| 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)
| 2. Date of Event Requiring Statement (Month/Day/Year) 04/30/2012 | 3. Issuer Name and Ticker or Trading Symbol CASI Pharmaceuticals, Inc. [ CASI ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
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 | 4,118,730 | D(1)(2) | |
| Common Stock | 291,989 | I(3) | See Explanation of Responses(3) |
| 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 | ||||
| Warrant | 07/29/2012 | 07/29/2017 | Common Stock | 812,000 | 1.4 | D(1)(2) | |
| Warrant | 07/29/2012 | 07/29/2017 | Common Stock | 57,565 | 1.4 | I(3) | See Explanation of Responses(3) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. These securities are directly owned by IDG-Accel China Growth Fund III L.P. ("IDG-Accel Growth") and may be deemed to be indirectly beneficially owned by the other reporting persons. IDG-Accel China Growth Fund III Associates L.P. ("IDG-Accel Associates") is the general partner of IDG-Accel Growth. IDG-Accel China Growth Fund GP III Associates Ltd. ("IDG-Accel GP") is the general partner of both IDG-Accel Associates and IDG-Accel China III Investors L.P. ("IDG-Accel Investors"). Chi Sing Ho and Quan Zhou are shareholders and directors of IDG-Accel GP. |
| 2. Pursuant to a convertible note and warrant purchase agreement dated as of January 20, 2012 by and among the Issuer and certain investors (the "Purchase Agreement"), IDG-Accel Growth purchased a subordinated mandatorily convertible note and a warrant of the Issuer, with the conversion of the note and the exercise of the warrant subject to the approval of the shareholders of the Issuer (the "Shareholder Approval"). On April 30, 2012, the Shareholder Approval was obtained. On May 1, 2012, the note was converted into 4,118,730 shares of common stock and the warrant for 812,000 shares of common stock became exercisable as of July 29, 2012. |
| 3. These securities are directly owned by IDG-Accel Investors and may be deemed to be indirectly beneficially owned by the other reporting persons. Pursuant to the Purchase Agreement, IDG-Accel Investors purchased a subordinated mandatorily convertible note and a warrant, with the conversion of the note and the exercise of the warrant subject to the Shareholder Approval. On April 30, 2012, the Shareholder Approval was obtained. On May 1, 2012, the note was converted into 291,989 shares of common stock and the warrant for 57,565 shares of common stock became exercisable as of July 29, 2012. The filing of this statement by the reporting persons shall not be deemed an admission that such persons are, for purposes of Section 16 of the Securities and Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this statement. |
| /s/ Chi Sing Ho, Director of IDG-Accel China Growth Fund GP III Associates Ltd., the ultimate general partner of IDG-Accel China Growth Fund III L.P., on behalf of IDG-Accel China Growth Fund III L.P. | 01/27/2016 | |
| /s/ Chi Sing Ho, Director of IDG-Accel China Growth Fund GP III Associates Ltd., the general partner of IDG-Accel China III Investors L.P., on behalf of IDG-Accel China III Investors L.P. | 01/27/2016 | |
| /s/ Chi Sing Ho, Director of IDG-Accel China Growth Fund GP III Associates Ltd., the general partner of IDG-Accel China Growth Fund III Associates L.P., on behalf of IDG-Accel China Growth Fund III Associates L.P. | 01/27/2016 | |
| /s/ Chi Sing Ho, Director, on behalf of IDG-Accel China Growth Fund GP III Associates Ltd. | 01/27/2016 | |
| /s/ Quan Zhou | 01/27/2016 | |
| /s/ Chi Sing Ho | 01/27/2016 | |
| ** 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. | ||
