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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN 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. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Burrill Capital Fund IV, L.P. ONE EMBARCADERO CENTER SUITE 2700 SAN FRANCISCO, CA 94111 |
X | X | ||
BURRILL STEVEN ONE EMBARCADERO CENTER SUITE 2700 SAN FRANCISCO, CA 94111 |
X | X | ||
WETHERELL DAVID S ONE EMBARCADERO CENTER SUITE 2700 SAN FRANCISCO, CA 94111 |
X | X |
/s/ Burrill Capital Fund IV, L.P. | 02/15/2012 | |
**Signature of Reporting Person | Date | |
/s/ Steven Burrill | 02/15/2012 | |
**Signature of Reporting Person | Date | |
/s/ David S. Wetherell | 02/15/2012 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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) | On February 13, 2012, the issuer's wholly-owned subsidiary merged with ADMA Biologics, Inc., a privately-held Delaware corporation ("Former ADMA"). The issuer changed its name to ADMA Biologics, Inc. In connection with the merger and pursuant to the terms of the merger agreement, holders of Former ADMA's common stock received the same number of shares of the issuer's common stock. The reporting person, an investor in Former ADMA's private placement, which closed immediately prior to the merger, acquired the issuer's shares of common stock in exchange for the shares purchased in the private placement. The issuer's shares of common stock are not currently listed on an exchange or quoted on the OTC Bulletin Board. |
(2) | These shares are held of record by Burrill Capital Fund IV, L.P ("Burrill") and are deemed to be beneficially owned by Burrill & Company (BCF IV GP), LLC ("Burrill GP"), and each of the individual managing members of Burrill GP. The individual managing members of Burrill GP are G. Steven Burrill and David S. Wetherell (the "Managers"). Burrill GP and the Managers may share voting and dispositive power over the shares owned of record by Burrill. Burrill GP and the Managers disclaim beneficial ownership over such shares except to the extent of their respective pecuniary interest therein. |