0000899243-18-013847.txt : 20180523 0000899243-18-013847.hdr.sgml : 20180523 20180523193352 ACCESSION NUMBER: 0000899243-18-013847 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180521 FILED AS OF DATE: 20180523 DATE AS OF CHANGE: 20180523 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Davis Todd C CENTRAL INDEX KEY: 0001392029 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31361 FILM NUMBER: 18856325 MAIL ADDRESS: STREET 1: 11119 NORTH TORREY PINES ROAD STREET 2: SUITE 200 CITY: LA JOLLA STATE: CA ZIP: 92037 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BIODELIVERY SCIENCES INTERNATIONAL INC CENTRAL INDEX KEY: 0001103021 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 352089858 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4131 PARKLAKE AVENUE STREET 2: SUITE 225 CITY: RALEIGH STATE: NC ZIP: 27612 BUSINESS PHONE: 919 582 9050 MAIL ADDRESS: STREET 1: 4131 PARKLAKE AVENUE STREET 2: SUITE 225 CITY: RALEIGH STATE: NC ZIP: 27612 FORMER COMPANY: FORMER CONFORMED NAME: MAS ACQUISITION XXIII CORP DATE OF NAME CHANGE: 20000111 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-05-21 0 0001103021 BIODELIVERY SCIENCES INTERNATIONAL INC BDSI 0001392029 Davis Todd C 83 OLD KINGS HWY SOUTH DARIEN CT 06820 1 0 0 0 Series B Convertible Preferred Stock 1.80 Common Stock 416667 D Series B were issued in connection with an offering on May 17, 2018 (the "Offering"), pursuant to a definitive securities purchase agreement with certain institutional and accredited investors, including existing stockholders of the Company. The Series B shares are convertible upon shareholder approval to an increase of the Company's authorized number of shares issued and outstanding, and the transactions contemplated by the Offering under applicable Nasdaq Stock Market rules ("Shareholder Approval"). An annual shareholder meeting wherein the Company will seek such Shareholder Approval will be scheduled within seventy-five days post-closing of the Offering. Series B may (i) only be converted after Shareholder Approval is granted, and (ii) not be converted if, after such conversion, the Reporting Person would beneficially own, as determined in accordance with Section 13(d) of the Act, more than 9.98% of the Common Stock outstanding immediately after giving effect to such conversion. Series B does not have an expiration date, but the issuer may force conversion of the Series B, subject to certain limitations. /s/ Todd Davis 2018-05-23