0000899243-19-014214.txt : 20190520
0000899243-19-014214.hdr.sgml : 20190520
20190520183240
ACCESSION NUMBER: 0000899243-19-014214
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190516
FILED AS OF DATE: 20190520
DATE AS OF CHANGE: 20190520
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: QVT Associates GP LLC
CENTRAL INDEX KEY: 0001290166
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38667
FILM NUMBER: 19840364
BUSINESS ADDRESS:
STREET 1: 1177 AVENUE OF THE AMERICAS
STREET 2: 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: 212-705-8800
MAIL ADDRESS:
STREET 1: 1177 AVENUE OF THE AMERICAS
STREET 2: 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: QVT Financial Investment Cayman Ltd.
CENTRAL INDEX KEY: 0001771138
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38667
FILM NUMBER: 19840365
BUSINESS ADDRESS:
STREET 1: 190 ELGIN AVENUE
CITY: GEORGE TOWN
STATE: E9
ZIP: KY1-9005
BUSINESS PHONE: 2127058888
MAIL ADDRESS:
STREET 1: 190 ELGIN AVENUE
CITY: GEORGE TOWN
STATE: E9
ZIP: KY1-9005
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Urovant Sciences Ltd.
CENTRAL INDEX KEY: 0001740547
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: D0
FISCAL YEAR END: 0331
BUSINESS ADDRESS:
STREET 1: 5151 CALIFORNIA AVENUE
STREET 2: SUITE 250
CITY: IRVINE
STATE: CA
ZIP: 92617
BUSINESS PHONE: 949-226-6029
MAIL ADDRESS:
STREET 1: 5151 CALIFORNIA AVENUE
STREET 2: SUITE 250
CITY: IRVINE
STATE: CA
ZIP: 92617
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-05-16
0
0001740547
Urovant Sciences Ltd.
UROV
0001290166
QVT Associates GP LLC
444 MADISON AVENUE, 21ST FLOOR
NEW YORK
NY
10022
0
0
1
0
0001771138
QVT Financial Investment Cayman Ltd.
190 ELGIN AVENUE
GEORGE TOWN, GRAND CAYMAN
E9
KY1-9005
CAYMAN ISLANDS
0
0
1
0
Common Shares, par value $0.000037453 per share
2019-05-16
4
P
0
5408
6.7896
A
22709077
I
(see fn6)
Common Shares, par value $0.000037453 per share
2019-05-17
4
P
0
6200
7.3615
A
22715277
I
(see fn6)
Common Shares, par value $0.000037453 per share
2019-05-20
4
P
0
8285
7.9833
A
22723562
I
(see fn6)
Common Shares, par value $0.000037453 per share
2019-05-20
4
P
0
1715
8.3867
A
22725277
I
(see fn6)
Each transaction was a series of open market purchases made in accordance with the safe harbor of Rule 10b-18 under the Securities Exchange Act of 1934, as amended.
The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $6.70 to $6.93, inclusive. The reporting person undertakes to provide to Urovant Sciences Ltd. ("Urovant"), any security holder of Urovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (2) to this Form 4.
The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $7.03 to $7.85, inclusive. The reporting person undertakes to provide to Urovant, any security holder of Urovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (3) to this Form 4.
The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $7.35 to $8.35, inclusive. The reporting person undertakes to provide to Urovant, any security holder of Urovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (4) to this Form 4.
The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $8.36 to $8.47, inclusive. The reporting person undertakes to provide to Urovant, any security holder of Urovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (5) to this Form 4.
QVT Financial LP, its general partner, QVT Financial GP LLC, QVT Financial Investment Cayman Ltd. and QVT Associates GP LLC, the general partner of certain funds managed by QVT Financial LP (collectively, "QVT"), may be deemed to have beneficial ownership over the 22,725,277 Common Shares held by Roivant Sciences Ltd. ("Roivant") because, as shareholders of Roivant, QVT may be deemed to have dispositive power and, therefore, beneficial ownership, over the Common Shares held by Roivant by virtue of governance arrangements in Roivant's bye-laws. The filing of this statement shall not be deemed an admission that QVT is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. QVT expressly disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
/s/ Daniel Gold
2019-05-20