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
HELICOS BIOSCIENCES CORP [ HLCS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/18/2009 | ||||||||||||||||||||||||||
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 | ||||||
Ccmmon Stock | 09/18/2009 | P | 242,931 | A | (1) | 11,851,387 | I | See footnote(2) |
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 | ||||||||
Common Stock Warrants (Right to Buy) | $2.61 | 09/18/2009 | P | 160,821 | 03/18/2010 | 03/18/2015 | Common Stock | 160,821 | (1) | 160,821 | I | See footnote(3) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. The reported securities are included within units purchased by the Reporting Persons. Each unit consists of (i) one share of common stock and (ii) one warrant to purchase 0.662 shares of common stock. The purchase price per unit paid by the Reporting Persons was $2.57275, which represents the closing bid price of the common stock on the NASDAQ Global Market on September 15, 2009 plus an additional amount for the warrants. Units were not issued or certificated. The shares of common stock and warrants are immediately separable and were issued separately. |
2. Represents 62,375 shares held by Atlas Venture Entrepreneurs' Fund V, L.P., 4,678,179 shares held by Atlas Venture Fund V, L.P., 6,779,386 shares held by Atlas Venture Fund VI, L.P., 124,132 shares held by Atlas Venture Fund VI GmbH & Co. KG and 207,315 shares held by Atlas Venture Entrepreneurs' Fund VI, L.P. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein. |
3. Represents warrants to purchase 847 shares held by Atlas Venture Entrepreneurs' Fund V, L.P., warrants to purchase 63,481 shares held by Atlas Venture Fund V, L.P., warrants to purchase 91,995 shares held by Atlas Venture Fund VI, L.P., warrants to purchase 1,685 shares held by Atlas Venture Fund VI GmbH & Co. KG and warrants to purchase 2,813 shares held by Atlas Venture Entrepreneurs' Fund VI, L.P. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein. |
(See signatures included in Exhibit 99.1 hereto) | 09/22/2009 | |
(See signatures included in Exhibit 99.1 hereto) | 09/22/2009 | |
(See signatures included in Exhibit 99.1 hereto) | 09/22/2009 | |
(See signatures included in Exhibit 99.1 hereto) | 09/22/2009 | |
(See signatures included in Exhibit 99.1 hereto) | 09/22/2009 | |
(See signatures included in Exhibit 99.1 hereto) | 09/22/2009 | |
(See signatures included in Exhibit 99.1 hereto) | 09/22/2009 | |
** 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. |