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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 | ||||||||
9% Senior Convertible Notes due 2021 | (1) | 04/21/2016 | P | $ 19,950,000 | (1) | (1) | Common Stock | 3,829,175 | $ 19,950,000 | $ 19,950,000 | I | See footnote (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Grifols SA AV. GENERALITAT 152-158 SAN CUGAT DEL VALLES BARCELONA, U3 08174 |
X |
/s/ David I. Bell, Authorized Signatory | 04/04/2017 | |
**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 Senior Convertible Notes are exercisable by the holder at any time prior to the close of business on the second business day immediately preceding May 1, 2021 (the maturity date for the Senior Convertible Notes). The conversion rate of the Senior Convertible Notes is 191.9386 shares of common stock for each $1,000 principal amount of Senior Convertible Notes, subject to adjustment, which represents a conversion price of approximately $5.21 per share of common stock. |
(2) | The Senior Convertible Notes are held by Grifols Worldwide Operations Limited, a wholly-owned subsidiary of the Reporting Person. The Reporting Person disclaims beneficial ownership of the Senior Convertible Notes except to the extent of its pecuniary interest. |