0001368993-17-000027.txt : 20170301
0001368993-17-000027.hdr.sgml : 20170301
20170301143030
ACCESSION NUMBER: 0001368993-17-000027
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170228
FILED AS OF DATE: 20170301
DATE AS OF CHANGE: 20170301
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: WaferGen Bio-systems, Inc.
CENTRAL INDEX KEY: 0001368993
STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826]
IRS NUMBER: 900416683
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 34700 CAMPUS DRIVE
CITY: FREMONT
STATE: CA
ZIP: 94555
BUSINESS PHONE: (510) 651-4450
MAIL ADDRESS:
STREET 1: 34700 CAMPUS DRIVE
CITY: FREMONT
STATE: CA
ZIP: 94555
FORMER COMPANY:
FORMER CONFORMED NAME: La Burbuja Cafe, Inc.
DATE OF NAME CHANGE: 20060714
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Carlson Rolland
CENTRAL INDEX KEY: 0001641695
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36601
FILM NUMBER: 17653335
MAIL ADDRESS:
STREET 1: 7400 PASEO PADRE PARKWAY
CITY: FREMONT
STATE: CA
ZIP: 94555
4
1
wf-form4_148839661592051.xml
FORM 4
X0306
4
2017-02-28
1
0001368993
WaferGen Bio-systems, Inc.
WGBS
0001641695
Carlson Rolland
34700 CAMPUS DRIVE
FREMONT
CA
94555
1
1
0
0
CEO and President
Common Stock
2017-02-28
4
D
0
50001
7.3471
D
0
D
Common Stock Warrant (right to buy)
7.2
2017-02-28
4
D
0
40000
0
D
2020-10-21
Common Stock
40000.0
0
D
Includes 6,667 restricted stock units ("RSUs").
Pursuant to the Agreement and Plan of Merger, dated May 12, 2016, by and among WaferGen Bio-systems, Inc., Takara Bio USA Holdings, Inc., Walrus Acquisition Corporation and Takara Bio USA, Inc. (the "Merger Agreement"), (i) each issued and outstanding RSU was automatically vested and converted into the right to receive $7.347126 in cash, without interest, and (ii) each issued and outstanding share of common stock was automatically cancelled and converted into the right to receive $7.347126 in cash, without interest.
The securities were exercisable for shares of common stock at any time on or after October 21, 2015 and on or prior to the close of business on October 21, 2020. Pursuant to the Merger Agreement, each outstanding warrant to purchase shares of common stock was cancelled in exchange for a cash payment for each share subject to the warrant equal to the excess of $7.347126 over the per share exercise price of the warrant.
/s/ Rolland Carlson
2017-03-01