Ronald J. Wooten - Sep 28, 2022 Form 4 Insider Report for IDERA PHARMACEUTICALS, INC. (IDRA)

Role
Director
Signature
/s/ John J. Kirby, Attorney-in-Fact for Ronald J. Wooten
Stock symbol
IDRA
Transactions as of
Sep 28, 2022
Transactions value $
$0
Form type
4
Date filed
9/30/2022, 09:50 PM
Next filing
Jan 19, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction IDRA Series X Preferred Stock Other +5 5 Sep 28, 2022 NovaQuest Co-Investment Fund XV, L.P. F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction IDRA Warrants Other +1.34M 1.34M Sep 28, 2022 Common Stock 1.34M $0.46 NovaQuest Co-Investment Fund XV, L.P. F2, F3
transaction IDRA Warrants Other +14.1K 14.1K Sep 28, 2022 Series Z Preferred Stock 14.1K $460.00 NovaQuest Co-Investment Fund XV, L.P. F2, F3
transaction IDRA Series Z Preferred Stock Other +14.1K 14.1K Sep 28, 2022 Common Stock 14.1M NovaQuest Co-Investment Fund XV, L.P. F2, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On September 28, 2022, Idera Pharmaceuticals, Inc. ("Idera") completed its merger ("Merger") with Aceragen, Inc. ("Aceragen"), in accordance with the terms of that certain Agreement and Plan of Merger, dated September 28, 2022 (the "Merger Agreement"). In connection with the Merger, NovaQuest Co-Investment Fund XV, L.P. ("NovaQuest") received five shares of the Issuer's non-voting, non-convertible Series X Preferred Stock in exchange for five shares of Aceragen Series X Preferred Stock.
F2 NQ POF V GP, Ltd. ("NovaQuest GP") has the power to vote and dispose of any securities directly owned by NovaQuest. NovaQuest GP's investment committee makes voting and investment decisions regarding securities held by NovaQuest. The Reporting Person is a member of the investment committee NovaQuest GP. The Reporting Person disclaims beneficial ownership of any securities held by NovaQuest except to the extent of its pecuniary interest therein.
F3 Pursuant to the Merger Agreement, NovaQuest received Idera warrants for 1,343,547 shares of common stock of Idera, par value $0.001 ("Common Stock") and warrants for 14,115 shares of Series Z Non-Voting Convertible Preferred Stock, par value $0.01 ("Series Z Preferred Stock"), in exchange for a warrant to purchase 618,800 shares of Aceragen common stock.
F4 Represents Series Z Preferred Stock issuable upon the exercise of the Series Z Preferred Stock warrants reported above.
F5 Contingent upon stockholder approval of the conversion of Series Z Preferred Stock into shares of Common Stock, each share of Series Z Preferred Stock is convertible 1,000 shares of Common Stock, at any time at the option of the holder thereof, subject to certain limitations.