0001104659-11-018941.txt : 20110406 0001104659-11-018941.hdr.sgml : 20110406 20110406171136 ACCESSION NUMBER: 0001104659-11-018941 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110406 FILED AS OF DATE: 20110406 DATE AS OF CHANGE: 20110406 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TRANZYME INC CENTRAL INDEX KEY: 0001274644 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 631192270 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4819 EMPEROR BOULEVARD, SUITE 400 CITY: DURHAM STATE: NC ZIP: 27703 BUSINESS PHONE: 919 313-4760 MAIL ADDRESS: STREET 1: 4819 EMPEROR BOULEVARD, SUITE 400 CITY: DURHAM STATE: NC ZIP: 27703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BDC CAPITAL INC. CENTRAL INDEX KEY: 0001430885 STATE OF INCORPORATION: A8 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35119 FILM NUMBER: 11743847 BUSINESS ADDRESS: STREET 1: SUITE 300, 5 PLACE VILLE MARIE CITY: MONTREAL STATE: A8 ZIP: H3B 5E7 BUSINESS PHONE: 514-283-0869 MAIL ADDRESS: STREET 1: SUITE 300, 5 PLACE VILLE MARIE CITY: MONTREAL STATE: A8 ZIP: H3B 5E7 4 1 a4.xml 4 X0303 4 2011-04-06 1 0001274644 TRANZYME INC TZYM 0001430885 BDC CAPITAL INC. 5 PLACE VILLE MARIE, SUITE 300 MONTREAL, QUEBEC, CANADA H3B 5E7 0 0 1 0 Common Stock 2011-04-06 4 C 0 307287 A 307287 D Common Stock 2011-04-06 4 C 0 16108 A 323395 D Common Stock 2011-04-06 4 C 0 915430 A 1238825 D Common Stock 2011-04-06 4 P 0 1000000 4.00 A 2238825 D Series A Convertible Preferred Stock 2011-04-06 4 C 0 2151014 0 D Common Stock 307287 0 D Common Exchangeable Shares of Tranzyme Pharma Inc. 2011-04-06 4 C 0 112758 0 D Common Stock 16108 0 D Preferred Exchangeable Shares of Tranzyme Pharma Inc. 2011-04-06 4 C 0 6408016 0 D Common Exchangeable Shares of Tranzyme Pharma 915430 0 D Each share of the Issuer's Series A Convertible Preferred Stock automatically converted, for no additional consideration, into shares of Common Stock prior to the closing of the Issuer's initial public offering on a 7-for-1 basis, reflecting a 1-for-7 reverse stock split which became effective on March 31, 2011. The Common Exchangeable Shares of Tranzyme Pharma Inc. were automatically exchanged for shares of the Issuer's Common Stock prior to the closing of the Issuer's initial public offering on a 7-for-1 basis, reflecting a 1-for-7 reverse stock split of the Issuer's Common Stock which became effective on March 31, 2011. The Preferred Exchangeable Shares of Tranzyme Pharma Inc. automatically converted into Common Exchangeable Shares of Tranzyme Pharma Inc. prior to the closing of the Issuer's initial public offering in a corporate reorganization. These securities are owned of record by BDC Capital Inc. BDC Capital Inc. is a wholly owned subsidiary of Business Development Bank of Canada ("BDC"), a Crown Corporation. Voting and investment decisions are made through a sub committee of the board of directors of the BDC, the Credit/Investment and Risk Committee. The members of that committee are all directors of BDC: Thomas Spencer, Eric Boyko, Stan Bracken-Horrocks, Jean-Rene Halde, Prashant Shanker Pathak and Rosemary Zigrossi, each of whom disclaims beneficial ownership of such securities except to the extent of his or her pecuniary interest therein. These shares were purchased in the Issuer's initial public offering. /s/ Karl Reckziegel, Director, Venture Capital, and /s/ Jean-Francois Pariseau, Director, Venture Capital, for BDC Capital Inc. 2011-04-06