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
                                                                                  
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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 *

Vatera Healthcare Partners LLC
2. Issuer Name and Ticker or Trading Symbol

MELINTA THERAPEUTICS, INC. /NEW/ [ MLNT ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

C/O VATERA CAPITAL MANAGEMENT LLC, 400 ROYAL PALM WAY, SUITE 212
3. Date of Earliest Transaction (MM/DD/YYYY)

2/22/2019
(Street)

PALM BEACH, FL 33480
(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

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
Convertible Loan   (1) (2) $8.00   (3) 2/22/2019     P      9375000   (1) (2) (4)      2/22/2019   1/6/2025   Common Stock   (1) (2) 9375000   (1) (2) (4) $8.00   (3) 9375000   (1) (2) (4) D   (5) (6)  

Explanation of Responses:
(1)  On February 22, 2019, pursuant to the Second Amended and Restated Senior Subordinated Convertible Loan Agreement, originally dated as of December 31, 2018, and amended and restated as of January 14, 2019 and February 22, 2019, by and between the Issuer, Vatera Healthcare Partners LLC ("VHP") and other parties thereto (the "A&R Loan Agreement"), the Issuer issued senior subordinated convertible loans ("Convertible Loans") to VHP evidencing $75,000,000 of borrowings. The Convertible Loans are convertible at the option of VHP into shares of convertible preferred stock of the Issuer at an initial conversion rate of 1.25 shares of preferred stock per $1,000 of Conversion Amount (as defined in the A&R Loan Agreement), subject to adjustment as provided in the A&R Loan Agreement (the "Loan Conversion Rate").
(2)  (continued from footnote 1) The conversion price for a conversion into preferred stock is equal to $1,000 divided by the Loan Conversion Rate. The preferred stock is further convertible at the option of each Lender into shares of common stock of the Issuer at a rate of 100 shares of common stock per one share of preferred stock (the "Common Stock Conversion Rate"). At the option of VHP, the Convertible Loans are also directly convertible into common stock at an initial conversion rate equal to the Loan Conversion Rate multiplied by the Common Stock Conversion Rate.
(3)  The conversion price of $8.00 per share represents the conversion price of the Convertible Loans directly into common stock.
(4)  The number of shares underlying the Convertible Loans represents the conversion of all $75,000,000 of the Convertible Loans as of February 22, 2019 directly into common stock at the conversion price of $8.00.
(5)  Vatera Capital Management LLC ("VCM") is the manager of VHP and VHPM Holdings LLC ("VHPM") and Kevin Ferro serves as Chief Executive Officer and Managing Member of VCM. VCM and Mr. Ferro are Reporting Persons on this Form 4. Pursuant to Rule 13d-3 of the U.S. Securities Exchange Act of 1934, as amended (the "Exchange Act"), VCM and Mr. Ferro may be deemed to beneficially own the shares underlying the Convertible Loans held directly by VHP. Each of VCM and Mr. Ferro disclaims beneficial ownership of any shares underlying the Convertible Loans owned by VHP, except to the extent of its or his pecuniary interest therein. VHP may syndicate a portion of the Convertible Loans to co-investors including VHPM, among others
(6)  Mr. Ferro serves on the Board of Directors of the Issuer (the "Board"). Solely for purposes of Section 16 of the Exchange Act, VHP, VCM and VHPM may be deemed to be directors-by-deputization as a result of the service of Mr. Ferro on the Board. For purposes of the exemption under Rule 16b-3 promulgated under the Exchange Act, the Board approved the acquisition of any direct or indirect pecuniary interest in any and all the shares underlying the Convertible Loans by the Reporting Persons as a result of or in connection with the transactions reported in this Form 4.

Remarks:
Exhibit 99.1 - Joint Filers' Signatures

All share numbers and share prices in this Form 4 reflect the 1-for-5 reverse stock split which became effective as of 5 p.m. February 21, 2019.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Vatera Healthcare Partners LLC
C/O VATERA CAPITAL MANAGEMENT LLC
400 ROYAL PALM WAY, SUITE 212
PALM BEACH, FL 33480
X X

Vatera Capital Management LLC
C/O VATERA CAPITAL MANAGEMENT LLC
400 ROYAL PALM WAY, SUITE 212
PALM BEACH, FL 33480
X X

Ferro Kevin
C/O VATERA CAPITAL MANAGEMENT LLC
400 ROYAL PALM WAY, SUITE 212
PALM BEACH, FL 33480
X X


Signatures
VATERA HEALTHCARE PARTNERS LLC, By: Vatera Capital Management LLC, its Manager, By: /s/ Kevin Ferro, Title: Chief Executive Officer and Managing Member 2/22/2019
** 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).
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