3//SEC Filing
LOF PARTNERS LLC 3
Accession 0001192482-09-000056
CIK 0000352998other
Filed
Mar 23, 8:00 PM ET
Accepted
Mar 24, 4:48 PM ET
Size
25.6 KB
Accession
0001192482-09-000056
Insider Transaction Report
Form 3
IGI INCIG
MORRIS BENJAMIN T
10% Owner
Holdings
Convertible Note
→ Common Stock (9,894,047 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (121 underlying)Convertible Note
→ Common Stock (1,770,714 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (676 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (2,518,511 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (450,727 underlying)
SMH CAPITAL INC.
10% Owner
Holdings
Series B-1 Convertible Preferred Stock
→ Common Stock (2,518,511 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (450,727 underlying)Convertible Note
→ Common Stock (9,894,047 underlying)Convertible Note
→ Common Stock (1,770,714 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (676 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (121 underlying)
SANDERS MORRIS HARRIS GROUP INC
10% Owner
Holdings
Series B-1 Convertible Preferred Stock
→ Common Stock (2,518,511 underlying)Convertible Note
→ Common Stock (9,894,047 underlying)Convertible Note
→ Common Stock (1,770,714 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (676 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (450,727 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (121 underlying)
LIFE SCIENCES OPPORTUNITIES FUND II LP
Director10% Owner
Holdings
Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (676 underlying)Convertible Note
→ Common Stock (1,770,714 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (2,518,511 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (450,727 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (121 underlying)Convertible Note
→ Common Stock (9,894,047 underlying)
GALE JAMES C
Director10% Owner
Holdings
Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (676 underlying)Convertible Note
→ Common Stock (1,770,714 underlying)Convertible Note
→ Common Stock (9,894,047 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (2,518,511 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (450,727 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (121 underlying)
Erony Joyce
Director10% Owner
Holdings
Series B-1 Convertible Preferred Stock
→ Common Stock (2,518,511 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (450,727 underlying)Convertible Note
→ Common Stock (1,770,714 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (121 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (676 underlying)Convertible Note
→ Common Stock (9,894,047 underlying)
LOF PARTNERS LLC
10% Owner
Holdings
Convertible Note
→ Common Stock (9,894,047 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (450,727 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (121 underlying)Series B-1 Convertible Preferred Stock
→ Common Stock (2,518,511 underlying)Series B-2 Preferred Stock Purchase Warrant
Exercise: $6000.00→ Series B-2 Preferred Stock (676 underlying)Convertible Note
→ Common Stock (1,770,714 underlying)
Footnotes (7)
- [F1]On March 13, 2009, IGI Laboratories completed a private placement of Series B-1 Convertible Preferred Stock (the "Series B-1 Preferred Stock"), secured convertible promissory notes (the "Notes") and warrants to purchase shares of Series B-2 Preferred Stock (the "Warrants") to Life Sciences Opportunities Fund (Institutional) II, L.P. and Life Sciences Opportunities Fund II, L.P., for an aggregate purchase price of $6,000,000 (the "Offering").
- [F2]Each share of Series B-1 Preferred Stock is convertible at any time into 14,634 shares of common stock at the holder's election, and have no expiration date. Notwithstanding the foregoing, pursuant to the terms of the Certificate of Designation, the Series B-1 Preferred Stock will automatically convert into shares of common stock upon the earlier of the date that (i) the Closing Price (as defined in the Certificate of Designation) of the common stock shall have exceeded $1.20 for a period of twenty-five (25) consecutive trading days immediately preceding such date and (ii) as determined by the affirmative vote or consent of the holders of at least a majority of the shares of the Series B-1 Preferred Stock outstanding at the time, given in person or by proxy, either in writing or at a meeting.
- [F3]These securities are owned directly by Life Sciences Opportunities Fund (Institutional) II, L.P. and indirectly by Signet Healthcare Partners, LLC ("General Partner"), the general partner of Life Sciences Opportunities Fund (Institutional) II, L.P., James C. Gale, the chief investment officer, a manager and member of the General Partner, SMH Capital Inc. ("SMH Capital"), the controlling member of the General Partner, Sanders Morris Harris Group, Inc. ("SMHG"), the parent company of SMH Capital, Joyce Erony, a director of IGI Laboratories and a managing director of the General Partner, Ben T. Morris, a manager of the General Partner and Chief Executive Officer and a director of SMH Capital and SMHG. The General Partner, Mr. Gale, SMH Capital, SMHG, Ms. Erony and Mr. Morris disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, if any.
- [F4]Upon stockholder approval of the Offering, the Notes convert into 676.1 shares of Series B-1 Preferred Stock (plus an additional number of shares of Series B-1 Preferred Stock equal to any accrued interest on the Notes). The shares of Series B-1 Preferred Stock issuable upon conversion of the Notes pursuant to the preceding sentence will then be immediately convertible into shares of common stock at the option of the holder. If stockholder approval of the Offering is not obtained, the Notes will become due and payable and will accrue simple interest at the rate of five percent (5%) per annum.
- [F5]Upon stockholder approval of the Offering, the Notes convert into 121 shares of Series B-1 Preferred Stock (plus an additional number of shares of Series B-1 Preferred Stock equal to any accrued interest on the Notes). The shares of Series B-1 Preferred Stock issuable upon conversion of the Notes pursuant to the preceding sentence will then be immediately convertible into shares of common stock at the option of the holder. If stockholder approval of the Offering is not obtained, the Notes will become due and payable and will accrue simple interest at the rate of five percent (5%) per annum.
- [F6]If stockholder approval of the Offering is obtained on or before July 31, 2009, then the Warrants will become void. If stockholder approval of the Offering is not obtained on or before July 31, 2009, the Warrants will become exercisable into shares of Series B-2 Preferred Stock for a term of four years commencing on July 31, 2009 at a price of $6,000 per share. Other than a class vote with respect to certain matters, holders of Series B-2 Preferred Stock have no right to vote with holders of common stock, including with regard to the election of directors.
- [F7]These securities are owned directly by Life Sciences Opportunities Fund II, L.P. and indirectly by the General Partner, Mr. Gale, SMH Capital, SMHG, Ms. Erony and Mr. Morris. The General Partner, Mr. Gale, SMH Capital, SMHG, Ms. Erony and Mr. Morris disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, if any.
Documents
Issuer
IGI INC
CIK 0000352998
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001280952
Filing Metadata
- Form type
- 3
- Filed
- Mar 23, 8:00 PM ET
- Accepted
- Mar 24, 4:48 PM ET
- Size
- 25.6 KB