Please wait
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
LIFE SCIENCES OPPORTUNITIES FUND II LP

(Last) (First) (Middle)
CARNEGIE HALL TOWER
152 WEST 57TH STREET, 19TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BIOJECT MEDICAL TECHNOLOGIES INC [ BJCT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/30/2014
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/30/2014 C(7) 316,884 A (7) 331,565 D(1)
Common Stock 04/30/2014 C(7) 325,908 A (7) 657,473 D(1)
Common Stock 04/30/2014 C(7) 1,482,067 A (7) 2,139,543 D(1)
Common Stock 04/30/2014 C(7) 1,770,073 A (7) 1,852,081 D(2)
Common Stock 04/30/2014 C(7) 1,820,483 A (7) 3,672,564 D(2)
Common Stock 04/30/2014 C(7) 8,290,002 A (7) 11,962,566 D(2)
Common Stock 04/30/2014 C(7) 207,255 A (7) 207,255 I(4) By Sanders Opportunity Fund LP
Common Stock 04/30/2014 C(7) 656,306 A (7) 656,306 I(3) By Sanders Opportunity Fund (INstitutional), LP
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series D Convertible Preferred Stock $1.15 04/30/2014 C(7) 316,884 06/01/2007 (8) Common Stock 316,884 $1.15 0 D(1)
Series E Convertible Preferred Stock $1.37 04/30/2014 C(7) 325,908 06/01/2007 (5) Common Stock 325,908 (5) 0 D(1)
Series G Convertible Preferred Stock $0.13 04/30/2014 C(7) 14,821 06/01/2008 (8) Common Stock 1,482,067 $13 0 D(1)
Series I Convertible Preferred Stock $0.0075 04/30/2014 J(6) 4,135 04/30/2014 (6) Common Stock 551,333 $10(6) 4,135 D(1)
Series D Convertible Preferred Stock $1.15 04/30/2014 C(7) 1,770,073 06/01/2007 (8) Common Stock 1,770,073 $1.15 0 D(2)
Series E Convertible Preferred Stock $1.37 04/30/2014 C(7) 1,820,483 06/01/2007 (5) Common Stock 1,820,483 (5) 0 D(2)
Series G Convertible Preferred Stock $0.13 04/30/2014 C(7) 82,900 06/01/2008 (8) Common Stock 8,290,002 $13 0 D(2)
Series I Convertible Preferred Stock $0.0075 04/30/2014 J(6) 23,095 06/01/2008 (6) Common Stock 3,079,333 $10(6) 23,095 D(2)
Series E Convertible Preferred Stock $1.37 04/30/2014 C(7) 207,255 06/01/2007 (5) Common Stock 207,255 (5) 0 I(4) By Sanders Opportunity Fund, LP
Series E Convertible Preferred Stock $1.37 04/30/2014 C(7) 656,306 06/01/2007 (5) Common Stock 656,306 (5) 0 I(3) By Sanders Opportunity Fund (Institutional), LP
1. Name and Address of Reporting Person*
LIFE SCIENCES OPPORTUNITIES FUND II LP

(Last) (First) (Middle)
CARNEGIE HALL TOWER
152 WEST 57TH STREET, 19TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
LOF PARTNERS LLC

(Last) (First) (Middle)
126 EAST 56TH STREET, 24TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See general remarks
1. Name and Address of Reporting Person*
GALE JAMES C

(Last) (First) (Middle)
152 WEST 57TH STREET, 19TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
SANDERS MORRIS HARRIS INC.

(Last) (First) (Middle)
600 TRAVIS, SUITE 5800

(Street)
HOUSTON TX 77002

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See General Remarks
Explanation of Responses:
1. These securities are owned directly by Life Sciences Opportunities Fund II, L.P. and indirectly by Signet Healthcare Partners, LLC, the general partner of Life Sciences Opportunities Fund II, L.P., James C. Gale, the chief investment officer and manager of Signet Healthcare Partners, LLC, and SMW Investments I, LLC (as assignee of Sanders Morris Harris Inc. ), the controlling member of Signet Healthcare Partners, LLC. Signet Healthcare Partners, LLC, SMW Investments I, LLC, and James C. Gale disclaim beneficial ownnership of the reported securities except to the extent of their pecuniary interest therein.
2. These securities are owned directly by Life Sciences Opportunities Fund II (Institutional), L.P. and indirectly by Signet Healthcare Partners, LLC, the general partner of Life Sciences Opportunities Fund II (Institutional), L.P., James C. Gale, the chief investment officer and manager of Signet Healthcare Partners, LLC, and SMW Investments I, LLC (as assignee of Sanders Morris Harris Inc.), the controlling member of Signet Healthcare Partners, LLC. Signet Healthcare Partners, LLC, SMW Investments I, LLC, and James C. Gale disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.
3. These securities are owned directly by Sanders Opportunity Fund (Institutional), L.P. and indirectly by SMW Investments I, LLC, the controlling member of SOF Management, LLC., the general partner of Sanders Opportunity Fund (Institutional), L.P. SMW Investments I, LLC disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.
4. These securities are owned directly by Sanders Opportunity Fund, L.P. and indirectly by SMW Investments I, LLC, the controlling member of SOF Management, LLC., the general partner of Sanders Opportunity Fund, L.P. SMW Investments I, LLC disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.
5. Shares of Series E 8% Cumulative Convertible Preferred Stock issued pursuant to the terms of a Securities Purchase Agreement dated as of March 8, 2006, and are convertible into shares of common stock one a one-for-one basis.
6. Shares of Series I Convertible Preferred Stock issued upon conversion of debt at $10.00 per share.
7. On April 30, 2014, the Issuer completed a restructuring plan pursuant to which all holders of Series D, E, F, and G Preferred Stock converted such shares into shares of common stock pursuant to the terms of such preferred stock and in consideration of the issuance of secured notes.
8. No expiration date
Remarks:
This is a joint filing by Life Sciences Opportunities Fund (Institutional)II, L.P., Life Sciences Opportunitites Fund II, L.P., Signet Healthcare Partners, LLC (formerly known as LOF Partners, LLC), SMW Investments I, LLC (as assignee of Sanders Morris Harris Inc.), and James C. Gale. Life Sciences Opportunities Fund II, L.P. is the designated filer for Life Sciences Opportunitites Fund II (Institutional), L.P., Signet Healthcare Partners, LLC, SMW Investments I, LLC, and James C. Gale. The address of each filer is the same as the designated filer except SMW Investments I, LLC, which is 600 Travis, Suite 5900, Houston, Texas 77002. See notes 1 and 2 above. Signet healthcare Partners, LLC, SMW Investments I, LLC, and James C. Gale disclaim beneficial ownership of such shares except to the extent of the pecuniary interest therein, if any.
James C. Gale, Manager of LOF Partners, LLC, general partner of Life Sciences Opportunities Fund (Institutional) II, L.P. and Life Sciences Oppotunities Fund II, L.P. 06/05/2014
James C. Gale, Manager of LOF Partners, LLC 06/05/2014
Ben T. Morris, Manager of SMW Investments I, LLC 06/05/2014
James C. Gale 06/05/2014
** 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 4 (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.