Filing Details

Accession Number:
0001181431-11-009584
Form Type:
4
Zero Holdings:
No
Publication Time:
2011-02-11 17:35:22
Reporting Period:
2011-02-09
Filing Date:
2011-02-11
Accepted Time:
2011-02-11 17:35:22
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1407038 Bg Medicine Inc. BGMD Services-Medical Laboratories (8071) 043506204
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1131095 Agtc Advisors Fund Lp C/O Flagship Ventures
One Memorial Drive, 7Th Floor
Cambridge MA 02142
No No Yes No
1399779 Applied Genomic Technology Capital Fund Lp C/O Flagship Ventures
One Memorial Drive, 7Th Floor
Cambridge MA 02142
No No Yes No
1419730 Agtc Partners, L.p. C/O Flagship Ventures
One Memorial Drive, 7Th Floor
Cambridge MA 02142
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 2011-02-09 125,725 $0.00 125,725 No 4 C Indirect By AGTC Advisors Fund, L.P.
Common Stock Acquisiton 2011-02-09 3 $7.00 125,728 No 4 C Indirect By AGTC Advisors Fund, L.P.
Common Stock Acquisiton 2011-02-09 14,285 $7.00 140,013 No 4 P Indirect By AGTC Advisors Fund, L.P.
Common Stock Acquisiton 2011-02-09 2,079,975 $0.00 2,079,975 No 4 C Indirect By Applied Genomic Technology Capital Fund, L.P.
Common Stock Acquisiton 2011-02-09 43 $7.00 2,080,018 No 4 C Indirect By Applied Genomic Technology Capital Fund, L.P.
Common Stock Acquisiton 2011-02-09 271,429 $7.00 2,351,447 No 4 P Indirect By Applied Genomic Technology Capital Fund, L.P.
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect By AGTC Advisors Fund, L.P.
No 4 C Indirect By AGTC Advisors Fund, L.P.
No 4 P Indirect By AGTC Advisors Fund, L.P.
No 4 C Indirect By Applied Genomic Technology Capital Fund, L.P.
No 4 C Indirect By Applied Genomic Technology Capital Fund, L.P.
No 4 P Indirect By Applied Genomic Technology Capital Fund, L.P.
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Series A Preferred Stock Disposition 2011-02-09 366,933 $0.00 102,877 $0.00
Common Stock Series A Preferred Stock Disposition 2011-02-09 6,070,468 $0.00 1,701,967 $0.00
Common Stock Series D Preferred Stock Disposition 2011-02-09 38,083 $0.00 22,848 $0.00
Common Stock Series D Preferred Stock Disposition 2011-02-09 630,026 $0.00 378,008 $0.00
Common Stock Convertible Promissory Notes Disposition 2011-02-09 0 $0.00 3 $7.00
Common Stock Convertible Promissory Notes Disposition 2011-02-09 0 $0.00 43 $7.00
Common Stock Warrant to Purchase Common Stock Acquisiton 2010-09-27 6 $0.02 6 $0.02
Common Stock Warrant to Purchase Common Stock Acquisiton 2010-09-27 0 $0.02 0 $0.02
Common Stock Warrant to Purchase Common Stock Acquisiton 2010-11-04 6 $0.02 6 $0.02
Common Stock Warrant to Purchase Common Stock Acquisiton 2010-11-04 0 $0.02 0 $0.02
Common Stock Convertible Promissory Note Acquisiton 2010-09-27 0 $0.00 0 $0.00
Common Stock Convertible Promissory Note Acquisiton 2010-09-27 0 $0.00 0 $0.00
Common Stock Convertible Promissory Note Acquisiton 2010-11-04 0 $0.00 0 $0.00
Common Stock Convertible Promissory Note Acquisiton 2010-11-04 0 $0.00 0 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 C Indirect
0 No 4 C Indirect
0 No 4 C Indirect
0 No 4 C Indirect
0 No 4 C Indirect
0 No 4 C Indirect
6 2020-09-27 No 4 P Indirect
0 2020-09-27 No 4 P Indirect
6 2020-11-04 No 4 P Indirect
0 2020-11-04 No 4 P Indirect
0 No 4 P Indirect
0 No 4 P Indirect
0 No 4 P Indirect
0 No 4 P Indirect
Footnotes
  1. AGTC Partners, L.P. is general partner of AGTC Advisors Fund, L.P. and Applied Genomic Technology Capital Fund L.P.
  2. The Preferred Stock automatically converted into Common Stock upon the closing of the Issuer's initial public offering pursuant to the Issuer's Restated Certificate of Incorporation, as amended, based on the conversion rate in effect at the time of conversion. The Series A Preferred Stock converted to Common Stock on an approximately 1-for-0.2804 basis and the Series D Preferred Stock converted to Common Stock on an approximately 1-for-0.6 basis.
  3. Reflects the shares issued as a result of the automatic conversion of the outstanding principal and accrued and unpaid interest on the Convertible Notes (defined herein) through February 9, 2011, the closing date of the Issuer's initial public offering, into Common Stock upon the closing of the Issuer's initial public offering pursuant to the terms of the Convertible Notes.
  4. Reflects shares purchased in the Issuer's initial public offering.
  5. The Series A Preferred Stock and the Series D Preferred Stock automatically converted into shares of Common Stock upon consummation of the Issuer's initial public offering and had no expiration date.
  6. Reflects the aggregate principal amount of convertible promissory notes (the "Convertible Notes") dated March 30, 2010, September 27, 2010 and November 4, 2010.
  7. Not applicable.
  8. This transaction, which occurred prior to the Issuer's initial public offering of Common Stock, is being reported as required by Rule 16a-2(a) under the Securities Exchange Act of 1934, as amended.
  9. Reflects the 1-for-1.6667 reverse stock split effected on November 29, 2010 in connection with the Issuer's initial public offering, pursuant to which (i) the number of shares of Common Stock underlying the warrant was divided by 1.6667 and (ii) the exercise price of the warrant was multipled by 1.6667.
  10. The warrant became exercisable upon the closing of the Issuer's initial public offering.
  11. The outstanding principal and accrued and unpaid interest on the Convertible Notes automatically converted into Common Stock upon the closing of the Issuer's initial public offering at $7.00 per share pursuant to the terms of the Convertible Notes.
  12. Reflects the principal amount of the Convertible Note.