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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series A Convertible Preferred Stock | (1) | 11/10/2005 | C | 18,790,216 | (1) | (1) | Common Stock | 93,951,081 | $ 0 | 0 | D (2) | ||||
Series B Convertible Preferred Stock | (3) | 11/10/2005 | C | 20,246,507 | (3) | (3) | Common Stock | 20,246,507 | $ 0 | 0 | D (2) | ||||
Series C-1 Convertible Preferred Stock | (4) | 11/10/2005 | C | 48,833,992 | (4) | (4) | Common Stock | 48,833,992 | $ 0 | 0 | D (2) | ||||
Series C-2 Convertible Preferred Stock | (5) | 11/10/2005 | C | 14,118,114 | (5) | (5) | Common Stock | 14,118,114 | $ 0 | 0 | D (2) | ||||
Series C-3 Convertible Preferred Stock | (6) | 11/10/2005 | C | 79,175,508 | (6) | (6) | Common Stock | 79,175,508 | $ 0 | 0 | D (2) | ||||
Common Stock Warrants (right to buy) | $ 0.34 | 08/20/2007 | P | 8,333,333 | 08/20/2007 | 08/20/2014 | Common Stock | 8,333,333 | (7) | 8,333,333 | D (2) | ||||
Common Stock Warrants (right to buy) | $ 0.34 | 08/20/2007 | P | 9,531,481 | 08/20/2007 | 08/20/2014 | Common Stock | 9,531,481 | (8) | 17,864,814 | D (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GCE Holdings LLC 47 HULFISH STREET SUITE 310 PRINCETON, NJ 08542 |
X |
/s/ Dennis Peterson, Attorney-in-fact for Immanuel Thangaraj, its authorized signatory | 08/22/2007 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The Series A Convertible Preferred Stock converted into Acura Pharmaceuticals, Inc. Common Stock on a 5-for-1 basis and had no expiration date. |
(2) | Each of Essex Woodlands Health Ventures V, LLC, as general partner of Essex Woodlands Health Ventures Fund V, L.P., a member of the Reporting Person; Care Capital II, LLC, as general partner of each of Care Capital Investments II, L.P. and Care Capital Offshore Investments II, L.P., each of which is a member of the Reporting Person; Claudius, L.L.C., as general partner of each of Galen Partners III, L.P. and Galen Partners International III, L.P., each of which is a member of the Reporting Person; and Wesson Enterprises, Inc., as general partner of Galen Employee Fund III, L.P., a member of the Reporting Person, beneficially owns the reported securities indirectly, but disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein. |
(3) | The Series B Convertible Preferred Stock converted into Acura Pharmaceuticals, Inc. Common Stock on a 1-for-1 basis and had no expiration date. |
(4) | The Series C-1 Convertible Preferred Stock converted into Acura Pharmaceuticals, Inc. Common Stock on a 1-for-1 basis and had no expiration date. |
(5) | The Series C-2 Convertible Preferred Stock converted into Acura Pharmaceuticals, Inc. Common Stock on a 1-for-1 basis and had no expiration date. |
(6) | The Series C-3 Convertible Preferred Stock converted into Acura Pharmaceuticals, Inc. Common Stock on a 1-for-1 basis and had no expiration date. |
(7) | The reported securities are included within 8,333,333 Units of Acura Pharmaceuticals, Inc. purchased by the Reporting Person for $1.08 per Unit. |
(8) | The reported securities are included within 9,531,481 Units of Acura Pharmaceuticals, Inc. received by the Reporting Person in satisfaction of the outstanding aggregate of $10.294 million in principal amount under the Reporting Person's outstanding bridge loan indebtedness. |