4//SEC Filing
HEALTHCARE VENTURES VII LP 4
Accession 0001209191-09-038183
CIK 0001326190other
Filed
Jul 29, 8:00 PM ET
Accepted
Jul 30, 11:43 AM ET
Size
21.5 KB
Accession
0001209191-09-038183
Insider Transaction Report
Form 4
HEALTHCARE VENTURES VII LP
10% Owner
Transactions
- Other
8% Convertible Note
2009-07-28→ 0 total(indirect: By Partnership)Exercise: $10.00Exp: 2009-08-03→ Common Stock (181,505 underlying) - Award
Warrant
2009-07-28+280,998→ 280,998 total(indirect: By Partnership)Exercise: $2.50From: 2010-01-28Exp: 2015-01-28→ Common Stock (280,998 underlying) - Award
10% Convertible Note
2009-07-28→ 829,173 total(indirect: By Partnership)Exercise: $2.54Exp: 2011-07-28→ Common Stock (829,173 underlying)
Footnotes (6)
- [F1]The disposition of this Note to the Issuer was in connection with the acquisition of the new Note and Warrant described in Footnote 6 below.
- [F2]Immediately convertible into shares of Common Stock of the Issuer at the rate of $10.00 per share.
- [F3]This Note was received in the Merger of PAI Acquisition Corp., a wholly-owned subsidiary of HealthCare Acquisition Corp. (now known as PharmAthene, Inc.) into PharmAthene, Inc.
- [F4]These securities are owned by HealthCare Ventures VII, L.P. ("HCVVII"). These securities are indirectly owned by HealthCare Partners VII, L.P. ("HCPVII"), the General Partner of HCVVII and each of James Cavanaugh, Harold Werner, John Littlechild, Christopher Mirabelli and Augustine Lawlor, the general partners of HCPVII. Drs. Cavanaugh and Mirabelli and Messrs. Werner, Littlechild and Lawlor disclaim beneficial ownership of those securities in which they do not have a pecuniary interest and this report shall not be deemd an admission that they are the beneficial owners of these securities for purposes of Section 16. In addition, James Cavanaugh is a Director of the Issuer.
- [F5]Immediately convertible into shares of Common Stock of the Issuer at the rate of $2.541667 per share.
- [F6]This Note and Warrant was received pursuant to a Note and Warrant Purchase Agreement dated as of July 24, 2009, as amended on July 26, 2009 and July 28, 2009, by and among the Issuer and certain noteholders, pursuant to which the 8% Senior Unsecured Convertible Note (the "Original Note") reported above was exchanged for a new Note in the principal amount of $2,107,482.76 representing the principal amount of the Original Note plus accrued interest (the "New Note") and the Warrant reported herein. The terms of the New Note include (i) an increase in the interest rate to 10% per annum; (ii) a reduction in the conversion price of the Original Note from $10.00 per share to $2.541667 per share; and (iii) the issuance of a Warrant to purchase an additional 280,998 shares of Common Stock of the Issuer at a purchase price of $2.50 per share.
Documents
Issuer
PHARMATHENE, INC
CIK 0001326190
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001202615
Filing Metadata
- Form type
- 4
- Filed
- Jul 29, 8:00 PM ET
- Accepted
- Jul 30, 11:43 AM ET
- Size
- 21.5 KB