Filing Details

Accession Number:
0001437749-20-009028
Form Type:
4/A
Zero Holdings:
No
Publication Time:
2020-04-30 17:13:16
Reporting Period:
2019-12-20
Accepted Time:
2020-04-30 17:13:16
Original Submission Date:
2020-01-03
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
811212 Thermogenesis Holdings Inc. THMO Laboratory Apparatus & Furniture (3821) 943018487
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1667753 Ltd Kong) (Hong Boyalife 2453 S. Archer Ave
Ste. B
Chicago IL 60616
No No Yes No
1669192 Xiaochun Xu 2711 Citrus Road
Rancho Cordova CA 95742
Ceo Yes Yes Yes No
1669923 Yishu Li 2711 Citrus Road
Rancho Cordova CA 95742
No No Yes No
1738401 Boyalife Group, Inc. 2453 S. Archer Ave.
Suite B
Chicago IL 60616
No No Yes No
1738415 Boyalife Asset Holding Ii, Inc. 2453 S. Archer Ave.
Suite B
Chicago IL 60616
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 Disposition 2019-12-26 683,824 $2,277,134.00 0 No 4 S Indirect By Boyalife (Hong Kong) Ltd.
Common Stock Acquisiton 2019-12-26 683,824 $2,277,134.00 683,824 No 4 P Indirect By Boyalife Asset Holding II, Inc.
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect By Boyalife (Hong Kong) Ltd.
No 4 P Indirect By Boyalife Asset Holding II, Inc.
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Warrants to Purchase Common Stock Disposition 2019-12-26 352,942 $10.00 352,942 $80.00
Common Stock Warrants to Purchase Common Stock Acquisiton 2019-12-26 352,942 $10.00 352,942 $80.00
Common Stock Participation Interest in Convertible Note Disposition 2019-12-20 0 $2,000,000.00 600,000 $1.80
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2016-12-26 2021-02-13 No 4 S Indirect
352,942 2016-12-26 2021-02-13 No 4 P Indirect
0 2019-12-20 2022-03-06 No 4 J Indirect
Footnotes
  1. On December 26, 2019, Boyalife (Hong Kong) Ltd. ("Boyalife HK") sold to Boyalife Asset Holding II, Inc. ("Boyalife AH") an aggregate of 683,824 shares of the Issuer's common stock for an aggregate purchase price of $2,227,134 (or $3.33 per share) and warrants to purchase 352,942 shares of issuer common stock for an aggregate purchase price of $10.00. Boyalife AH is 100% owned by Boyalife Group, Inc., which is 100% owned by Mr. Xiaochun Xu, and Boyalife HK is owned 100% by Ms. Yishu Li, the spouse of Mr. Xiaochun Xu. Accordingly, the transaction resulted in a change in the form of beneficial ownership of the shares and did not result in a change in Mr. Xu's and Ms. Li's pecuniary interest in the shares.
  2. On December 20, 2019, Boyalife AH sold to a third party in a private transaction a participation interest in the Second Amended and Restated Convertible Promissory Note, dated April 16, 2018, issued by the Issuer and held by Boyalife AH (the "Convertible Note"). Boyalife AH sold to the third party a participation interest in the Convertible Note equal to $1,080,000 in face value of the Convertible Note plus interest accruing thereon after December 20, 2019. The Convertible Note and interest thereon is convertible into shares of Issuer common stock at a conversion price of $1.80 (subject to adjustment), with the participation interest representing a right to receive 600,000 conversion shares as of December 20, 2019, plus an additional share for each $1.80 of interest accrued thereafter, subject to a conversion blocker of 4.99%.
  3. Represents the amount of principal and interest remaining under the Convertible Note as of the date of this Form 4 that is not subject to the participation interest described in preceding Note 2.