4//SEC Filing
NQ POF V GP, Ltd. 4
Accession 0001578563-23-000001
CIK 0000861838other
Filed
Jan 17, 7:00 PM ET
Accepted
Jan 18, 4:46 PM ET
Size
11.7 KB
Accession
0001578563-23-000001
Insider Transaction Report
Form 4
Aceragen, Inc.ACGN
NovaQuest Co-Investment Fund XV, L.P.
DirectorOther
Transactions
- Conversion
Warrant
2023-01-17−14,115→ 0 totalExercise: $460.00From: 2022-09-28Exp: 2031-03-23→ Series Z Preferred Stock (14,115 underlying) - Conversion
Warrant
2023-01-17+830,294→ 830,294 totalExercise: $7.82From: 2023-01-17Exp: 2031-03-23→ Common Stock (830,294 underlying)
NQ POF V GP, Ltd.
DirectorOther
Transactions
- Conversion
Warrant
2023-01-17−14,115→ 0 totalExercise: $460.00From: 2022-09-28Exp: 2031-03-23→ Series Z Preferred Stock (14,115 underlying) - Conversion
Warrant
2023-01-17+830,294→ 830,294 totalExercise: $7.82From: 2023-01-17Exp: 2031-03-23→ Common Stock (830,294 underlying)
Footnotes (3)
- [F1]On September 28, 2022, Issuer completed its merger ("Merger") with Aceragen, Inc. ("Aceragen"), in accordance with the terms of that certain Agreement and Plan of Merger, dated September 28, 2022 (the "Merger Agreement"). Pursuant to the Merger Agreement, NovaQuest Co-Investment Fund XV, L.P. ("NovaQuest") received warrants to purchase (i) 1,343,547 shares of Issuer Common Stock and (ii) 14,115 shares of Issuer non-voting, convertible Series Z Preferred Stock ("Series Z Preferred Stock").
- [F2]On January 12, 2023, Issuer's stockholders approved the conversion of Issuer Series Z Preferred Stock into shares of Issuer Common Stock. Each share of Issuer Series Z Preferred Stock was to be converted into 1,000 shares of Issuer Common Stock, subject to certain limitations, on January 17, 2023. The shares reported on this Form 4 have been adjusted to reflect the Issuer's 1-for-17 reverse stock split of its common stock, effective January 17, 2023.
- [F3]NQ POF V GP, Ltd. ("NovaQuest GP") has the power to vote and dispose of any securities directly owned by NovaQuest. NovaQuest GP's investment committee makes voting and investment decisions regarding securities held by NovaQuest. NovaQuest GP disclaims beneficial ownership of any securities held by NovaQuest except to the extent of its pecuniary interest therein.
Documents
Issuer
Aceragen, Inc.
CIK 0000861838
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001949220
Filing Metadata
- Form type
- 4
- Filed
- Jan 17, 7:00 PM ET
- Accepted
- Jan 18, 4:46 PM ET
- Size
- 11.7 KB