4//SEC Filing
GAP COINVESTMENT PARTNERS II L P 4
Accession 0001187386-04-000003
CIK 0001060801other
Filed
Jul 11, 8:00 PM ET
Accepted
Jul 12, 5:23 PM ET
Size
17.4 KB
Accession
0001187386-04-000003
Insider Transaction Report
Form 4
GAP COINVESTMENT PARTNERS II L P
10% Owner
Transactions
- Other
Series E Preferred Stock
2004-07-09+783,036→ 783,036 total→ Common Stock (783,036 underlying) - Other
Common Stock Warrant (right to buy)
2004-07-09−72,469→ 0 totalExercise: $4.20Exp: 2006-11-07→ Common Stock (72,469 underlying) - Other
Series D Preferred Stock
2004-07-09−295,146→ 0 total→ Common Stock (3,306,305 underlying)
Footnotes (9)
- [F1]The shares of Series D Preferred Stock are convertible into the number shares of common stock of the issuer equal to the product of the number of shares of Series D Preferred Stock being converted multiplied by the quotient of (i) the Series D Accreted Value plus all dividends accrued since the previous semi-annual compounding date divided by (ii) $1.50 (subject to anti-dilution adjustments). Series D Accreted Value means, with respect to each share of Preferred Stock, the sum of $13.75 plus all dividends that have accrued and compounded semi-annually.
- [F2]The shares of Series E Preferred Stock are convertible into the number shares of common stock of the issuer equal to the product of the number of shares of Series E Preferred Stock being converted multiplied by the quotient of (i) the Series E Accreted Value divided by (ii) $1.50 (subject to anti-dilution adjustments). Series E Accreted Value means, with respect to each share of Series E Preferred Stock, the sum of $1.50 plus all dividends that have accrued and compounded semi-annually.
- [F3]Amendment to terms of Series D Preferred Stock originally issued on December 19, 2001.
- [F4]Amendment to terms of Common Stock Warrant originally issued on December 19, 2001.
- [F5]Issuance of Series E Preferred Stock upon conversion of a Convertible Subordinated Promissory Note in the aggregate amount of $1,174,554.70.
- [F6]Immediately
- [F7]There is no expiration date by which the Series D Preferred Stock must convert into common stock. If at any date after July 9, 2007 the average closing price per share of common stock for any 60 consecutive trading days is not less than 400% of the Series D Accreted Value, then the issuer has the option to redeem within 30 days all outstanding Series D Preferred Stock for cash at a price per share equal to the Series D Accreted Value plus all dividends accrued since the previous semi-annual compounding date and all dividends that would have accrued and compounded from the closing of such optional redemption until July 9, 2008. On July 9, 2008, all Series D Preferred Stock must automatically be redeemed for cash at a price per share equal to the Series D Accreted Value plus all dividends accrued since the previous semi-annual compounding date.
- [F8]There is no expiration date by which the Series E Preferred Stock must convert into common stock. If at any date after July 9, 2007 the average closing price per share of common stock for any 60 consecutive trading days is not less than 400% of the Series E Accreted Value, then the issuer has the option to redeem within 30 days all outstanding Series E Preferred Stock for cash at a price per share equal to the Series E Accreted Value plus all dividends accrued since the previous semi-annual compounding date. On July 9, 2008, all Series E Preferred Stock must automatically be redeemed for cash at a price per share equal to the Series E Accreted Value plus all dividends accrued since the previous semi-annual compounding date.
- [F9]Not applicable.
Documents
Issuer
CRITICAL PATH INC
CIK 0001060801
Entity typeother
Related Parties
1- filerCIK 0001187386
Filing Metadata
- Form type
- 4
- Filed
- Jul 11, 8:00 PM ET
- Accepted
- Jul 12, 5:23 PM ET
- Size
- 17.4 KB