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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Biosphere Medical (MM) | NASDAQ:BSMD | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 4.38 | 0 | 01:00:00 |
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
|
OMB APPROVAL
OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5 |
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Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 |
|
1. Name and Address of Reporting Person
*
FEINBERG STEPHEN |
2. Issuer Name
and
Ticker or Trading Symbol
BIOSPHERE MEDICAL INC [ BSMD ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __ X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) |
C/O CERBERUS CAPITAL MANAGEMENT, L.P., 299 PARK AVENUE - 22ND FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
|
|
NEW YORK, NY 10171 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1.Title of Security
(Instr. 3) |
2. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock, par value $0.01 per share (1) | 9/3/2010 | C | 1204000 | A | (2) | 2763268 | I | See Footnote #3 (3) |
Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) |
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1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any |
4. Trans. 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 |
7. Title and Amount of Securities Underlying Derivative Security
(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) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Preferred Stock, par value $0.01 per share | $4.00 (2) | 9/3/2010 | C | 4816 | 11/10/2004 | (4) | Common Stock, par value $0.01 per share | 1204000 | $1000.00 | 0 (1) | I | See Footnote #3 (3) |
Explanation of Responses: | |
( 1) | Pursuant to the terms of the Certificate of Designations, Preferences and Rights of Series A Preferred Stock of Biosphere Medical, Inc., as amended (the "Certificate of Designations"), Cerberus Partners, L.P. ("Cerberus"), and Cerberus International, Ltd. ("International") collectively converted 4,816 shares of Series A Preferred Stock, par value $0.01 (the "Preferred Stock"), of Biosphere Medical, Inc. (the "Company") into 1,204,000 shares of Common Stock, par value $0.01 per share (the "Common Stock"), of the Company. As of September 3, 2010, Cerberus and International no longer held any Preferred Stock. |
( 2) | Pursuant to the Certificate of Designations, shares of the Preferred Stock are convertible into such number of shares of Common Stock as is obtained by: (i) multiplying the number of shares of Preferred Stock to be converted by $1,000, subject to certain adjustments, and adding to such product an amount equal to all declared but unpaid dividends and all accrued but unpaid dividends with respect to such shares; and (ii) dividing the result obtained pursuant to clause (i) above by a conversion price of $4.00 per share, subject to certain adjustments. |
( 3) | Stephen Feinberg, through one or more intermediate entities, possesses the sole power to vote and the sole power to direct the disposition of all securities of the Company held by Cerberus and International. Mr. Feinberg's interest in the securities of the Company reported herein held by Cerberus and International is limited to the extent of his pecuniary interest in Cerberus and International, if any. |
( 4) | There is no expiration date for the Preferred Stock. |
Reporting Owners
|
|||||
Reporting Owner Name / Address |
|
||||
Director | 10% Owner | Officer | Other | ||
FEINBERG STEPHEN
C/O CERBERUS CAPITAL MANAGEMENT, L.P. 299 PARK AVENUE - 22ND FLOOR NEW YORK, NY 10171 |
|
X |
|
|
Signatures
|
||
/s/ Stephen Feinberg | 9/8/2010 | |
** Signature of Reporting Person |
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
* | 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). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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 Year Biosphere Medical (MM) Chart |
1 Month Biosphere Medical (MM) Chart |
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