their shares of Series A Preferred at any time on or after August 18, 2008.
- [F2]Pursuant to an agreement dated December 31, 2008, by and among Tudor Investment Corporation ("TIC") and others, TIC transacted a split-off of, among other entities, The Raptor Global Portfolio Ltd., a Cayman Islands corporation ("Raptor"), and The Altar Rock Fund L.P., a Delaware limited partnership ("Altar Rock") (such split-off, the "Split-off"). As a result of the Split-off, TIC (i) is no longer the general partner of Altar Rock and (ii) is no longer involved, affiliated or associated with the management or operations of Altar Rock or Raptor, including the provision of investment advisory services. Altar Rock directly owns 473 shares of Common Stock ("Common Shares") and 670 shares of Series A Preferred Stock ("Preferred Shares") (which are convertible to 2,010 Common Shares (see footnote 6)). See Footnote 7 for the remainder of Footnote 2.
- [F3]Common Shares and Preferred Shares were not attributed a separate price in the Split-off.
- [F4]Tudor Ventures II L.P. ("TV II") directly owns the 608,221 Common Shares and 903,994 Preferred Shares reported herein. Because TIC is the investment adviser to TV II, TIC may be deemed to be the beneficial owner of shares owned by TV II. Because Jones is the controlling shareholder of TIC, Jones may be deemed to be the beneficial owner of shares deemed to be beneficially owned by such entity. TIC disclaims beneficial ownership of the securities reported herein as indirectly owned except to the extent of its pecuniary interest in such securities. Jones expressly disclaims such beneficial ownership.
- [F5]TV II directly owns the 608,221 Common Shares and 903,994 Preferred Shares reported herein. Because Tudor Ventures Group L.P. ("TVG LP") is the general partner of TV II, TVG LP may be deemed to be the beneficial owner of shares owned by TV II. Because Tudor Ventures Group LLC ("TVG LLC") is the general partner of TVG LP, TVG LLC may be deemed to be the beneficial owner of shares owned by such entity. Because Jones is the indirect controlling equity holder of TVG LLC, he may be deemed to be the beneficial owner of shares owned by such entity. Each of TIC, Jones, TVG LP and TVG LLC expressly disclaim beneficial ownership of any Common Shares or Preferred Shares that they do not own directly.
- [F6]Each Preferred Share is convertible into 3 Common Shares.
- [F7]Raptor directly owns 67,101 Common Shares and 99,741 Preferred Shares (which are convertible to 299,223 Common Shares (see footnote 6)). Because of the Split-off, securities owned by Altar Rock and Raptor may no longer be deemed to be beneficially owned by TIC or Paul Tudor Jones, II ("Jones").
Documents
Issuer
INCENTRA SOLUTIONS, INC.
CIK 0001025707
Entity typeother
Related Parties
1- filerCIK 0001270196
Filing Metadata
- Form type
- 4
- Filed
- Jan 7, 7:00 PM ET
- Accepted
- Jan 8, 4:42 PM ET
- Size
- 13.5 KB