Statement of Changes in Beneficial Ownership (4)

Date : 07/03/2019 @ 9:47PM
Source : Edgar (US Regulatory)
Stock : Egalet Corporation (ZCOR)
Quote : 2.55  0.0 (0.00%) @ 12:29PM

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
Estimated average burden
hours per response...
0.5
                      
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 *

Capital Royalty L.P.
2. Issuer Name and Ticker or Trading Symbol

Zyla Life Sciences [ ZCOR ]
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)

1000 MAIN ST., SUITE 2500
3. Date of Earliest Transaction (MM/DD/YYYY)

6/28/2019
(Street)

HOUSTON, TX 77002
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

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

___ Form filed by One Reporting Person
_ X _ 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   6/28/2019     J    4586874   D   (1) 0   I   By Iroko Properties Inc.   (1)
Common Stock   6/28/2019     J    4586874   A   (1) 4586874   I   By Loan Security Holdings I LLC   (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   $0.0001   6/28/2019     J         2436459      (2)   (2) Common Stock   2436459     (2) 0   I   By Iroko Properties Inc.   (1)
Warrants   $0.0001   6/28/2019     J      2436459         (2)   (2) Common Stock   2436459     (2) 2436459   I   By Loan Security Holdings I LLC   (1)

Explanation of Responses:
(1)  The shares of Common Stock (the "Shares") and the Warrants were acquired by Loan Security Holdings I LLC, a wholly owned LLC held by CRG Partners III - Parallel Fund "A" LP, CRG Partners III - Parallel Fund "B" (Cayman) L.P., CRG Partners III (Cayman) Lev AIV I L.P., CRG Partners III (Cayman) Unlev AIV I L.P., and CRG Partners III L.P. (collectively, the "CRG Entities"), as a result of foreclosure sale of certain assets of Iroko Pharmaceuticals Inc. and its subsidiaries on June 28, 2019. CRG Entities collectively hold all of the issued and outstanding shares of Loan Security Holdings I LLC. CR Group L.P. may be deemed to beneficially own the Shares and the Warrants by virtue of its position as the investment manager for the CRG Entities. This Form 4 is filed jointly by Iroko Pharmaceuticals Inc., Iroko Properties Inc., CR Group L.P. and each of the CRG Entities.This transaction is exempt under Rule 16a-13 as a change in form of beneficial ownership.
(2)  Pursuant to the terms of the Warrants, Loan Security Holdings I LLC has the right to acquire up to 2,436,459 additional shares of Common Stock, provided however that, for a period of eighteen (18) months following the date of the issuance of the Warrants, Loan Security Holdings I LLC's right to exercise the Warrants is restricted so that it does not hold more than 49% of the issued and outstanding shares of Common Stock of the Issuer. The Warrants do not have an expiration date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Capital Royalty L.P.
1000 MAIN ST.
SUITE 2500
HOUSTON, TX 77002

X

Iroko Pharmaceuticals Inc.
150 ROUSE BOULEVARD
PHILADELPHIA, PA 19112

X

Iroko Properties Inc.
150 ROUSE BOULEVARD
PHILADELPHIA, PA 19112

X

CRG Partners III (Cayman) Lev AIV I L.P.
1000 MAIN ST.
SUITE 2500
HOUSTON, TX 77002

X

CRG Partners III (Cayman) Unlev AIV I L.P.
1000 MAIN ST.
SUITE 2500
HOUSTON, TX 77002

X

CRG Partners III L.P.
1000 MAIN ST.
SUITE 2500
HOUSTON, TX 77002

X

Loan Security Holdings I LLC
1000 MAIN ST.
SUITE 2500
HOUSTON, TX 77002

X

CRG Partners III - Parallel Fund B (Cayman) L.P.
1000 MAIN ST.
SUITE 2500
HOUSTON, TX 77002

X

CRG Partners III - Parallel Fund (A) L.P.
1000 MAIN ST.
SUITE 2500
HOUSTON, TX 77002

X


Signatures
/s/ Nathan D. Hukill, authorized signatory for CR Group L.P. and each of the CRG Entities 7/3/2019
** Signature of Reporting Person Date

/s/ Mark Murphy, authorized signatory for each of Iroko Pharmaceuticals Inc. and Iroko Properties Inc. 7/3/2019
** Signature of Reporting Person Date

/s/ Andrei Dorenbaum, authorized signatory for Loan Security Holdings I LLC 7/3/2019
** 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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