SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
[Rule 13d-101]
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §
24.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13D-2(a)
(Amendment No. 6)*
ArTara
Therapeutics, Inc.
(Name
of Issuer)
Common
Stock
(Title
of Class of Securities)
04300J107
(CUSIP
Number)
|
David Clark
Elliot Press
Deerfield Mgmt, L.P.
780 Third Avenue, 37th
Floor
New York, New York 10017
(212) 551-1600
With a copy to:
Mark D. Wood, Esq.
Jonathan D. Weiner, Esq.
Katten Muchin Rosenman LLP
575 Madison Avenue
New York, New York 10022
(212) 940-8800
|
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications)
January
9, 2020
(Date
of Event which Requires Filing of this Statement)
If the filing person
has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☐.
Note: Schedules
filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7
for other parties to whom copies are to be sent.
(Continued on following
pages)
(Page 1 of 14 Pages)
* 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 disclosures provided in a prior cover page.
The information required on 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).
SCHEDULE 13D
|
Cusip No.
04300J107
|
|
Page
2 of 14 Pages
|
|
1
|
NAME OF REPORTING PERSONS
Deerfield Special Situations Fund, L.P.
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
WC
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
|
8
|
SHARED VOTING POWER
0
|
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
|
10
|
SHARED DISPOSITIVE POWER
0
|
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.00%
|
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
|
SCHEDULE 13D
|
Cusip No.
04300J107
|
|
Page
3 of 14 Pages
|
|
1
|
NAME OF REPORTING PERSONS
Deerfield Partners, L.P.
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
WC
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
|
8
|
SHARED VOTING POWER
8,677
|
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
|
10
|
SHARED DISPOSITIVE POWER
8,677
|
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,677
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.15%
|
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
|
SCHEDULE 13D
|
Cusip No.
04300J107
|
|
Page
4 of 14 Pages
|
|
1
|
NAME OF REPORTING PERSONS
Deerfield Private Design Fund III, L.P.
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
WC
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
|
8
|
SHARED VOTING POWER
21,944
|
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
|
10
|
SHARED DISPOSITIVE POWER
21,944
|
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,944
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.38%
|
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
|
SCHEDULE 13D
|
Cusip No.
04300J107
|
|
Page
5 of 14 Pages
|
|
1
|
NAME OF REPORTING PERSONS
Deerfield Private Design Fund IV, L.P.
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
WC
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
|
8
|
SHARED VOTING POWER
402,049
|
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
|
10
|
SHARED DISPOSITIVE POWER
402,049
|
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
402,049
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.88%
|
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
|
SCHEDULE 13D
|
Cusip No.
04300J107
|
|
Page
6 of 14 Pages
|
|
1
|
NAME OF REPORTING PERSONS
Deerfield Mgmt, L.P.
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
AF
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
|
8
|
SHARED VOTING POWER
8,677 (1)
|
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
|
10
|
SHARED DISPOSITIVE POWER
8,677 (1)
|
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,677 (1)
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.15%
|
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
|
(1) Comprised of shares of common stock held by Deerfield Partners,
L.P., of which Deerfield Mgmt, L.P. is the general partner.
SCHEDULE 13D
|
Cusip No.
04300J107
|
|
Page
7 of 14 Pages
|
|
1
|
NAME OF REPORTING PERSONS
Deerfield Mgmt III, L.P.
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
AF
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
|
8
|
SHARED VOTING POWER
21,944 (2)
|
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
|
10
|
SHARED DISPOSITIVE POWER
21,944 (2)
|
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,944 (2)
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.38%
|
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
|
(2) Comprised of shares of common stock held by Deerfield Private
Design Fund III, L.P., of which Deerfield Mgmt III, L.P. is the general partner.
SCHEDULE 13D
|
Cusip No.
04300J107
|
|
Page
8 of 14 Pages
|
|
1
|
NAME OF REPORTING PERSONS
Deerfield Mgmt IV, L.P.
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
AF
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
|
8
|
SHARED VOTING POWER
402,049 (3)
|
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
|
10
|
SHARED DISPOSITIVE POWER
402,049 (3)
|
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
402,049 (3)
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.88% (3)
|
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
|
(3) Comprised of shares of common stock held by Deerfield Private
Design Fund IV, L.P., of which Deerfield Mgmt IV, L.P. is the general partner.
SCHEDULE 13D
|
Cusip No.
04300J107
|
|
Page
9 of 14 Pages
|
|
1
|
NAME OF REPORTING PERSONS
Deerfield Management Company, L.P.
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
AF
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
|
8
|
SHARED VOTING POWER
432,670 (4)
|
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
|
10
|
SHARED DISPOSITIVE POWER
432,670 (4)
|
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
432,670 (4)
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.40%
|
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
|
(4) Comprised of shares of common stock held by Deerfield Private
Design Fund III, L.P., Deerfield Partners, L.P. and Deerfield Private Design Fund IV, L.P. Deerfield Management Company, L.P. is
the investment manager of each of Deerfield Private Design Fund III, L.P., Deerfield Partners, L.P. and Deerfield Private Design
Fund IV, L.P.
SCHEDULE 13D
|
Cusip No.
04300J107
|
|
Page
10 of 14 Pages
|
|
1
|
NAME OF REPORTING PERSONS
James E. Flynn
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
AF
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
|
8
|
SHARED VOTING POWER
432,670 (5)
|
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
|
10
|
SHARED DISPOSITIVE POWER
432,670 (5)
|
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
432,670 (5)
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.40 %
|
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
|
(5) Comprised of shares of common stock held by Deerfield Private
Design Fund III, L.P., Deerfield Partners, L.P. and Deerfield Private Design Fund IV, L.P. James E. Flynn is the sole member of
the general partner of each of Deerfield Mgmt, L.P., Deerfield Mgmt III, L.P., Deerfield Mgmt IV, L.P. and Deerfield Management
Company, L.P. Deerfield Management Company, L.P. is the investment manager of each of Deerfield Private Design Fund III, L.P.,
Deerfield Private Design Fund IV, L.P. and Deerfield Partners, L.P. Deerfield Mgmt III, L.P. is the general partner of Deerfield
Private Design Fund III, L.P. Deerfield Mgmt IV, L.P. is the general partner of Deerfield Private Design Fund IV, L.P. Deerfield
Mgmt, L.P. is the general partner of Deerfield Partners, L.P.
This Amendment No.
6 (this “Amendment”) to Schedule 13D amends the Schedule 13D (as previously amended, the “Schedule
13D”) filed by (i) Deerfield Mgmt, L.P. (“Deerfield Mgmt”), (ii) Deerfield Management Company, L.P.
(“Deerfield Management”), (iii) Deerfield Mgmt III, L.P. (“Deerfield Mgmt III”), (iv) Deerfield
Special Situations Fund, L.P. (“Deerfield Special Situations Fund”), (v) Deerfield Partners, L.P. (“Deerfield
Partners”), (vi) Deerfield Private Design Fund III, L.P. (“Deerfield Private Design Fund III”), (vii)
Deerfield Private Design Fund IV, L.P. (“Deerfield Private Design Fund IV”), (viii) Deerfield Mgmt, L.P. (“Deerfield
Mgmt IV”), (ix) James E. Flynn (“Flynn” and, collectively with Deerfield Mgmt, Deerfield Management,
Deerfield Mgmt III, Deerfield Special Situations Fund, Deerfield Partners, Deerfield Private Design Fund III, Deerfield Private
Design Fund IV and Deerfield Mgmt IV, the “Reporting Persons”) and certain other persons, with respect to the
securities of ArTara Therapeutics, Inc. (formerly known as Proteon Therapeutics, Inc.), as amended by Amendment Nos. 1, 2, 3, 4
and 5 to the Schedule 13D filed on August 4, 2017, August 22, 2017, December 4, 2017, November 8, 2019 and November 14, 2019, respectively.
Deerfield Special Situations Fund, Deerfield Partners, Deerfield Private Design Fund III and Deerfield Private Design Fund IV are
collectively referred to herein as the “Funds.”
Capitalized terms used herein but not otherwise
defined herein shall have the meanings ascribed to them in the Schedule 13D.
|
Item 1.
|
Security and Issuer.
|
Item 1 of the Schedule 13D is hereby
amended and restated in its entirety to read as follows:
This Statement on Schedule 13D relates
to the shares of Common Stock, par value $0.001 per share (the “Common Stock”), of ArTara Therapeutics, Inc.
(formerly known as Proteon Therapeutics, Inc.), a Delaware corporation (the “Company”). The address of the Company's
principal executive office is 1 Little West 12th Street, New York, NY 10014.
|
|
Item 3.
|
Source and Amount of Funds or Other Consideration.
|
Item 3 of the Schedule 13D is hereby
amended by adding the following:
Effective as of January 1, 2020, Deerfield
Special Situations Fund contributed 149,676 shares of Common Stock (or 3,741 shares of Common Stock after giving effect to the
Reverse Stock Split (as defined below)) to Deerfield Partners in connection with the consolidation of Deerfield Special Situations
and Deerfield Partners (the “Fund Consolidation Transaction”). Deerfield Partners issued limited partnership
interests to certain Deerfield Special Situations Fund investors in exchange for such shares. As a result of the Fund Consolidation
Transaction, Deerfield Special Situations Fund ceased to be the beneficial owner of any shares of Common Stock.
As previously announced by the Company,
on January 9, 2020, the Company consummated the transactions contemplated by the Agreement and Plan of Merger and Reorganization,
dated as of September 23, 2019, by and among the Company, REM 1 Acquisition, Inc., and ArTara Subsidiary, Inc., as amended, including
the Merger. Immediately following the consummation of the Merger on January 9, 2020, the 15,200 shares of Series A Convertible
Preferred Stock held by Deerfield Private Design Fund IV, with an aggregate stated value of $15,200,000, automatically converted
into an aggregate of 381,947 shares of Common Stock in accordance with the Certificate of Designation of Preferences, Rights and
Limitations of Series A Convertible Preferred Stock, as amended (as amended, the “Certificate of Designation”)
at a conversion price of $39.796 per share (after giving effect to the Reverse Stock Split). In accordance with the Certificate
of Designation, the conversion price for the Series A Convertible Preferred Stock was adjusted as of January 9, 2020 to reflect
the 1-for-40 reverse stock split (the “Reverse Stock Split”) effected by the Company in connection with, and
prior to the consummation of, the Merger.
|
|
Item 5.
|
Interests in Securities of the Issuer
|
Items 5(a), (b), (c) and (e) of the
Schedule 13D are hereby amended and restated as follows:
(a)
(1) Deerfield Special Situations
Fund
Number of shares: 0
Percentage of shares: 0.00%*
(2) Deerfield Partners
Number of shares: 8,677
Percentage of shares: 0.15%*
(3) Deerfield Private Design
Fund III
Number of
Shares: 21,944
Percentage
of Shares: 0.38%*
(4) Deerfield Private Design
Fund IV
Number of
Shares: 402,049
Percentage
of Shares: 6.88%*
(5) Deerfield Mgmt
Number of shares: 8,677
Percentage of shares: 0.15%*
(6) Deerfield Mgmt III
Number of
Shares: 21,944
Percentage
of Shares: 0.38%*
(7) Deerfield Mgmt IV
Number of
Shares: 402,049
Percentage
of Shares: 6.88%*
(8) Deerfield Management
Number of shares: 432,670
Percentage of shares: 7.40%*
(9) Flynn
Number of shares: 432,670
Percentage of shares: 7.40%*
*Percentage beneficial ownership reported
herein reflects 5,843,682 shares of common stock outstanding, after giving effect to the conversion of Series A Convertible Preferred
Stock reported herein, based on the number of shares of Common Stock outstanding furnished to the Reporting Persons by a representative
of the Company.
(b)
(1) Deerfield Special Situations
Fund
Sole power to vote or direct the
vote: 0
Shared power to vote or direct
the vote: 0
Sole power to dispose or to direct
the disposition: 0
Shared power to dispose or direct
the disposition: 0
(2) Deerfield Partners
Sole power to vote or direct the
vote: 0
Shared power to vote or direct
the vote: 8,677
Sole power to dispose or to direct
the disposition: 0
Shared power to dispose or direct
the disposition: 8,677
(3) Deerfield Private Design
Fund III
Sole power to vote or direct the
vote: 0
Shared power to vote or direct
the vote: 21,944
Sole power to dispose or to direct
the disposition: 0
Shared power
to dispose or direct the disposition: 21,944
(4) Deerfield Private Design
Fund IV
Sole power to vote or direct the
vote: 0
Shared power to vote or direct
the vote: 402,049
Sole power to dispose or to direct
the disposition: 0
Shared power
to dispose or direct the disposition: 402,049
(5) Deerfield Mgmt
Sole power to vote or direct the
vote: 0
Shared power to vote or direct
the vote: 8,677
Sole power to dispose or to direct
the disposition: 0
Shared power to dispose or direct
the disposition: 8,677
(6) Deerfield Mgmt III
Sole power to vote or direct the
vote: 0
Shared power to vote or direct
the vote: 21,944
Sole power to dispose or to direct
the disposition: 0
Shared power to dispose or direct
the disposition: 21,944
(7) Deerfield Mgmt IV
Sole power to vote or direct the
vote: 0
Shared power to vote or direct
the vote: 402,049
Sole power to dispose or to direct
the disposition: 0
Shared power to dispose or direct
the disposition: 402,049
(8) Deerfield Management
Sole power to vote or direct the
vote: 0
Shared power to vote or direct
the vote: 432,670
Sole power to dispose or to direct
the disposition: 0
Shared power to dispose or direct
the disposition: 432,670
(9) Flynn
Sole power to vote or direct the
vote: 0
Shared power to vote or direct
the vote: 432,670
Sole power to dispose or to direct
the disposition: 0
Shared power to dispose or direct
the disposition: 432,670
Flynn is the sole member of the general partner of each of Deerfield
Mgmt, Deerfield Mgmt III, Deerfield Mgmt IV and Deerfield Management. Deerfield Mgmt is the general partner of Deerfield
Partners. Deerfield Mgmt III is the general partner of Deerfield Private Design Fund III. Deerfield Mgmt IV is the general partner
of Deerfield Private Design Fund IV. Deerfield Management is the investment manager of each of Deerfield Private Design Fund III,
Deerfield Partners and Deerfield Private Design Fund IV.
(c) Except as set forth in Item 3, the Reporting Persons have
not engaged in any transactions in the Company’s securities during the past 60 days.
(e) As of January 1, 2020, Deerfield Special Situations Fund
ceased to beneficially own more than five percent of the Common Stock.
SIGNATURE
After reasonable inquiry
and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true,
complete and correct.
Dated: January 17, 2020
|
|
DEERFIELD MGMT, L.P.
By: J.E. Flynn Capital, LLC, General Partner
By:
/s/ Jonathan Isler
Name:
Jonathan Isler
Title: Attorney-in-Fact
DEERFIELD
MGMT III, L.P.
By: J.E. Flynn Capital III, LLC, General Partner
By:
/s/ Jonathan Isler
Name:
Jonathan Isler
Title: Attorney-in-Fact
DEERFIELD
MGMT IV, L.P.
By:
J.E. Flynn Capital IV, LLC, General Partner
By:
/s/ Jonathan Isler
Name:
Jonathan Isler
Title: Attorney-in-Fact
DEERFIELD SPECIAL SITUATIONS FUND, L.P.
By:
Deerfield Mgmt, L.P., General Partner
By: J.E. Flynn Capital, LLC, General Partner
By:
/s/ Jonathan Isler
Name:
Jonathan Isler
Title: Attorney-in-Fact
DEERFIELD PARTNERS, L.P.
By:
Deerfield Mgmt, L.P., General Partner
By: J.E. Flynn Capital, LLC, General Partner
By:
/s/ Jonathan Isler
Name:
Jonathan Isler
Title: Attorney-in-Fact
|
|
|
DEERFIELD
PRIVATE DESIGN FUND III, L.P.
By:
Deerfield Mgmt III, L.P., General Partner
By: J.E. Flynn Capital III, LLC, General Partner
By:
/s/ Jonathan Isler
Name:
Jonathan Isler
Title: Attorney-in-Fact
DEERFIELD
PRIVATE DESIGN FUND IV, L.P.
By:
Deerfield Mgmt IV, L.P., General Partner
By: J.E. Flynn Capital IV, LLC, General Partner
By:
/s/ Jonathan Isler
Name:
Jonathan Isler
Title: Attorney-in-Fact
DEERFIELD MANAGEMENT COMPANY, L.P.
By: Flynn Management LLC, General Partner
By:
/s/ Jonathan Isler
Name:
Jonathan Isler
Title: Attorney-in-Fact
JAMES E. FLYNN
/s/ Jonathan Isler
Jonathan Isler, Attorney-in-Fact
|
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