| 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 |
|
|||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 02/08/2008 |
3. Issuer Name and Ticker or Trading Symbol
Alynx, Co. [ AYXC.OB ] |
|||||||||||||
|
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)
| |||||||||||||||
| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 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) |
| Series A Preferred Stock(1) | 120,000 | D(2) | |
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 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 | ||||
| Stock option | (3) | 02/13/2012 | Common Stock | 309,142 | 0.32(4) | D | |
| Explanation of Responses: |
| 1. Shares of Series A Preferred Stock are not currently convertible into Common Stock. However, each share of Series A Preferred Stock will automatically convert into 15.45710482 shares of Common Stock upon certain conditions. |
| 2. Shares are owned jointly by Mr. Koob and his wife, Pamela N. Koob, as joint tenants. |
| 3. The option vests in four equal annual installments, with the final installment vesting on February 14, 2010. Options for 154,571 shares are currently exercisable. |
| 4. Received in exchange for a stock option to acquire 100,000 shares of MiMedx, Inc. common stock for $1.00 per share in connection with the merger of MiMedx, Inc. with and into MMX Acquisition Corp., a wholly-owned subsidiary of Alynx, Co. |
| Remarks: |
| /s/ V. Nicole Teal, pursuant to a POA filed herewith | 02/15/2008 | |
| ** 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. | ||
Securities
and Exchange Commission
Judiciary
Plaza
450 Fifth
Street, N.W.
Washington,
DC 20549
Power
of Attorney
|
|
Re:
|
Alynx,
Co.
|
Gentlemen:
Know all
by these presents, that the undersigned hereby constitutes and appoints each of
John C. Thomas, Jr., G. Donald Johnson, T. Clark Fitzgerald III, and V. Nicole
Teal, or either of them signing singly, and with full power of substitution, the
undersigned's true and lawful attorney-in-fact to:
(1) prepare,
execute in the undersigned’s name and on the undersigned’s behalf, and submit to
the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including
amendments thereto, and any other documents necessary or appropriate to obtain
codes and passwords enabling the undersigned to make electronic filings with the
SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934
or any rule or regulation of the SEC;
(2) execute
for and on behalf of the undersigned, in the undersigned's capacity as an
officer and/or director of Alynx, Co. (the “Company”), Forms 3, 4, and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934 and the
rules thereunder;
(3) do
and perform any and all acts for and on behalf of the undersigned which may be
necessary or desirable to complete and execute any such Form 3, 4, or 5,
complete and execute any amendment or amendments thereto, and timely file such
form with the SEC and any stock exchange or similar authority; and
(4) take
any other action of any type whatsoever in connection with the foregoing which,
in the opinion of such attorney-in-fact, may be of benefit to, in the best
interest of, or legally required by, the undersigned, it being understood that
the documents executed by such attorney-in-fact on behalf of the undersigned
pursuant to this Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4, and 5 with respect to the undersigned's
holdings of and transactions in securities issued by the Company, unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.
IN
WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 5th day of February,
2008.
|
By:
|
/s/
Charles E. Koob
|
|||
|
Name:
|
Charles
E. Koob
|