0001140361-12-044424.txt : 20121023
0001140361-12-044424.hdr.sgml : 20121023
20121023115708
ACCESSION NUMBER: 0001140361-12-044424
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20121019
FILED AS OF DATE: 20121023
DATE AS OF CHANGE: 20121023
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CAVAZZA PAOLO
CENTRAL INDEX KEY: 0001163608
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-15070
FILM NUMBER: 121156006
MAIL ADDRESS:
STREET 1: VIA TESSERETE, 10
CITY: LUGANO
STATE: V8
ZIP: V8
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: REGENERX BIOPHARMACEUTICALS INC
CENTRAL INDEX KEY: 0000707511
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 521253406
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3 BETHESDA METRO CENTER
STREET 2: SUITE 700
CITY: BETHESDA
STATE: MD
ZIP: 20814
BUSINESS PHONE: 3019611992
MAIL ADDRESS:
STREET 1: 3 BETHESDA METRO CENTER
STREET 2: SUITE 700
CITY: BETHESDA
STATE: MD
ZIP: 20814
FORMER COMPANY:
FORMER CONFORMED NAME: ALPHA 1 BIOMEDICALS INC
DATE OF NAME CHANGE: 19950719
4
1
doc1.xml
FORM 4
X0306
4
2012-10-19
0
0000707511
REGENERX BIOPHARMACEUTICALS INC
RGRX
0001163608
CAVAZZA PAOLO
VIA TESSERETE 10
LUGANO
V8
0000
SWITZERLAND
0
0
1
0
Convertible Promissory Note (right to buy)
0.15
2012-10-19
4
P
0
200000
200000
A
2012-10-19
Common Stock
200000
I
Indirect
Common Stock Warrant (right to buy)
0.15
2012-10-19
4
J
0
1
A
2013-04-19
2017-10-19
Common Stock
266667
1
I
Indirect
On October 19, 2012, Sinaf S.A. ("Sinaf") purchased a $200,000 convertible promissory note (the "Note") from the issuer in a private placement. The Note and any accrued interest thereon are convertible at the option of the holder at any time prior to repayment of the Note into common stock at a conversion price of $0.15 per share. The Note is payable upon the written demand of the holder thereof at any time after October 19, 2014 (the "Maturity Date"). Interest accrues on the unpaid principal amount at a rate equal to 5% per annum but it is not due and payable until the written demand of the holder for payment on or after the Maturity Date. The current outstanding principal amount, if converted into common stock, would result in the issuance of 1,333,333 shares. The number of shares of common stock to be issued upon conversion will be fixed on the conversion date and reported on a Form 4 within two business days after conversion.
These securities are held directly by Sinaf, which is a direct wholly-owned subsidiary of Aptafin S.p.A. ("Aptafin"). Aptafin is owned by Paolo Cavazza and members of his family.
The warrant was issued by the issuer to Sinaf in consideration of Sinaf's purchase of the Note.
/s/ Fabio Poma, Attorney-in-fact
2012-10-22