CUSIP No. 02081G102
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Page 2 of 5 Pages
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SCHEDULE
13D
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1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
L-5 Healthcare Partners, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b)
☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
14,682,540(1)
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9
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SOLE DISPOSITIVE POWER
0
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10
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SHARED DISPOSITIVE POWER
14,682,540(1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,682,540(1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
29.39% (2)
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14
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TYPE OF REPORTING PERSON
OO
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(1) Represents 7,936,508 shares of Common Stock held by L-5 Healthcare Partners, LLC, plus 6,746,032 shares of Common Stock issuable
upon exercise of warrants to purchase shares of Common Stock at an exercise price of $3.50 per share (the “Warrants”), held by L-5 Healthcare Partners, LLC.
(2) Calculation is based upon (i) 43,212,606 shares of Common Stock outstanding as reported in the Issuer’s Form 10-Q filed on November
9, 2018, plus (ii) the shares of Common Stock issuable upon exercise of the Warrants.
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CUSIP No. 02081G102
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Page 3 of 5 Pages
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SCHEDULE
13D
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1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Paul Segal
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b)
☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
14,682,540(1)
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9
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SOLE DISPOSITIVE POWER
0
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10
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SHARED DISPOSITIVE POWER
14,682,540(1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,682,540(1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
29.39% (2)
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14
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TYPE OF REPORTING PERSON
IN
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(1) Represents 7,936,508 shares of Common Stock held by L-5 Healthcare Partners, LLC, plus 6,746,032 shares of Common Stock issuable
upon exercise of warrants to purchase shares of Common Stock at an exercise price of $3.50 per share (the “Warrants”), held by L-5 Healthcare Partners, LLC.
(2) Calculation is based upon (i) 43,212,606 shares of Common Stock outstanding as reported in the Issuer’s Form 10-Q filed on November
9, 2018, plus (ii) the shares of Common Stock issuable upon exercise of the Warrants.
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CUSIP No. 02081G102
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Page 4 of 5 Pages
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The Schedule 13D filed with the Securities and Exchange Commission on March 16, 2018 (as previously amended, the "
Schedule 13D
") by (i) L-5 Healthcare Partners, LLC, a Delaware limited liability company (“
L-5
”), and (ii) Paul Segal, an individual with United States citizenship (collectively, the “
Reporting Persons
”), with respect to the
common stock, par value $0.0001 per share (the “
Common Stock
”), of Alphatec Holdings, Inc., a Delaware corporation (the “
Issuer
”), is hereby amended to furnish the additional information set forth herein. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to
such terms in the Schedule 13D.
Item 4. Purpose of Transaction.
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following at the end
thereof:
10b5-1 Plan
On March 12, 2019, L-5 Healthcare Partners II, LLC, an affiliate of L-5 and an entity controlled by
Mr. Segal, entered into a purchase plan with J.P. Morgan Securities LLC (“
JPMS
”) in accordance with Rule 10b5-1 of the Securities and Exchange Act of 1934,
as amended (the “
10b5-1 Plan
”) for the purchase of shares of Common Stock for an aggregate purchase price of up to $2,550,000 during the period beginning on
March 26, 2019 and ending on September 30, 2019. Purchases are subject to Securities and Exchange Commission regulations, as well as to certain market price, volume and timing conditions specified in the 10b5-1 Plan. All purchases under the 10b5-1
Plan are to be made at the discretion of JPMS and in accordance with the terms, conditions and restrictions of the 10b5-1 Plan. None of L-5, any of its affiliates or Mr. Segal has any control, influence or authority over purchases made pursuant to
the 10b5-1 Plan. The foregoing description of the 10b5-1 Plan is qualified in its entirety by reference to the 10b5-1 Plan, which is included as an Exhibit hereto and incorporated by reference.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the
Issuer.
Item 6 of the Schedule 13D is hereby amended and supplemented as follows:
The information set forth in Item 4 is incorporated by reference.
Item 7. Material to Be Filed as Exhibits.
Item 7 of the Schedule 13D is hereby supplemented as follows:
Exhibit 10.6
Purchase
Plan, dated as of March 12, 2019, by and between L-5 Healthcare Partners II, LLC and J.P. Morgan Securities
CUSIP No. 02081G102
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Page 5 of 5 Pages
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this
Schedule 13D is true, complete and correct.
Dated: March 13, 2019
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L-5 HEALTHCARE PARTNERS, LLC
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By:
/s/ Paul Segal
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Name: Paul Segal
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Title: President
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/s/ Paul Segal
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Paul Segal
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