4//SEC Filing
LOF PARTNERS LLC 4
Accession 0001192482-09-000123
CIK 0000352998other
Filed
May 18, 8:00 PM ET
Accepted
May 19, 4:57 PM ET
Size
31.5 KB
Accession
0001192482-09-000123
Insider Transaction Report
Form 4
IGI INCIG
LIFE SCIENCES OPPORTUNITIES FUND INSTITTUTIONAL II LP
Director10% Owner
Transactions
- Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+681.935→ 854.035 total→ Common Stock (9,979,437 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−732,264.15→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (122.044 underlying) - Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+122.044→ 152.844 total→ Common Stock (1,785,922 underlying) - Award
Stock Option (Right to Buy)
2009-05-15+15,000→ 15,000 totalExercise: $1.02From: 2010-05-15Exp: 2019-05-15→ Common Stock (15,000 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−4,091,610.35→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (681.935 underlying)
LOF PARTNERS LLC
10% Owner
Transactions
- Conversion
Secured Convertible Promissory Note
2009-05-15−4,091,610.35→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (681.935 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−732,264.15→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (122.044 underlying) - Award
Stock Option (Right to Buy)
2009-05-15+15,000→ 15,000 totalExercise: $1.02From: 2010-05-15Exp: 2019-05-15→ Common Stock (15,000 underlying) - Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+681.935→ 854.035 total→ Common Stock (9,979,437 underlying) - Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+122.044→ 152.844 total→ Common Stock (1,785,922 underlying)
SMH CAPITAL INC.
10% Owner
Transactions
- Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+681.935→ 854.035 total→ Common Stock (9,979,437 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−732,264.15→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (122.044 underlying) - Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+122.044→ 152.844 total→ Common Stock (1,785,922 underlying) - Award
Stock Option (Right to Buy)
2009-05-15+15,000→ 15,000 totalExercise: $1.02From: 2010-05-15Exp: 2019-05-15→ Common Stock (15,000 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−4,091,610.35→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (681.935 underlying)
SANDERS MORRIS HARRIS GROUP INC
10% Owner
Transactions
- Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+681.935→ 854.035 total→ Common Stock (9,979,437 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−4,091,610.35→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (681.935 underlying) - Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+122.044→ 152.844 total→ Common Stock (1,785,922 underlying) - Award
Stock Option (Right to Buy)
2009-05-15+15,000→ 15,000 totalExercise: $1.02From: 2010-05-15Exp: 2019-05-15→ Common Stock (15,000 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−732,264.15→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (122.044 underlying)
GALE JAMES C
Director10% Owner
Transactions
- Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+681.935→ 854.035 total→ Common Stock (9,979,437 underlying) - Award
Stock Option (Right to Buy)
2009-05-15+15,000→ 15,000 totalExercise: $1.02From: 2010-05-15Exp: 2019-05-15→ Common Stock (15,000 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−732,264.15→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (122.044 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−4,091,610.35→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (681.935 underlying) - Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+122.044→ 152.844 total→ Common Stock (1,785,922 underlying)
LIFE SCIENCES OPPORTUNITIES FUND II LP
Director10% Owner
Transactions
- Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+681.935→ 854.035 total→ Common Stock (9,979,437 underlying) - Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+122.044→ 152.844 total→ Common Stock (1,785,922 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−732,264.15→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (122.044 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−4,091,610.35→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (681.935 underlying) - Award
Stock Option (Right to Buy)
2009-05-15+15,000→ 15,000 totalExercise: $1.02From: 2010-05-15Exp: 2019-05-15→ Common Stock (15,000 underlying)
MORRIS BENJAMIN T
10% Owner
Transactions
- Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+681.935→ 854.035 total→ Common Stock (9,979,437 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−4,091,610.35→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (681.935 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−732,264.15→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (122.044 underlying) - Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+122.044→ 152.844 total→ Common Stock (1,785,922 underlying) - Award
Stock Option (Right to Buy)
2009-05-15+15,000→ 15,000 totalExercise: $1.02From: 2010-05-15Exp: 2019-05-15→ Common Stock (15,000 underlying)
Erony Joyce
Director10% Owner
Transactions
- Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+681.935→ 854.035 total→ Common Stock (9,979,437 underlying) - Conversion
Series B-1 Convertible Preferred Stock
2009-05-15+122.044→ 152.844 total→ Common Stock (1,785,922 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−4,091,610.35→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (681.935 underlying) - Conversion
Secured Convertible Promissory Note
2009-05-15−732,264.15→ 0 totalExercise: $6000.00→ Series B-1 Convertible Preferred Stock (122.044 underlying) - Award
Stock Option (Right to Buy)
2009-05-15+15,000→ 15,000 totalExercise: $1.02From: 2010-05-15Exp: 2019-05-15→ Common Stock (15,000 underlying)
Footnotes (9)
- [F1]Each share of Series B-1 Convertible Preferred Stock (the "Series B-1 Preferred Stock") is convertible at any time into 14,634 shares of common stock at the holder's election, plus such number of shares of common stock as shall equal (x) the accrued and unpaid dividends on the Series B-1 Preferred Stock as of the date of conversion divided by (y) $0.41, and has 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) (continued in Footnote 2)
- [F2]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. Quarterly dividends at the annual rate of 5% of the Original Issue Price, or $6,000 per share, on each outstanding share of Series B Preferred Stock shall accrue from day to day, whether or not earned or declared, commencing on the last day of the calendar quarter in which they would otherwise be declared.
- [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 and 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]The number of securities disposed of represents the face value of the Note on May 15, 2009, including the principal amount of $4,056,601.32, plus $35,009.03 in accrued interest.
- [F5]On March 13, 2009, IGI Laboratories completed a private placement of 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"). On May 15, 2009, IGI Laboratories held its 2009 Annual Meeting of Stockholders during which the stockholders of IGI Laboratories entitled to vote thereat approved the Offering (the "Stockholder Approval"). Effective immediately upon Stockholder Approval of the Offering, the Note converted into a total of 681.935 shares of Series B-1 Preferred Stock (676.1 shares in respect of the principal amount of Note plus 5.835 shares in respect of accrued interest thereon).
- [F6]The number of securities disposed of represents the face value of the Note on May 15, 2009, including the principal amount of $725,998.68, plus $6,265.47 in accrued interest.
- [F7]As mentioned above, on March 13, 2009, IGI Laboratories completed a private placement of Series B-1 Preferred Stock, Notes and 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. Effective immediately upon Stockholder Approval of the Offering on May 15, 2009, the Note converted into a total of 122.044 shares of Series B-1 Preferred Stock (121 shares in respect of the principal amount of Note plus 1.044 shares in respect of accrued interest thereon).
- [F8]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.
- [F9]Stock options to purchase shares of common stock granted to James C. Gale, individually.
Documents
Issuer
IGI INC
CIK 0000352998
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001280952
Filing Metadata
- Form type
- 4
- Filed
- May 18, 8:00 PM ET
- Accepted
- May 19, 4:57 PM ET
- Size
- 31.5 KB