MPM BIOVENTURES III GMBH & CO 4/A
4/A · CRITICAL THERAPEUTICS INC · Filed Apr 28, 2005
Insider Transaction Report
Form 4/AAmended
MPM BIOVENTURES III QP LP
10% Owner
Transactions
- Purchase
Common Stock
2004-06-02$7.00/sh+357,100$2,499,700→ 4,298,430 total(indirect: See Footnote) - Purchase
Series B Convertible Preferred Stock
2004-03-05+2,750,000→ 2,750,000 total(indirect: See Footnote)→ Common Stock (733,333 underlying) - Conversion
Series B Convertible Preferred Stock
2004-06-02−5,500,000→ 0 total(indirect: See Footnote)→ Common Stock (1,466,665 underlying) - Conversion
Series A Convertible Preferred Stock
2004-06-02−9,280,000→ 0 total(indirect: See Footnote)→ Common Stock (2,474,665 underlying) - Conversion
Common Stock
2004-06-02+2,474,665→ 2,474,665 total(indirect: See Footnote) - Conversion
Common Stock
2004-06-02+1,466,665→ 3,941,330 total(indirect: See Footnote)
Footnotes (8)
- [F1]Automatic conversion of every 3.75 shares of Series A Convertible Preferred Stock into 1 share of Common Stock upon the closing of the Issuer's initial public offering.
- [F2]The shares are held as follows: 1,668,420 by MPM BioVentures II-QP, L.P. ("BV II QP"), 184,115 by MPM BioVentures II, L.P. ("BV II"), 34,645 by MPM Asset Management Investors 2001 LLC ("AM 2001") and 587,485 by MPM BioVentures GmbH & Co. Parallel-Beteiligungs KG ("BV KG"). MPM Asset Management II, L.P. ("AM II GP") and MPM Asset Management II LLC ("AM II LLC") are the direct and indirect general partners of BV II QP, BV II and BV KG. Luke Evnin, Ansbert Gadicke, Nicholas Galakatos, Michael Steinmetz and Kurt Wheeler are the members of AM II LLC and AM 2001. Each Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- [F3]Automatic conversion of every 3.75 shares of Series B Convertible Preferred Stock into 1 share of Common Stock upon the closing of the Issuer's initial public offering.
- [F4]The shares are held as follows: 2,657,246 by BV II QP, 293,235 by BV II, 55,178 by AM 2001 and 935,671 by BV KG. AM II GP and AM II LLC are the direct and indirect general partners of BV II QP, BV II and BV KG. Each Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- [F5]The shares were purchased as follows: 240,757 by BV II QP, 26,568 by BV II, 4,999 by AM 2001 and 84,776 by BV KG. AM II GP and AM II LLC are the direct and indirect general partners of BV II QP, BV II and BV KG. Each Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- [F6]The shares are held as follows: 2,898,003 by BV II QP, 319,803 by BV II, 60,177 by AM 2001 and 1,020,447 by BV KG. AM II GP and AM II LLC are the direct and indirect general partners of BV II QP, BV II and BV KG. Each Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
- [F7]The purchase of the Series B Convertible Preferred Stock (the "Series B") is being reported herein pursuant to Rule 16a-2(a) of the Securities Exchange Act of 1934, as amended.
- [F8]The shares are held as follows: 1,854,050 by BV II QP, 204,600 by BV II, 38,500 by AM 2001 and 652,850 by BV KG. AM II GP and AM II LLC are the direct and indirect general partners of BV II QP, BV II and BV KG. Each Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.