Home/Filings/4/0001209191-05-005445

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BAB BIO VENTURES NV 4

Accession 0001209191-05-005445

CIK 0001114529other

View on SEC.gov Company Profile

Filed

Jan 27, 7:00 PM ET

Accepted

Jan 28, 8:08 PM ET

Size

43.5 KB

Accession

0001209191-05-005445

Insider Transaction Report

Form 4

Period: 2005-01-26

VIACELL INCVIAC

BB BIOVENTURES L P

10% Owner

Transactions

Purchase
Common Stock Warrant
2005-01-26$8.00/sh+12,620$100,960→ 12,620 total(indirect: MPM BioVentures Parallel Fund, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (12,620 underlying)
Conversion
Series D Preferred Stock
2005-01-26−666,667→ 0 total(indirect: No securities owned)
→ Common Stock (666,667 underlying)
Conversion
Series H Preferred Stock
2005-01-26−470,155→ 0 total(indirect: No securities owned)
→ Common Stock (470,155 underlying)
Conversion
Series I Preferred Stock
2005-01-26−194,128→ 0 total(indirect: No securities owned)
→ Common Stock (194,128 underlying)
Conversion
Common Stock
2005-01-26+1,666,667→ 2,333,334 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+666,667→ 666,667 total(indirect: See Footnote)
Conversion
Series E Preferred Stock
2005-01-26−1,666,667→ 0 total(indirect: No securities owned)
→ Common Stock (1,666,667 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+111,167$889,336→ 111,167 total(indirect: By BB BioVentures, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (111,167 underlying)
Conversion
Common Stock
2005-01-26+125,000→ 4,928,489 total(indirect: See Footnote)
Conversion
Series G Preferred Stock
2005-01-26−2,000,000→ 0 total(indirect: No securities owned)
→ Common Stock (2,000,000 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+1,213$9,704→ 1,213 total(indirect: By LLC)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (1,213 underlying)
Conversion
Common Stock
2005-01-26+470,155→ 4,803,489 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+194,128→ 194,128 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+2,000,000→ 4,333,334 total(indirect: See Footnote)
Conversion
Series J Preferred Stock
2005-01-26−125,000→ 0 total(indirect: No securities owned)
→ Common Stock (125,000 underlying)

BAB BIO VENTURES LLP

10% Owner

Transactions

Conversion
Common Stock
2005-01-26+194,128→ 194,128 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+125,000→ 4,928,489 total(indirect: See Footnote)
Conversion
Series H Preferred Stock
2005-01-26−470,155→ 0 total(indirect: No securities owned)
→ Common Stock (470,155 underlying)
Conversion
Common Stock
2005-01-26+470,155→ 4,803,489 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+666,667→ 666,667 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+1,666,667→ 2,333,334 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+2,000,000→ 4,333,334 total(indirect: See Footnote)
Conversion
Series D Preferred Stock
2005-01-26−666,667→ 0 total(indirect: No securities owned)
→ Common Stock (666,667 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+12,620$100,960→ 12,620 total(indirect: MPM BioVentures Parallel Fund, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (12,620 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+111,167$889,336→ 111,167 total(indirect: By BB BioVentures, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (111,167 underlying)
Conversion
Series E Preferred Stock
2005-01-26−1,666,667→ 0 total(indirect: No securities owned)
→ Common Stock (1,666,667 underlying)
Conversion
Series J Preferred Stock
2005-01-26−125,000→ 0 total(indirect: No securities owned)
→ Common Stock (125,000 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+1,213$9,704→ 1,213 total(indirect: By LLC)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (1,213 underlying)
Conversion
Series G Preferred Stock
2005-01-26−2,000,000→ 0 total(indirect: No securities owned)
→ Common Stock (2,000,000 underlying)
Conversion
Series I Preferred Stock
2005-01-26−194,128→ 0 total(indirect: No securities owned)
→ Common Stock (194,128 underlying)

MPM BIOVENTURES PARALLEL FUND L P

10% Owner

Transactions

Conversion
Common Stock
2005-01-26+194,128→ 194,128 total(indirect: See Footnote)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+111,167$889,336→ 111,167 total(indirect: By BB BioVentures, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (111,167 underlying)
Conversion
Common Stock
2005-01-26+125,000→ 4,928,489 total(indirect: See Footnote)
Conversion
Series G Preferred Stock
2005-01-26−2,000,000→ 0 total(indirect: No securities owned)
→ Common Stock (2,000,000 underlying)
Conversion
Series H Preferred Stock
2005-01-26−470,155→ 0 total(indirect: No securities owned)
→ Common Stock (470,155 underlying)
Conversion
Series J Preferred Stock
2005-01-26−125,000→ 0 total(indirect: No securities owned)
→ Common Stock (125,000 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+12,620$100,960→ 12,620 total(indirect: MPM BioVentures Parallel Fund, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (12,620 underlying)
Conversion
Common Stock
2005-01-26+666,667→ 666,667 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+1,666,667→ 2,333,334 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+2,000,000→ 4,333,334 total(indirect: See Footnote)
Conversion
Series I Preferred Stock
2005-01-26−194,128→ 0 total(indirect: No securities owned)
→ Common Stock (194,128 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+1,213$9,704→ 1,213 total(indirect: By LLC)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (1,213 underlying)
Conversion
Series E Preferred Stock
2005-01-26−1,666,667→ 0 total(indirect: No securities owned)
→ Common Stock (1,666,667 underlying)
Conversion
Common Stock
2005-01-26+470,155→ 4,803,489 total(indirect: See Footnote)
Conversion
Series D Preferred Stock
2005-01-26−666,667→ 0 total(indirect: No securities owned)
→ Common Stock (666,667 underlying)

MPM BIOVENTURES I LP

10% Owner

Transactions

Conversion
Common Stock
2005-01-26+1,666,667→ 2,333,334 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+194,128→ 194,128 total(indirect: See Footnote)
Conversion
Series J Preferred Stock
2005-01-26−125,000→ 0 total(indirect: No securities owned)
→ Common Stock (125,000 underlying)
Conversion
Series G Preferred Stock
2005-01-26−2,000,000→ 0 total(indirect: No securities owned)
→ Common Stock (2,000,000 underlying)
Conversion
Common Stock
2005-01-26+470,155→ 4,803,489 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+125,000→ 4,928,489 total(indirect: See Footnote)
Conversion
Series I Preferred Stock
2005-01-26−194,128→ 0 total(indirect: No securities owned)
→ Common Stock (194,128 underlying)
Conversion
Common Stock
2005-01-26+2,000,000→ 4,333,334 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+666,667→ 666,667 total(indirect: See Footnote)
Conversion
Series D Preferred Stock
2005-01-26−666,667→ 0 total(indirect: No securities owned)
→ Common Stock (666,667 underlying)
Conversion
Series E Preferred Stock
2005-01-26−1,666,667→ 0 total(indirect: No securities owned)
→ Common Stock (1,666,667 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+111,167$889,336→ 111,167 total(indirect: By BB BioVentures, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (111,167 underlying)
Conversion
Series H Preferred Stock
2005-01-26−470,155→ 0 total(indirect: No securities owned)
→ Common Stock (470,155 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+12,620$100,960→ 12,620 total(indirect: MPM BioVentures Parallel Fund, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (12,620 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+1,213$9,704→ 1,213 total(indirect: By LLC)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (1,213 underlying)

MPM BIO VENTURES I LLC

10% Owner

Transactions

Conversion
Common Stock
2005-01-26+125,000→ 4,928,489 total(indirect: See Footnote)
Conversion
Series I Preferred Stock
2005-01-26−194,128→ 0 total(indirect: No securities owned)
→ Common Stock (194,128 underlying)
Conversion
Common Stock
2005-01-26+2,000,000→ 4,333,334 total(indirect: See Footnote)
Conversion
Series E Preferred Stock
2005-01-26−1,666,667→ 0 total(indirect: No securities owned)
→ Common Stock (1,666,667 underlying)
Conversion
Series J Preferred Stock
2005-01-26−125,000→ 0 total(indirect: No securities owned)
→ Common Stock (125,000 underlying)
Conversion
Series D Preferred Stock
2005-01-26−666,667→ 0 total(indirect: No securities owned)
→ Common Stock (666,667 underlying)
Conversion
Common Stock
2005-01-26+666,667→ 666,667 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+470,155→ 4,803,489 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+194,128→ 194,128 total(indirect: See Footnote)
Conversion
Series H Preferred Stock
2005-01-26−470,155→ 0 total(indirect: No securities owned)
→ Common Stock (470,155 underlying)
Conversion
Common Stock
2005-01-26+1,666,667→ 2,333,334 total(indirect: See Footnote)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+12,620$100,960→ 12,620 total(indirect: MPM BioVentures Parallel Fund, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (12,620 underlying)
Conversion
Series G Preferred Stock
2005-01-26−2,000,000→ 0 total(indirect: No securities owned)
→ Common Stock (2,000,000 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+111,167$889,336→ 111,167 total(indirect: By BB BioVentures, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (111,167 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+1,213$9,704→ 1,213 total(indirect: By LLC)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (1,213 underlying)

BAB BIO VENTURES NV

10% Owner

Transactions

Conversion
Series E Preferred Stock
2005-01-26−1,666,667→ 0 total(indirect: No securities owned)
→ Common Stock (1,666,667 underlying)
Conversion
Series H Preferred Stock
2005-01-26−470,155→ 0 total(indirect: No securities owned)
→ Common Stock (470,155 underlying)
Conversion
Common Stock
2005-01-26+194,128→ 194,128 total(indirect: See Footnote)
Conversion
Series D Preferred Stock
2005-01-26−666,667→ 0 total(indirect: No securities owned)
→ Common Stock (666,667 underlying)
Conversion
Series G Preferred Stock
2005-01-26−2,000,000→ 0 total(indirect: No securities owned)
→ Common Stock (2,000,000 underlying)
Conversion
Common Stock
2005-01-26+470,155→ 4,803,489 total(indirect: See Footnote)
Conversion
Series I Preferred Stock
2005-01-26−194,128→ 0 total(indirect: No securities owned)
→ Common Stock (194,128 underlying)
Conversion
Common Stock
2005-01-26+666,667→ 666,667 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+2,000,000→ 4,333,334 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+1,666,667→ 2,333,334 total(indirect: See Footnote)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+111,167$889,336→ 111,167 total(indirect: By BB BioVentures, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (111,167 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+12,620$100,960→ 12,620 total(indirect: MPM BioVentures Parallel Fund, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (12,620 underlying)
Conversion
Common Stock
2005-01-26+125,000→ 4,928,489 total(indirect: See Footnote)
Conversion
Series J Preferred Stock
2005-01-26−125,000→ 0 total(indirect: No securities owned)
→ Common Stock (125,000 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+1,213$9,704→ 1,213 total(indirect: By LLC)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (1,213 underlying)

MPM ASSET MANAGEMENT INVESTORS 2000A LLC

10% Owner

Transactions

Conversion
Series I Preferred Stock
2005-01-26−194,128→ 0 total(indirect: No securities owned)
→ Common Stock (194,128 underlying)
Conversion
Series D Preferred Stock
2005-01-26−666,667→ 0 total(indirect: No securities owned)
→ Common Stock (666,667 underlying)
Conversion
Common Stock
2005-01-26+666,667→ 666,667 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+125,000→ 4,928,489 total(indirect: See Footnote)
Conversion
Series H Preferred Stock
2005-01-26−470,155→ 0 total(indirect: No securities owned)
→ Common Stock (470,155 underlying)
Conversion
Common Stock
2005-01-26+1,666,667→ 2,333,334 total(indirect: See Footnote)
Conversion
Common Stock
2005-01-26+2,000,000→ 4,333,334 total(indirect: See Footnote)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+111,167$889,336→ 111,167 total(indirect: By BB BioVentures, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (111,167 underlying)
Conversion
Common Stock
2005-01-26+194,128→ 194,128 total(indirect: See Footnote)
Conversion
Series E Preferred Stock
2005-01-26−1,666,667→ 0 total(indirect: No securities owned)
→ Common Stock (1,666,667 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+12,620$100,960→ 12,620 total(indirect: MPM BioVentures Parallel Fund, L.P.)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (12,620 underlying)
Conversion
Common Stock
2005-01-26+470,155→ 4,803,489 total(indirect: See Footnote)
Conversion
Series G Preferred Stock
2005-01-26−2,000,000→ 0 total(indirect: No securities owned)
→ Common Stock (2,000,000 underlying)
Conversion
Series J Preferred Stock
2005-01-26−125,000→ 0 total(indirect: No securities owned)
→ Common Stock (125,000 underlying)
Purchase
Common Stock Warrant
2005-01-26$8.00/sh+1,213$9,704→ 1,213 total(indirect: By LLC)
Exercise: $5.00From: 2005-01-26Exp: 2006-01-26→ Common Stock (1,213 underlying)

Footnotes (4)

[F1]Each share of Preferred Stock automatically converted on a 1 for 1 basis into shares of Common Stock upon the closing of Issuer's initial public offering.
[F2]An aggregate of 4,928,489 shares are are held as follows: 4,568,835 by BB BioVentures, L.P. ("BB BioVentures"), 334,481by MPM BioVentures Parallel Fund, L.P. ("MPM Parallel") and 25,173 by MPM Asset Management Investors 2000A LLC ("MPM Asset"). BB BioVentures is under common control with MPM Parallel. BAB BioVentures L.P. ("BAB BV"), BAB BioVentures NV and MPM BioVentures I LLC ("BioVentures LLC") are the direct and indirect general partners of BB BioVentures. MPM BioVentures I L.P. ("BioVentures LP") and BioVentures LLC are the direct and indirect general partners of MPM Parallel. Luke Evnin, Ansbert Gadicke and Michael Steinmetz are the managers of BAB NV, MPM Asset and BioVentures LLC. Each member of the group disclaims beneficial ownership of the securities except to the extent of its pecuniary interest therein.
[F3]The shares are held as follows: 130,880 by MPM BioVentures II-QP, L.P. ("BV II QP"), 14,444 by MPM BioVentures II, L.P. ("BV II"), 2,715 by MPM Asset Management Investors 2001 LLC ("AM 2001") and 46,089 by MPM BioVentures GmbH & Co. Parallel-Beteiligungs KG ("BV KG"). MPM Asset Management II, L.P. ("AM II GP") and MPM Asset Management II LLC ("AM II LLC") are the direct and indirect general partners of BV II QP, BV II and BV KG. Luke Evnin, Ansbert Gadicke, Nicholas Galakatos, Michael Steinmetz and Kurt Wheeler are members of AM II LLC and AM 2001. Each of the group disclaims beneficial ownership of the securities except to the extent of their pecuniary interest therein.
[F4]On September 30, 2003, BB BioVentures, MPM Parallel and MPM Asset acquired, for a combined price of $1,000,000 and at $8 per unit, 125,000 shares of Series J Preferred Stock and a right, contingent upon closing of the IPO of the common stock at less than $9.70 per share, to 125,000 warrants to purchase common stock. Issuer's IPO of its common stock at a price of $7 per share occurred on January 26, 2005.

Documents

1 file

4
bsf04824_bsf11le.xmlPrimary
MAIN DOCUMENT DESCRIPTION

Issuer

VIACELL INC

CIK 0001114529

→

Entity typeother

Related Parties

filerCIK 0001263198

Filing Metadata

Form type: 4
Filed: Jan 27, 7:00 PM ET
Accepted: Jan 28, 8:08 PM ET
Size: 43.5 KB

View on SEC.gov