Amended Statement of Ownership (sc 13g/a)
January 04 2021 - 11:16AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND
EXCHANGE COMMISSION
WASHINGTON,
DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
La Jolla Pharmaceutical Company
|
(Name of Issuer)
|
Common Stock, par value $0.0001 per share
|
(Title of Class of Securities)
|
January 4, 2021
|
(Date of Event Which Requires Filing of this Statement)
|
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
[_]
Rule 13d-1(b)
[X]
Rule 13d-1(c)
[_]
Rule 13d-1(d)
__________
The
remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior
cover page.
The
information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section
18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the Notes).
1.
|
NAME
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
|
(a) [_]
|
|
|
(b) [X]
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE
DISPOSITIVE POWER
|
|
8.
|
SHARED
DISPOSITIVE POWER
|
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
12.
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
1.
|
NAME
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
Broadfin
Healthcare Master Fund, Ltd.
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
|
(a) [_]
|
|
|
(b) [X]
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
7.
|
SOLE
DISPOSITIVE POWER
|
|
8.
|
SHARED
DISPOSITIVE POWER
|
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
[_]
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
12.
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
1.
|
NAME
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
|
(a) [_]
|
|
|
(b) [X]
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7.
|
SOLE
DISPOSITIVE POWER
|
|
8.
|
SHARED
DISPOSITIVE POWER
|
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
[_]
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
12.
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
Item
1.
|
(a).
|
Name
of Issuer:
|
|
|
|
La
Jolla Pharmaceutical Company
|
|
|
(b).
|
Address
of Issuer's Principal Executive Offices:
|
|
|
|
4747
EXECUTIVE DRIVE, SUITE 240
SAN
DIEGO CA 92121
|
|
Item
2.
|
(a).
|
Name
of Person Filing:
|
|
|
|
Broadfin
Capital, LLC
Broadfin
Healthcare Master Fund, Ltd.
Kevin
Kotler
|
|
|
(b).
|
Address
of Principal Business Office, or if None, Residence:
|
|
|
|
Broadfin
Capital, LLC
200
Broadhollow Road, Suite 207
Melville,
NY 11747
United
States of America
Broadfin
Healthcare Master Fund, Ltd.
20
Genesis Close
Ansbacher
House, Second Floor
P.O.
Box 1344
Grand
Cayman KY1-1108
Cayman
Islands
Kevin
Kotler
c/o
Broadfin Capital, LLC
200
Broadhollow Road, Suite 207
Melville,
NY 11747
United
States of America
|
|
|
|
Broadfin
Capital, LLC – Delaware
Broadfin
Healthcare Master Fund, Ltd. – Cayman Islands
Kevin
Kotler – United States of America
|
|
|
(d).
|
Title
of Class of Securities:
|
|
|
|
Common
Stock, par value $0.0001 per share
|
|
Item 3.
|
This
Statement is filed pursuant to ss.240.13d-1(b) or 240.13d-2(b), or (c), check whether the person filing is a
|
|
(a)
|
[_]
|
Broker
or dealer registered under Section 15 of the Exchange Act (15 U.S.C. 78c).
|
|
(b)
|
[_]
|
Bank
as defined in Section 3(a)(6) of the Exchange Act (15 U.S.C. 78c).
|
|
(c)
|
[_]
|
Insurance
company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c).
|
|
(d)
|
[_]
|
Investment
company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
|
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(e)
|
[_]
|
An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
|
|
(f)
|
[_]
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An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
|
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(g)
|
[_]
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A
parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
|
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(h)
|
[_]
|
A
savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813);
|
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(i)
|
[_]
|
A
church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3);
|
|
(j)
|
[_]
|
Group,
in accordance with s.240.13d-1(b)(1)(ii)(J).
|
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Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified
in Item 1.
|
|
(a)
|
Amount
beneficially owned:
|
|
|
Broadfin
Capital, LLC – 0
Broadfin
Healthcare Master Fund, Ltd. – 0
Kevin
Kotler – 0
|
|
|
Broadfin
Capital, LLC – 0%
Broadfin
Healthcare Master Fund, Ltd. – 0%
Kevin
Kotler – 0%
|
|
(c)
|
Number
of shares as to which the person has:
|
|
|
(i)
|
Sole
power to vote or to direct the vote
|
|
|
|
|
Broadfin
Capital, LLC – 0
Broadfin
Healthcare Master Fund, Ltd. – 0
Kevin
Kotler – 0
|
|
|
|
|
|
|
|
|
|
(ii)
|
Shared
power to vote or to direct the vote
|
|
|
|
|
|
Broadfin
Capital, LLC – 0
Broadfin
Healthcare Master Fund, Ltd. – 0
Kevin
Kotler – 0
|
|
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of
|
|
|
|
|
|
Broadfin
Capital, LLC – 0
Broadfin
Healthcare Master Fund, Ltd. – 0
Kevin
Kotler – 0
|
|
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of
|
|
|
|
|
|
Broadfin
Capital, LLC – 0
Broadfin
Healthcare Master Fund, Ltd. – 0
Kevin
Kotler – 0
|
|
Item
5.
|
Ownership
of Five Percent or Less of a Class.
|
|
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the following [X].
|
Item
6.
|
Ownership
of More Than Five Percent on Behalf of Another Person.
|
|
If
any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest
relates to more than five percent of the class, such person should be identified. A listing of the shareholders
of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan,
pension fund or endowment fund is not required.
|
Item
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control
Person.
|
|
If
a parent holding company or control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under
Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If
a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit
stating the identification of the relevant subsidiary.
|
|
See
Exhibit A attached hereto.
|
Item 8.
|
Identification
and Classification of Members of the Group.
|
|
If
a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit
stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule
pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
|
Item
9.
|
Notice
of Dissolution of Group.
|
|
Notice
of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings
with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual
capacity. See Item 5.
|
|
By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities
and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect,
other than activities solely in connection with a nomination under § 240.14a-11.
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
|
BROADFIN
CAPITAL, LLC*
|
|
By:
/s/ Kevin Kotler
|
|
(Signature)
|
|
Kevin
Kotler, Managing Member
|
|
(Name/Title)
|
|
BROADFIN
HEALTHCARE
MASTER
FUND, LTD.
By:
/s/ Kevin Kotler
|
|
(Signature)
|
|
Kevin
Kotler, Director
|
|
(Name/Title)
|
|
By:
/s/ Kevin Kotler*
|
|
(Signature)
|
|
Kevin
Kotler
|
|
(Name/Title)
|
*The
Reporting Persons disclaim beneficial ownership in the shares reported herein except to the extent of their pecuniary interest
therein.
The
original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If
the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner
of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated
by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
Note.
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See s.240.13d-7
for other parties for whom copies are to be sent.
Attention.
Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).
AGREEMENT
The
undersigned agree that this Schedule 13G/A Amendment No. 3 dated January 4, 2021 relating to the Common Stock, par value $0.0001
per share of La Jolla Pharmaceutical Company shall be filed on behalf of the undersigned.
|
BROADFIN
CAPITAL, LLC
|
|
By:
/s/ Kevin Kotler
|
|
(Signature)
|
|
Kevin
Kotler, Managing Member
|
|
(Name/Title)
|
|
BROADFIN
HEALTHCARE
MASTER
FUND, LTD.
By:
/s/ Kevin Kotler
|
|
(Signature)
|
|
Kevin
Kotler, Director
|
|
(Name/Title)
|
|
By:
/s/ Kevin Kotler
|
|
(Signature)
|
|
Kevin
Kotler
|
|
(Name/Title)
|
The
original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If
the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner
of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated
by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
Note.
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See s.240.13d-7
for other parties for whom copies are to be sent.
Attention.
Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).
EXHIBIT
A
Broadfin
Capital, LLC is the relevant entity for which Kevin Kotler may be considered a control person.
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