4//SEC Filing
Martins Luis 4
Accession 0001455244-12-000005
CIK 0000913443other
Filed
Jan 18, 7:00 PM ET
Accepted
Jan 19, 5:27 PM ET
Size
11.9 KB
Accession
0001455244-12-000005
Insider Transaction Report
Form 4
Martins Luis
10% Owner
Transactions
- Purchase
Common Stock Warrants (right to buy)
2012-01-17+3,863,636→ 3,863,636 totalExercise: $0.11From: 2012-01-17Exp: 2016-01-17→ Common stock (3,863,636 underlying) - Purchase
Senior Secured Convertible Promissory Notes
2012-01-17Exercise: $0.11From: 2012-01-17Exp: 2013-07-17→ Common Stock (3,863,636 underlying) - Purchase
Additional Investment Right (right to buy)
2012-01-17Exercise: $106250.00From: 2012-01-17Exp: 2012-07-15→ Senior Secured Convertible Promissory Notes and Warrants
Footnotes (6)
- [F1]The Senior Secured Convertible Promissory Notes (the "Note") were issued to the reporting person as part of a transaction between Cambridge Heart, Inc. (the "Company") and certain accredited investors, including the reporting person, pursuant to which the Company issued Notes, warrants to purchase common stock of the Company (the "Warrants") and Additional Investment Rights granting the investors the right to purchase additional Notes and Warrants (the "AIRs").
- [F2]The conversion price of the Notes is subject to adjustment in certain circumstances. If the Company issues shares of common stock, or securities convertible into or exercisable for shares of common stock, at a price lower than the conversion price, then the conversion price of the Notes will, with limited exceptions, be adjusted to such lower price.
- [F3]The aggregate purchase price for the Notes, Warrants and AIRs was $425,000. The purchase price of $75,000 for a Note in the principal amount of $75,000 and a corresponding number of Warrants and AIRs was paid in cash, and the purchase price of $350,000 for a Note in the principal amount of $350,000 and a corresponding number of Warrants and AIRs was paid by the reporting person through the conversion of a previously issued Senior Unsecured Convertible Promissory Note, issued by the Company to the reporting person on November 14, 2011. See Notes 4 and 5 below.
- [F4]The exercise price of the Warrants is subject to adjustment in certain circumstances. If the Company issues shares of common stock, or securities convertible into or exercisable for shares of common stock, at a price lower than the exercise price, then the exercise price of the Warrants will, with limited exceptions, be adjusted to such lower price.
- [F5]The AIRs grant the reporting person the right to purchase an additional principal amount of Notes equal to 25% of the original principal amount of Notes purchased by the reporting person at the closing (i.e., $106,250) and a corresponding amount of Warrants (i.e., 965,909 shares).
- [F6]Represents the aggregate purchase price for all Notes and Warrants that may be acquired upon exercise of 100% of the AIR.
Documents
Issuer
CAMBRIDGE HEART INC
CIK 0000913443
Entity typeother
Related Parties
1- filerCIK 0001479586
Filing Metadata
- Form type
- 4
- Filed
- Jan 18, 7:00 PM ET
- Accepted
- Jan 19, 5:27 PM ET
- Size
- 11.9 KB