0001209191-16-114037.txt : 20160412
0001209191-16-114037.hdr.sgml : 20160412
20160412201929
ACCESSION NUMBER: 0001209191-16-114037
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150316
FILED AS OF DATE: 20160412
DATE AS OF CHANGE: 20160412
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: AmpliPhi Biosciences Corp
CENTRAL INDEX KEY: 0000921114
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 911549568
STATE OF INCORPORATION: WA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3579 VALLEY CENTRE DRIVE
CITY: SAN DIEGO
STATE: CA
ZIP: 92130
BUSINESS PHONE: 804-827-2524
MAIL ADDRESS:
STREET 1: 3579 VALLEY CENTRE DRIVE
CITY: SAN DIEGO
STATE: CA
ZIP: 92130
FORMER COMPANY:
FORMER CONFORMED NAME: TARGETED GENETICS CORP /WA/
DATE OF NAME CHANGE: 19940331
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: COOK JEREMY CURNOCK
CENTRAL INDEX KEY: 0001216486
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37544
FILM NUMBER: 161568238
MAIL ADDRESS:
STREET 1: TARGETED GENETICS CORP
STREET 2: 1100 OLIVE WAY STE 100
CITY: SEATTLE
STATE: WA
ZIP: 98101
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-03-16
0
0000921114
AmpliPhi Biosciences Corp
APHB
0001216486
COOK JEREMY CURNOCK
C/O AMPLIPHI BIOSCIENCES CORPORATION
3579 VALLEY CENTRE DRIVE, SUITE 100
SAN DIEGO
CA
92130
1
0
0
0
Common Stock
2015-03-16
4
P
0
68455
8.25
A
188455
I
See Footnote
Common Stock
2016-04-08
4
C
0
208150
A
396605
I
See Footnote
Common Stock
2016-04-08
4
P
0
171298
A
567903
I
See Footnote
Warrant to Purchase Common Stock
10.75
2015-03-16
4
P
0
17114
10.75
A
2020-03-16
Common Stock
17114
17114
I
See Footnote
Series B Convertible Preferred Stock
2016-04-08
4
P
0
326468
0.81
A
Common Stock
65293
1040753
I
See Footnote
Warrant to Purchase Common Stock
4.05
2016-04-08
4
P
0
34184
0.001
A
2021-03-31
Common Stock
34184
34184
I
See Footnote
Series B Convertible Preferred Stock
2016-04-08
4
C
0
1040753
0.00
D
Common Stock
208150
0
I
See Footnote
Warrant to Purchase Common Stock
7.00
2016-04-08
4
D
0
35714
D
2018-06-26
Common Stock
35714
0
I
See Footnote
Warrant to Purchase Common Stock
4.05
2016-04-08
4
A
0
35714
A
2021-03-31
Common Stock
35714
35714
I
See Footnote
The shares are held by One Funds Management Limited as Trustee for Asia Pacific Healthcare Fund II ("One Funds Management"). The Reporting Person may be deemed to have shared voting and dispositive power over the shares beneficially owned by One Funds Management but disclaims such beneficial ownership, except to the extent of his pecuniary interest therein, if any.
Each 5 shares of Series B Convertible Preferred Stock converted into one share of the Issuer's common stock for no additional consideration and had no expiration date
The Shares were issued pursuant to a Common Stock Issuance Agreement dated April 8, 2016 (the "Agreement") between the Issuer and certain holders of the Issuer's Series B Preferred Stock (the "Holders"). As consideration for the Shares, among other things, the Holders waived their right to receive certain cash payments to which they were entitled upon the conversion of their Series B Preferred Stock and also waived certain registration rights relating to certain future registration statements or public offerings that may be filed or conducted by the Issuer.
Immediately exercisable.
The warrant is held by Phillip Asset Management. The Reporting Person may be deemed to have shared voting and dispositive power over the shares beneficially owned by Phillip Asset Management but disclaims such beneficial ownership, except to the extent of his pecuniary interest therein, if any.
The Series B Preferred Stock has no expiration date and is convertible at any time at the option of the holder at a conversion ratio of one share of Common Stock for every 5 shares of Series B Preferred Stock.
The holder agreed to the amendment of the warrant issued to it by the Issuer on June 26, 2013 in order to reduce the exercise price of such warrant from $7.00 per share to $4.05 per share and extend the expiration date thereof from June 26, 2018 to March 31, 2021.
/s/ Jeremy Curnock Cook
2016-04-12