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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 | ||||||||
Put Option (obligation to buy) (1) | $ 12.1145 | 10/31/2008 | X | 554,879 | 10/16/2008 | 10/31/2008 | Common Stock | 554,879 | $ 0 | 0 | D | ||||
Put Option (obligation to buy) (2) | $ 10 | 10/31/2008 | X | 766,000 | 10/16/2008 | 10/31/2008 | Common Stock | 766,000 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Wilon Holdings S.A. MMG TOWER, 16TH FLOOR 53RD E STREET, MARBELLA PANAMA CITY, R1 - |
Member of a 13(d) group |
/s/ Alain Treuer | 11/03/2008 | |
**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) | Pursuant to the Put and Call Agreement (VBV), dated April 1, 2008, by and among Bioverda US Holdings LLC, Bioverda International Holdings Limited, and Wilon Holdings S.A. Prior to October 16, 2008, the put option was exercisable for up to 74 common units of VBV LLC held by Bioverda US Holdings LLC. The put option became exercisable for the securities reported upon the acquisition of VBV LLC by the issuer in a reverse triangular merger. The number of issuer securities subject to the put option was determined based on the conversion ratio set forth in the merger agreement. The closing of the VBV put option occurred on October 31, 2008. |
(2) | Pursuant to the Put and Call Agreement (GPRE), dated April 1, 2008, by and among Bioverda US Holdings LLC, Bioverda International Holdings Limited, and Wilon Holdings S.A. The closing of the GPRE put option occurred on October 31, 2008. |