Paramount Capital Asset Management, Aries Domestic Fund, L.P., The Aries Trust, Rosenwald,
Lindsay A. M.D. of New York, NY Files SEC FORM 13D
WASHINGTON, DC, Jul. 24, 1997 (States) -- Item 4. Purpose of
Transaction: Reports that pursuant to a securities purchase
agreement between the Issuer, Procept Inc., and the Reporting Persons,
led by Paramount Capital Asset Management, dated as of 06-30-97, the
Reporting Persons used $1,050,000 of its general funds to purchase
2,090,667 common shares of the Issuer, $70,000 principal amount of 12%
senior convertible notes of the Issuer (the "A Notes"), class A
warrants for the purchase of 959,944 common shares of the Issuer at an
exercise price equal to $0.5859 per share and class B warrants for the
purchase of 2,660,746 common shares of the Issuer at an exercise price
equal to $0.59 per share, and the Reporting Persons used $1,950,000 of
its general funds to purchase 3,882,667 common shares of the Issuer
(which 3,882,667 shares, together with the Reporting Person's 2,090,667
common shares of the Issuer are collectively the "Purchased Common"),
$130,000 principal amount A notes, class A warrants for the purchase of
1,782,752 common shares of the Issuer at an exercise price equal to
$0.01 per share and class A warrant for the purchase of 4,941,386
common shares of the Issuer at an exercise price equal to $0.5859 per
share. Pursuant to Article 9 of the purchase agreement, the Reporting
Persons are entitled to receive additional common shares of the Issuer
upon the occurrence of certain events. The A notes are convertible
upon the holder's election into either a number of common shares of the
Issuer at an initial conversion price of $0.46875 per share, subject to
adjustment upon the occurrence of certain events, or a number of series
A convertible preferred shares of the Issuer at a conversion price
equal to $100.00 per share subject to adjustment upon the occurrence of
certain events.
Item 7. Material to be Filed as Exhibits: Agreement of joint filing.
List of executive officers and directors of one Reporting Person.
List of executive officers and directors of one Reporting Person. List
of executive officers and directors of one Reporting Person.
Securities purchase agreement. Senior convertible note for $70,000
issued to one Reporting Person.
Senior convertible note for $130,000 issued to one Reporting Person.
Class A warrant for the purchase of 959,944 common shares of the
Issuer.
Class A warrant for the purchase of 1,782,752 common shares of the
Issuer.
Class B warrant for the purchase of 2,660,746 common shares of the
Issuer.
Class B warrant for the purchase of 4,941,386 common shares of the
Issuer.
Letter of intent. ISSUER: Procept Inc. of Cambridge, MA SHARES OWNED:
16744828 PERCENTAGE OWNED: 55.00 SEC DATE: 07/24/97 FILING DATE:
07/10/97 EVENT DATE: 06/30/97
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