FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 10/27/2009 |
3. Issuer Name and Ticker or Trading Symbol
BMP Sunstone CORP [ BJGP ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common stock | 17,385 | D | |
Common stock | 1,154,602 | I | By TVI Corp.(1) |
Common Stock | 10,000 | I | By HTH Limited Partnership(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
12.5% March Cash Secured Convertible Note due July 1, 2011 | 05/15/2009(3) | 07/01/2011 | Common stock | 16,666(4) | $3 | I | By HTH Limited Partnership(2) |
Warrant for Common Stock | 08/22/2007 | 08/22/2012 | Common stock | 21,288 | $9.37 | I | By TVI Corp.(1) |
Class B Warrant for Common Stock | 11/01/2007 | 11/01/2012 | Common stock | 31,250 | $12.43 | I | By TVI Corp.(1) |
12.5% March Cash Secured Convertible Note due July 1, 2011 | 05/15/2009(3) | 07/01/2011 | Common stock | 166,666(5) | $3 | I | By TVI Corp.(1) |
12.5% Secured Convertible Note due July 1, 2011 | 05/15/2009(3) | 07/01/2011 | Common stock | 416,666(6) | $3 | I | By TVI Corp.(1) |
12.5% March Cash Secured Convertible Note due July 1, 2011 | 05/15/2009(3) | 07/01/2011 | Common stock | 166,666(7) | $3 | I | By Tinkham Veale II Revocable Trust(8) |
Explanation of Responses: |
1. Mr. Harrington has dual voting and investment control over securities held by TVI Corp. |
2. Mr. Harrington has dual voting and investment control over securities held by HTH Limited Partnership. |
3. Notes can be converted into shares of common stock at any time after May 15, 2009. |
4. The 12.5% March Cash Secured Convertible Notes due July 1, 2011 have a face value of $50,000 and can be converted into 16,666 shares of common stock at a conversion price of $3.00 per share. Accrued but unpaid interest payable pursuant to such notes may be converted into shares of common stock, resulting in a change in the number of shares of common stock underlying such notes. |
5. The 12.5% March Cash Secured Convertible Notes due July 1, 2011 have a face value of $500,000 and can be converted into 166,666 shares of common stock at a conversion price of $3.00 per share. Accrued but unpaid interest payable pursuant to such notes may be converted into shares of common stock, resulting in a change in the number of shares of common stock underlying such notes. |
6. The 12.5% Secured Convertible Notes due July 1, 2011 have a face value of $1,250,000 and can be converted into 416,666 shares of common stock at a conversion price of $3.00 per share. Accrued but unpaid interest payable pursuant to such notes may be converted into shares of common stock, resulting in a change in the number of shares of common stock underlying such notes. |
7. The 12.5% March Cash Secured Convertible Notes due July 1, 2011 have a face value of $500,000 and can be converted into 166,666 shares of common stock at a conversion price of $3.00 per share. Accrued but unpaid interest payable pursuant to such notes may be converted into shares of common stock, resulting in a change in the number of shares of common stock underlying such notes. |
8. Mr. Harrington has dual voting and investment control over securities held by Tinkham Veale II Revocable Trust. |
Remarks: |
Fred M. Powell, By Power of Attorney | 10/29/2009 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |