Filing Details

Accession Number:
0001140361-13-045902
Form Type:
4
Zero Holdings:
No
Publication Time:
2013-12-12 17:26:26
Reporting Period:
2013-12-10
Filing Date:
2013-12-12
Accepted Time:
2013-12-12 17:26:26
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1031927 Echo Therapeutics Inc. ECTE Electromedical & Electrotherapeutic Apparatus (3845) 411649949
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1120642 Uri Landesman C/O Platinum Management (Ny) Llc
152 West 57Th Street, 4Th Floor
New York NY 10019
No No Yes No
1299265 Platinum Partners Value Arbitrage Fund, Lp C/O Walkers Corporate Services Limited
Walker House, 87 Mary Street
Georgetown, Grand Cayman E9 KY1-9002
No No Yes No
1339643 Mark Nordlicht C/O Platinum Management (Ny) Llc
152 West 57Th Street, 4Th Floor
New York NY 10019
No No Yes No
1368616 Platinum Management (Ny) Llc 152 West 57Th Street
New York NY 10019
No No Yes No
1404598 Platinum-Montaur Life Sciences, Llc 152 West 57Th Street
54Th Floor
New York NY 10019
No No Yes No
1413041 Platinum Long Term Growth Vii, Llc 152 West 57Th Street
54Th Floor
New York NY 10019
No No Yes No
1476165 L.p. Fund Master Opportunity Liquid Partners Platinum 152 West 57 Street, 4Th Floor
New York NY 10019
No No Yes No
1582140 Platinum Liquid Opportunity Management (Ny) Llc 152 West 57Th Street
4Th Floor
New York NY 10019
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2013-12-10 55,655 $2.75 507,824 No 4 P Indirect By Platinum Partners Value Arbitrage Fund L.P.
Common Stock Acquisiton 2013-12-10 13,914 $2.75 578,452 No 4 P Indirect By Platinum Partners Liquid Opportunity Master Fund L.P.
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect By Platinum Partners Value Arbitrage Fund L.P.
No 4 P Indirect By Platinum Partners Liquid Opportunity Master Fund L.P.
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Series E Preferred Stock Acquisiton 2013-12-10 1,398,890 $2.75 1,398,890 $0.00
Common Stock Series E Preferred Stock Acquisiton 2013-12-10 349,723 $2.75 349,723 $0.00
Common Stock Warrants Acquisiton 2013-12-10 1 $0.00 145,455 $2.75
Common Stock Warrants Acquisiton 2013-12-10 1 $0.00 36,363 $2.75
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
1,398,890 No 4 P Indirect
349,723 No 4 P Indirect
1 2014-06-11 2018-12-10 No 4 P Indirect
1 2014-06-11 2018-12-10 No 4 P Indirect
Footnotes
  1. This Form 4 is filed jointly by Platinum Partners Value Arbitrage Fund L.P. ("PPVA"), Platinum Partners Liquid Opportunity Master Fund L.P. ("PPLO"), Platinum Long Term Growth VII, LLC ("Platinum VII"), Platinum-Montaur Life Sciences, LLC ("Platinum-Montaur"), Platinum Management (NY) LLC ("Platinum Management"), Platinum Liquid Opportunity Management (NY) LLC ("Platinum Liquid Management"), Mark Nordlicht and Uri Landesman (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein.
  2. Securities owned directly by PPVA. Each of Platinum Management, as the Investment Manager of PPVA, and Mark Nordlicht and Uri Landesman, as the Chief Investment Officer and President, respectively, of Platinum Management, may be deemed to beneficially own the securities owned directly by PPVA.
  3. Securities owned directly by PPLO. Each of Platinum Liquid Management, as the Investment Manager of PPLO and Mark Nordlicht and Uri Landesman, as the Chief Investment Officer and President, respectively, of Platinum Liquid Management, may be deemed to beneficially own the securities owned directly by PPLO.
  4. The shares of Series E Preferred Stock (the "Preferred Stock") are immediately exercisable. Pursuant to the terms of the Preferred Stock, the number of shares of Common Stock that the Preferred Stock can be converted into is limited, pursuant to the terms of the Preferred Stock, to the number of shares of Common Stock to be issued pursuant to such conversion that would not exceed, when aggregated with all other shares of Common Stock owned by the holder at such time (as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules thereunder ("Section 13(d)")) 19.99% of all of the Common Stock outstanding at such time (the "19.99% Preferred Stock Blocker").
  5. The 19.99% Preferred Stock Blocker may be waived only upon (A) the holder providing the Issuer with 61 days' notice that the holder would like to waive the 19.99% Preferred Stock Blocker and (B) the stockholders of the Issuer approving the waiver of the 19.99% Preferred Stock Blocker, with regard to any or all shares of Common Stock issuable upon conversion of the Preferred Stock.
  6. The Preferred Stock also contains restrictions on conversion such that the holder may not convert the Preferred Stock if the number of shares of Common Stock to be issued pursuant to such conversion would exceed, when aggregated with all other shares of Common Stock owned by the holder at such time (as determined in accordance with Section 13(d)), in excess of 9.99% of all of the Common Stock outstanding at such time (the "9.99% Preferred Stock Blocker"). The 9.99% Preferred Stock Blocker may be waived upon the holder providing the Issuer with 61 days' notice that such holder would like to waive the 9.99% Preferred Stock Blocker.
  7. Pursuant to the terms of the Warrants, the Warrants may not be exercised if the exercise would result in the holder beneficially owning (as determined in accordance with Section 13(d)) in excess of 19.99% of all of the Common Stock outstanding at such time (the "19.99% Warrant Blocker"). The 19.99% Warrant Blocker may be waived only upon (A) the holder providing the Issuer with 61 days' notice that the holder would like to waive the 19.99% Warrant Blocker and (B) the stockholders of the Issuer approving the waiver of the 19.99% Warrant Blocker, with regard to any or all shares of Common Stock issuable upon exercise of the Warrant.
  8. Pursuant to the terms of the Warrants, the Warrants may not be exercised if the exercise would result in the holder beneficially owning (as determined in accordance with Section 13(d)) in excess of 9.99% of all of the Common Stock outstanding at such time (the "9.99% Warrant Blocker"). The 9.99% Warrant Blocker may be waived upon the holder providing the Issuer with 61 days' notice that such holder would like to waive the 9.99% Warrant Blocker.