UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series E Preferred Warrant (Right to Buy) | Â (1) | Â (2) | Common Stock | 43,853 (1) (5) | $ 24.22 | D (3) (4) | Â |
Series E Preferred Stock | Â (1) | Â (6) | Common Stock | 1,047,955 (1) (5) | $ 0 | D (3) (4) | Â |
Series D Preferred Stock | Â (7) | Â (7) | Common Stock | 623,531 (5) (7) | $ 0 | D (3) (4) | Â |
Series C Preferred Stock | Â (7) | Â (7) | Common Stock | 128,025 (5) (7) | $ 0 | D (4) (8) | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
EDB Investments Pte Ltd. 20 BIOPOLIS WAY #09-01 CENTROS, U0 138668 |
 |  X |  |  |
Biomedical Sciences Investment Fund Pte Ltd. 20 BIOPOLIS WAY #09-01 CENTROS, U0 138668 |
 |  X |  |  |
SINGAPORE BIO INNOVATIONS PTE LTD 250, NORTH BRIDGE ROAD #20-02 RAFFLES CITY TOWER SINGAPORE, U0 179101 |
 |  X |  |  |
Matthew McCardell | 02/10/2011 | |
**Signature of Reporting Person | Date | |
Matthew McCardell | 02/10/2011 | |
**Signature of Reporting Person | Date | |
Matthew McCardell | 02/10/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Reflects the automatic conversion of each share of Series E Preferred Stock into 1.3 shares of Common Stock to occur upon the closing of the Issuer's initial public offering. |
(2) | Expires immediately prior to the closing of the Issuer's initial public offering. |
(3) | Biomedical Sciences Investment Fund Pte ltd is the record holder of the securities reported on Lines 1, 2 and 3 of Table 2. |
(4) | EDB Investments Pte Ltd, or EDB Investments, is the parent entity of Biomedical Sciences Investment Fund Pte Ltd and Singapore Bio-Innovations Pte Ltd. The Economic Development Board of Singapore, or EDB, is the parent entity of EDB Investments. EDB is a Singapore government entity. EDB Investments, EDB and the Singapore government may be deemed to have shared voting and dispositive power over the shares owned beneficially and of record by Biomedical Sciences Investment Fund Pte Ltd and Singapore Bio-Innovations Pte Ltd. Jeremy Loh, one of the Issuer's directors, is a Vice President (Investments), San Francisco Center for EDB Investments Pte Ltd, Singapore. Dr. Loh disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest in such shares. |
(5) | Reflects a 1-for-1.73 reverse stock split of the Issuer's outstanding shares effected on February 3, 2011. |
(6) | Each share has no expiration date. |
(7) | Reflects the automatic conversion of each share of Series C Preferred Stock and Series D Preferred Stock into one share of Common Stock to occur upon the closing of the Issuer's initial public offering. Each share has no expiration date. |
(8) | Singapore Bio-Innovations Pte Ltd is the record holder of the securities reported on Line 4 of Table 2. |