Amended Statement of Ownership (sc 13g/a)
February 16 2021 - 12:02PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under
the Securities Exchange Act of 1934
(Amendment No. 2)*
Teligent,
Inc.
(Name
of Issuer)
Common
Stock, par value $0.01 per share
(Title
of Class of Securities)
87960W203
(CUSIP
Number)
Kamran
Moghtaderi, Eversept Partners, LP, 444 Madison Avenue, 22nd Floor, New York, NY 10022, 212-707-6113
(Name,
Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December
31, 2020
(Date
of Event which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
x Rule 13d-1(c)
o Rule 13d-1(d)
*
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).
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CUSIP No. 87960W203
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13G/A
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Page 2 of 9 Pages
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1.
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NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Eversept Partners, LP
47-5115829
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) x
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3.
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SEC USE
ONLY
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4.
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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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5.
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SOLE
VOTING POWER
0
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6.
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SHARED
VOTING POWER
0
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7.
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SOLE
DISPOSITIVE POWER
0
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8.
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SHARED
DISPOSITIVE POWER
0
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) o
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
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12.
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TYPE OF
REPORTING PERSON (see instructions)
IA
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CUSIP No. 87960W203
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13G/A
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Page 3 of 9 Pages
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1.
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NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Eversept GP, LLC
27-4616328
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) x
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3.
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SEC USE
ONLY
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4.
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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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5.
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SOLE
VOTING POWER
0
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6.
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SHARED
VOTING POWER
0
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7.
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SOLE
DISPOSITIVE POWER
0
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8.
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SHARED
DISPOSITIVE POWER
0
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) o
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
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12.
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TYPE OF
REPORTING PERSON (see instructions)
OO
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CUSIP No. 87960W203
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13G/A
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Page 4 of 9 Pages
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1.
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NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Eversept Global Healthcare Fund, LP
27-4616673
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) x
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3.
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SEC USE
ONLY
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4.
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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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5.
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SOLE
VOTING POWER
0
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6.
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SHARED
VOTING POWER
0
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7.
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SOLE
DISPOSITIVE POWER
0
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8.
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SHARED
DISPOSITIVE POWER
0
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) o
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
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12.
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TYPE OF
REPORTING PERSON (see instructions)
PN
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CUSIP No. 87960W203
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13G/A
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Page 5 of 9 Pages
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1.
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NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Kamran Moghtaderi
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) x
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3.
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SEC USE
ONLY
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4.
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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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5.
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SOLE
VOTING POWER
0
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6.
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SHARED
VOTING POWER
0
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7.
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SOLE
DISPOSITIVE POWER
0
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8.
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SHARED
DISPOSITIVE POWER
0
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) o
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
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12.
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TYPE OF
REPORTING PERSON (see instructions)
IN, HC
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CUSIP No. 87960W203
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13G/A
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Page 6 of 9 Pages
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Item 1.
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(a)
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Name of Issuer
Teligent, Inc.
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(b)
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Address of Issuer’s Principal Executive
Offices
105 Lincoln Ave., Buena, NJ 08310
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Item 2.
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(a)
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Name
of Person Filing
This statement is jointly filed by and on behalf of each of Eversept GP, LLC, a Delaware limited liability company (the
“GP”), Eversept Partners, LP, a Delaware limited partnership (the “Investment Manager”),
Eversept Global Healthcare Fund, LP (the “Fund”) and Kamran Moghtaderi (collectively
referred herein as “Reporting Persons”). The GP is the general partner of the Fund, and may
be deemed to indirectly beneficially own securities owned by the Fund. The Investment Manager is the investment manager
of the Fund, and may be deemed to indirectly beneficially own securities owned by the Fund. Mr. Moghtaderi is the
sole manager of, and may be deemed to beneficially own securities beneficially owned by, the GP. The Fund is the record
and direct beneficial owner of the securities covered by this statement.
Each Reporting Person
declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person
is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities
covered by this statement.
Each Reporting Person
may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purpose of Section 13(d)
or 13(g) of the Act. Each of the Reporting Persons declares that neither the filing of this statement nor anything herein
shall be construed as an admission that such person is, for the purpose of Section 13(d) or 13(g) of the Act or any
other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership,
limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the
issuer or otherwise with respect to the issuer or any securities of the issuer or (ii) a member of any group with
respect to the issuer or any securities of the issuer.
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(b)
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Address of the Principal Office or, if
none, residence
The address of the principal business office of each of the Reporting Persons is c/o Eversept Partners, LP, 444 Madison
Avenue, 22nd Floor, New York, NY 10022.
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(c)
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Citizenship
See Item 4 on the cover page hereto.
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(d)
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Title of Class of Securities
Common Stock, par value $0.01 per share
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(e)
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CUSIP Number
87960W203
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CUSIP No. 87960W203
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13G/A
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Page 7 of 9 Pages
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Item 3. If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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o
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Broker or
dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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Bank as defined
in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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o
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Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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An investment
adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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An employee
benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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A parent
holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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A savings
associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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A church
plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of
1940 (15 U.S.C. 80a-3);
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(j)
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Group, in
accordance with §240.13d-1(b)(1)(ii)(J).
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Item 4. Ownership.
Provide the
following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item
1.
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(a)
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Amount beneficially owned: 0
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(b)
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Percent of class: 0%
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(c)
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Number of shares as to which
the person has:
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(i)
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Sole power to vote or to direct the vote 0
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(ii)
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Shared power to vote or to direct the vote 0
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(iii)
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Sole power to dispose or to direct the
disposition of 0.
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(iv)
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Shared power to dispose or to direct the
disposition of 0.
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CUSIP No. 87960W203
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13G/A
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Page 8 of 9 Pages
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Item 5. Ownership
of Five Percent or Less of a Class.
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the following x.
Item 6. Ownership
of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification
and Classification of Members of the Group.
Not
applicable.
Item 9. Notice
of Dissolution of Group.
Not applicable.
Item
10. Certification.
By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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CUSIP No. 87960W203
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13G/A
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Page 9 of 9 Pages
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After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
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EVERSEPT PARTNERS, LP
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By:
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/s/ Kamran Moghtaderi
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Name:
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Kamran Moghtaderi
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Title:
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Managing Principal
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EVERSEPT GP, LLC
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By:
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/s/ Kamran Moghtaderi
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Name:
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Kamran Moghtaderi
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Title:
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Managing Member
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EVERSEPT GLOBAL HEALTHCARE FUND, LP
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By:
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Eversept GP, LLC
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Its:
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General Partner
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By:
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/s/ Kamran Moghtaderi
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Name:
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Kamran Moghtaderi
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Title:
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Managing Member
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KAMRAN MOGHTADERI
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/s/ Kamran Moghtaderi
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Kamran Moghtaderi
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