UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Warrants (right to buy) | 06/01/2005 | 06/01/2008 | Common Stock | 136,842 | $ 13 | I | By Biomedical Value Fund, L.P. (1) |
Warrants (right to buy) | 06/01/2005 | 06/01/2008 | Common Stock | 140,000 | $ 13 | I | By Biomedical Offshore Value Fund, L.P. (2) |
Warrants (right to buy) | 06/01/2005 | 06/01/2008 | Common Stock | 10,526 | $ 13 | D (3) | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GREAT POINT PARTNERS LLC 2 PICKWICK PLAZA, SUITE 450, GREENWICH, CT 06830 |
 |  X |  |  |
JAY JEFFREY R 2 PICKWICK PLAZA, SUITE 450 GREENWICH, CT 06830 |
 |  X |  |  |
GREAT POINT PARTNERS, LLC, By: Jeffrey R. Jay, M.D. | 06/09/2005 | |
**Signature of Reporting Person | Date | |
Jeffrey R. Jay, M.D. | 06/09/2005 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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) | Securities held directly by BMVF and indirectly by Great Point Partners, LLC (Great Point) and Jeffrey R. Jay, M.D. (Dr. Jay). Great Point is the investment manager of BMVF and by virtue of such status may be deemed to be the beneficial owner of securities held by BMVF. Dr. Jay, as senior managing member of Great Point, has voting and investment power with respect to securities held by BMVF and may be deemed to be the beneficial owner of securities held by BMVF. Great Point and Dr. Jay each disclaim beneficial ownership of shares held by BMVF, except to the extent of its or his pecuniary interest and this report shall not be deemed to be an admission that either is the beneficial owner of such securities. |
(2) | Securities held directly by BMOVF and indirectly by Great Point and Dr. Jay. Great Point is the investment manager of BMOVF and by virtue of such status may be deemed to be the beneficial owner of securities held by BMOVF. Dr. Jay, as senior managing member of Great Point, has voting and investment power with respect to securities held by BMOVF and may be deemed to be the beneficial owner of securities held by BMOVF. Great Point and Dr. Jay each disclaim beneficial ownership of shares held by BMOVF, except to the extent of its or his pecuniary interest and this report shall not be deemed to be an admission that either is the beneficial owner of such securities. |
(3) | Securities held directly by Dr. Jay. None of BMVF, BMOVF or Great Point has any pecuniary interest in such securities. |