0001209191-14-008192.txt : 20140206 0001209191-14-008192.hdr.sgml : 20140206 20140206204205 ACCESSION NUMBER: 0001209191-14-008192 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140206 FILED AS OF DATE: 20140206 DATE AS OF CHANGE: 20140206 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ARGOS THERAPEUTICS INC CENTRAL INDEX KEY: 0001105533 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 562110007 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4233 TECHNOLOGY DR CITY: DURHAM STATE: NC ZIP: 27704 BUSINESS PHONE: 9192876300 MAIL ADDRESS: STREET 1: 4233 TECHNOLOGY DR CITY: DURHAM STATE: NC ZIP: 27704 FORMER COMPANY: FORMER CONFORMED NAME: MERIX BIOSCIENCE INC DATE OF NAME CHANGE: 20000207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lumira Capital I Quebec Limited Partnership CENTRAL INDEX KEY: 0001229409 STATE OF INCORPORATION: A8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35443 FILM NUMBER: 14581619 BUSINESS ADDRESS: STREET 1: 141 ADELAIDE ST. WEST, SUITE 770 CITY: TORONTO ONTARIO CANADA M5H 3L5 STATE: A6 ZIP: 00000 BUSINESS PHONE: 4162134251 MAIL ADDRESS: STREET 1: 141 ADELAIDE ST. WEST, SUITE 770 CITY: TORONTO ONTARIO CANADA M5H 3L5 STATE: A6 ZIP: 00000 FORMER NAME: FORMER CONFORMED NAME: MDS LIFE SCIENCES TECHNOLOGY FUND II QUEBEC LP DATE OF NAME CHANGE: 20030429 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LUMIRA CAPITAL I LIMITED PARTNERSHIP CENTRAL INDEX KEY: 0001229410 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35443 FILM NUMBER: 14581620 BUSINESS ADDRESS: STREET 1: 141 ADELAIDE ST. WEST, SUITE 770 CITY: TORONTO ONTARIO CANADA M5H 3L5 STATE: A6 ZIP: 000000 BUSINESS PHONE: 4162134251 MAIL ADDRESS: STREET 1: 141 ADELAIDE ST. WEST, SUITE 770 CITY: TORONTO ONTARIO CANADA M5H 3L5 STATE: A6 ZIP: 000000 FORMER NAME: FORMER CONFORMED NAME: MDS LIFE SCIENCES TECHNOLOGY FUND II NC LP DATE OF NAME CHANGE: 20030429 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LCC Legacy Holdings Inc. CENTRAL INDEX KEY: 0001229595 STATE OF INCORPORATION: A6 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35443 FILM NUMBER: 14581621 BUSINESS ADDRESS: STREET 1: 141 ADELAIDE ST. WEST, SUITE 770 CITY: TORONTO ONTARIO CANADA M5H 3L5 STATE: A6 ZIP: 0000 BUSINESS PHONE: 4162134251 MAIL ADDRESS: STREET 1: 141 ADELAIDE ST. WEST, SUITE 770 CITY: TORONTO ONTARIO CANADA M5H 3L5 STATE: A6 ZIP: 0000 FORMER NAME: FORMER CONFORMED NAME: LUMIRA CAPITAL CORP DATE OF NAME CHANGE: 20080212 FORMER NAME: FORMER CONFORMED NAME: MDS CAPITAL CORP DATE OF NAME CHANGE: 20030429 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2014-02-06 0 0001105533 ARGOS THERAPEUTICS INC ARGS 0001229595 LCC Legacy Holdings Inc. 141 ADELAIDE STREET WEST, SUITE 770 TORONTO A6 M5H 3L5 ONTARIO, CANADA 0 0 1 0 0001229410 LUMIRA CAPITAL I LIMITED PARTNERSHIP 141 ADELAIDE STREET WEST, SUITE 770 TORONTO A6 M5H 3L5 ONTARIO, CANADA 0 0 1 0 0001229409 Lumira Capital I Quebec Limited Partnership 141 ADELAIDE STREET WEST, SUITE 770 TORONTO A6 M5H 3L5 ONTARIO, CANADA 0 0 1 0 Series B Preferred Stock Common Stock 13131 D Series C Preferred Stock Common Stock 31939 I See footnote Series C Preferred Stock Common Stock 11246 I See footnote Series D Preferred Stock Common Stock 60973 D Series D Preferred Stock Common Stock 385808 I See footnote Series D Preferred Stock Common Stock 135988 I See footnote Series E Preferred Stock Common Stock 60980 D Series E Preferred Stock Common Stock 376392 I See footnote Series E Preferred Stock Common Stock 132618 I See footnote The Series B Preferred Stock has no expiration date. Each share of Series B Preferred Stock will convert automatically into 0.013 shares of Common Stock upon the closing of the Issuer's initial public offering, which reflects a one-for-six reverse stock split of the Issuer's Common Stock that was effected on January 17, 2014. The Series C Preferred Stock has no expiration date. Each share of Series C Preferred Stock will convert automatically into 0.0074 shares of Common Stock upon the closing of the Issuer's initial public offering, which reflects a one-for-six reverse stock split of the Issuer's Common Stock that was effected on January 17, 2014. The Series D Preferred Stock has no expiration date. Each share of Series D Preferred Stock will convert automatically into 0.1667 shares of Common Stock upon the closing of the Issuer's initial public offering, which reflects a one-for-six reverse stock split of the Issuer's Common Stock that was effected on January 17, 2014. The Series E Preferred Stock has no expiration date. Each share of Series E Preferred Stock will convert automatically into 0.1667 shares of Common Stock upon the closing of the Issuer's initial public offering, which reflects a one-for-six reverse stock split of the Issuer's Common Stock that was effected on January 17, 2014. Represents shares held of record by LCC Legacy Holdings Inc. Voting and investment power over the securities held by LCC Legacy Holdings Inc. is exercised by the LCC Legacy Holdings Inc. board of directors. The LCC Legacy Holdings Inc. board of directors is currently composed of the following persons, none of whom has individual voting or investment power with respect to the shares held by Lumira Capital I Limited Partnership, Lumira Capital I Quebec Limited Partnership or LCC Legacy Holdings Inc., and each of whom disclaims beneficial ownership of such shares except to the extent of such person's interest therein: Peter van der Velden, Glen Ibbott, James Oborne and R. Anthony Pullen. Represents shares held of record by Lumira Capital I Limited Partnership. LCC Legacy Holdings Inc., acting as the Manager of Lumira Capital I Limited Partnership, has voting and investment power over the securities held by Lumira Capital I Limited Partnership, which is exercised by the investment committee of Lumira Capital Investment Management Inc., whose members currently consist of Gerald Brunk, Daniel Hetu, Benjamin Rovinski, Peter van der Velden and Brian Underdown. Represents shares held of record by Lumira Capital I Quebec Limited Partnership. Lumira Capital I (QGP) Inc., which is the general partner of Lumira Capital I Quebec Limited Partnership and a wholly-owned subsidiary of LCC Legacy Holdings Inc., has voting and investment power over the shares held by Lumira Capital I Quebec Limited Partnership. Such investment and voting power is exercised, based on the recommendations of the Lumira Capital Investment Management Inc. investment committee (members listed in footnote 6 above), by the board of directors of Lumira Capital I (QGP) Inc., being: Vasco Larcina; Peter van der Velden. None of the foregoing persons has individual voting or investment power with respect to such shares and each disclaims beneficial ownership of such shares except to the extent of such person's pecuniary interest therein. Exhibit Index Exhibit 24.1 - Power of Attorney /s/ Vasco Larcina 2014-02-06 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT

         Limited Power Of Attorney For Section 16 Reporting Obligations

Know all by these presents, that the undersigned hereby makes, constitutes and
appoints each of Jeffrey D. Abbey and Lori R. Harrelson, signing singly and each
acting individually, as the undersigned's true and lawful attorney-in-fact with
full power and authority as hereinafter described to:

        (1)     execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director of, and/or holder
of equity in, Argos Therapeutics, Inc. (the "Company"), Forms 3, 4, and 5
(including any amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder (the "Exchange Act");

        (2)     do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to prepare, complete and
execute any such Form 3, 4, or 5, prepare, complete and execute any amendment or
amendments thereto, and timely deliver and file such form with the United States
Securities and Exchange Commission (the "SEC") and any stock exchange or similar
authority, including without limitation the filing of a Form ID or any other
application materials to enable the undersigned to gain or maintain access to
the Electronic Data Gathering Analysis and Retrieval System of the SEC;

        (3)     seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information regarding transactions in the
Company's securities from any third party, including brokers, employee benefit
plan administrators and trustees, and the undersigned hereby authorizes any such
person to release any such information to such attorney-in-fact and approves and
ratifies any such release of information; and

        (4)     take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by, the undersigned, it
being understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may approve in
such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming nor
relieving, nor is the Company assuming nor relieving, any of the undersigned's
responsibilities to comply with Section 16 of the Exchange Act. The undersigned
acknowledges that neither the Company nor the foregoing attorneys-in-fact assume
(i) any liability for the undersigned's responsibility to comply with the
requirement of the Exchange Act, (ii) any liability of the undersigned for any
failure to comply with such requirements, or (iii) any obligation or liability
of the undersigned for profit disgorgement under Section 16(b) of the Exchange
Act.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this February 6th, 2014.

                                        LCC LEGACY HOLDINGS, INC.

                                        By: /s/ Vasco Larcina
                                           -----------------------------------
                                        Name: Vasco Larcina
                                        Title: VP Finance

                                        LUMIRA CAPITAL I LIMITED PARTNERSHIP,
                                        by its general partner Lumira Capital I
                                        (GP) Inc.

                                        By: /s/ Vasco Larcina
                                           -----------------------------------
                                        Name: Vasco Larcina
                                        Title: VP Finance

                                        LUMIRA CAPITAL I QUEBEC LIMITED
                                        PARTNERSHIP,
                                        by its general partner Lumira Capital I
                                        (QGP) Inc.

                                        By: /s/ Vasco Larcina
                                           -----------------------------------
                                        Name: Vasco Larcina
                                        Title: VP Finance