Statement of Changes in Beneficial Ownership (4)

Date : 06/12/2019 @ 3:41PM
Source : Edgar (US Regulatory)
Stock : Evofem Biosciences, Inc. (EVFM)
Quote : 4.92  -0.03 (-0.61%) @ 11:00PM

Statement of Changes in Beneficial Ownership (4)

FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
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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 *

Invesco Ltd.
2. Issuer Name and Ticker or Trading Symbol

Evofem Biosciences, Inc. [ EVFM ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

1555 PEACHTREE STREET NE, SUITE 1800
3. Date of Earliest Transaction (MM/DD/YYYY)

6/10/2019
(Street)

ATLANTA, GA 30309
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common stock   6/10/2019     P    2222222   A $4.50   11812910   I   See Footnotes   (1)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants   $5.20   6/10/2019     J   (2)       212765   (2)     (3) 2/8/2026   Common Stock   212765   $0.0001   555556   I   see footnote   (4)
Right to Purchase   $6.38   6/10/2019     J   (5)    555556         (6)   (7) Common Stock   555556   $0.0001   555556   I   See Footnote   (1)

Explanation of Responses:
(1)  Invesco Ltd. is the beneficial owner of 11,812,910 shares of common stock and warrants to purchase 555,556 common shares acquired by its affiliates, Invesco High Income Fund(UK) and Invesco Income Fund(UK).
(2)  Pursuant to the Securities Purchase Agreement, Invesco Ltd. agreed to cancel warrants to purchase 212,765 shares of Common Stock.
(3)  The warrants were exercisable on the earlier of 08/08/2019, or following the date that the issuance of the warrants was approved by the stockholders of the Issuer.
(4)  Invesco Ltd. owned the warrants through its affiliates, Invesco High Income Fund (UK) and Invesco Income Fund (UK).
(5)  On June 10, 2019, Invesco Ltd. exercised its right, pursuant to that certain Securities Purchase Agreement between the Issuer, Invesco Ltd., PLD Biopharma, and Woodford Asset Management Limited dated April 10, 2019 (the "Securities Purchase Agreement"), to purchase (i) 2,222,222 shares of common stock at a purchase price of $4.50 per share and (ii) warrants to purchase 555,556 shares of common stock at a purchase price equal to $6.38 per share.
(6)  The warrants are exercisable six (6) months following the original issue date.
(7)  The warrants expire seven (7) years following the original issue date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Invesco Ltd.
1555 PEACHTREE STREET NE
SUITE 1800
ATLANTA, GA 30309

X


Signatures
Nancy Tomassone, Global Assurance Officer 6/12/2019
** 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 4(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 control number.

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