FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
OMNI BIO PHARMACEUTICAL, INC. [ OMBP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/02/2010 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 12/02/2010 | C | 725,000 | A | $0.25 | 3,134,000 | D | |||
Common Stock | 04/08/2013 | P | 2,000,000 | A | $0.25 | 5,134,000 | D | |||
Common Stock | 05/30/2013 | P | 2,000,000 | A | $0.25 | 7,134,000 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrant (Right to Buy) | $0.25 | 12/02/2010 | 12/02/2010 | X | 725,000 | 03/31/2009 | 12/31/2013 | Common Stock | 725,000 | $0 | 0(1) | D | |||
Convertible Note(2) | $0.25 | 10/31/2012 | P | 2,400,000(2) | 10/31/2012 | 10/31/2015 | Common Stock | 2,400,000 | $600,000 | 2,400,000 | D | ||||
Warrant (Right to Buy) | $1.5 | 10/31/2012 | P | 600,000(3) | 10/31/2012 | 10/31/2017 | Common Stock | 600,000 | (3) | 3,000,000 | D |
Explanation of Responses: |
1. The Warrant, as with others held by Reporting Person , becomes exercisable to the extent that such exercise or conversion would not result in aggregate Beneficial Ownership of greater than 19.99%. The number shown in #9 reflects Beneficial Ownership as determined in accordance with Exchange Act Section 13(d). |
2. The Reporting Person purchased a Convertible Promissory Note in the principal amount of $600,000. The Note bears interest at an annual rate of 10% and may be paid in cash and/or shares of the Company's common stock at the initial rate of $1.00 per share ("Conversion Rate"). The Conversion Rate is subject to adjustment based on subsequent Company financings and, at present, equals $0.25 per share of the Company's Common Stock. |
3. In conjunction with Convertible Promissory Note referenced in Footnote 2, the Reporting Person received a Warrant to purchase 600,000 shares of the Company's common stock at an exercise price of $1.50 per share. The number of shares that be purchased under the Warrant may change due to anti-dilution provisions. |
BOCO Investments, LLC, By: Bohemian Asset Management, Inc., its Manager, By /s/ Joseph C. Zimlich, President | 06/19/2013 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |