0001104659-12-007761.txt : 20120208 0001104659-12-007761.hdr.sgml : 20120208 20120208144630 ACCESSION NUMBER: 0001104659-12-007761 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120208 DATE AS OF CHANGE: 20120208 GROUP MEMBERS: ALAN E. SALZMAN GROUP MEMBERS: VANTAGEPOINT VENTURE ASSOCIATES IV, L.L.C. GROUP MEMBERS: VANTAGEPOINT VENTURE PARTNERS IV PRINCIPALS FUND, L.P. GROUP MEMBERS: VANTAGEPOINT VENTURE PARTNERS IV, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Anthera Pharmaceuticals Inc CENTRAL INDEX KEY: 0001316175 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 201852016 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-85368 FILM NUMBER: 12581395 BUSINESS ADDRESS: STREET 1: 25801 INDUSTRIAL BOULEVARD, SUITE B CITY: HAYWARD STATE: CA ZIP: 94545 BUSINESS PHONE: (510) 856-5600 MAIL ADDRESS: STREET 1: 25801 INDUSTRIAL BOULEVARD, SUITE B CITY: HAYWARD STATE: CA ZIP: 94545 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VANTAGEPOINT VENTURE PARTNERS IV Q LP CENTRAL INDEX KEY: 0001129585 IRS NUMBER: 943359388 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1001 BAY HILL DRIVE STREET 2: SUITE 300 CITY: SAN BRUNO STATE: CA ZIP: 94066 BUSINESS PHONE: 6508663100 MAIL ADDRESS: STREET 1: 1001 BAY HILL DRIVE STREET 2: SUITE 300 CITY: SAN BRUNO STATE: CA ZIP: 94066 SC 13D/A 1 a12-4364_2sc13da.htm SC 13D/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

 

SCHEDULE 13D

 

 

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

 

ANTHERA PHARMACEUTICALS, INC.

(Name of Issuer)

 

COMMON STOCK, PAR VALUE $0.001 PER SHARE

(Title of Class of Securities)

 

03674U 102

(CUSIP Number)

 

Alan E. Salzman

VantagePoint Capital Partners

1001 Bayhill Drive, Suite 300

San Bruno, CA  94066

(650) 866-3100

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

February 8, 2012

(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. o

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.

* 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).

 


 

CUSIP No.   03674U 102

 

 

1.

Names of Reporting Persons.
VantagePoint Venture Partners IV (Q), L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 o

 

 

(b)

 x

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
Delaware

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
4,984,062(*)

 

8.

Shared Voting Power
0

 

9.

Sole Dispositive Power
4,984,062 (*)

 

10.

Shared Dispositive Power
0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,984,062 (*)

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
12.2%

 

 

14.

Type of Reporting Person (See Instructions)
PN

 

(*)  Includes 4,836,201 shares of Common Stock and 147,861 shares of Common Stock subject to currently exercisable warrants.

 

2


 

CUSIP No.   03674U 102

 

 

1.

Names of Reporting Persons.
VantagePoint Venture Partners IV, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 o

 

 

(b)

 x

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
Delaware

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
498,953(*)

 

8.

Shared Voting Power
0

 

9.

Sole Dispositive Power
498,953 (*)

 

10.

Shared Dispositive Power
0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
498,953 (*)

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
1.2%

 

 

14.

Type of Reporting Person (See Instructions)
PN

 

(*)  Includes 484,152 shares of the Common Stock and 14,801 shares of Common Stock subject to currently exercisable warrants.

 

3


 

CUSIP No.   03674U 102

 

 

1.

Names of Reporting Persons.
VantagePoint Venture Partners IV Principals Fund, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 o

 

 

(b)

 x

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
Delaware

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
18,150 (*)

 

8.

Shared Voting Power
0

 

9.

Sole Dispositive Power
18,150 (*)

 

10.

Shared Dispositive Power
0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
18,150 (*)

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
0.04%

 

 

14.

Type of Reporting Person (See Instructions)
PN

 

(*) Includes 17,612 shares of Common Stock and 538 shares of Common Stock subject to currently exercisable warrants.

 

4


 

CUSIP No.   03674U 102

 

 

1.

Names of Reporting Persons.
VantagePoint Venture Associates IV, L.L.C.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 o

 

 

(b)

 x

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
AF

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
Delaware

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
5,520,728(*)

 

8.

Shared Voting Power
0

 

9.

Sole Dispositive Power
5,520,728 (*)

 

10.

Shared Dispositive Power
0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,520,728 (*)

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
13.5%

 

 

14.

Type of Reporting Person (See Instructions)
OO

 

(*)  Includes 5,357,528 shares of Common Stock and 163,200 shares of Common Stock subject to currently exercisable warrants.

 

5


 

CUSIP No.   03674U 102

 

 

1.

Names of Reporting Persons.
Alan E. Salzman

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 o

 

 

(b)

 x

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
AF

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
Canada

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
5,520,728 (*)

 

8.

Shared Voting Power
0

 

9.

Sole Dispositive Power
5,520,728 (*)

 

10.

Shared Dispositive Power
0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,520,728 (*)

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
13.5%

 

 

14.

Type of Reporting Person (See Instructions)
IN

 

(*)  Includes 5,357,528 shares of Common Stock and 163,200 shares of Common Stock subject to currently exercisable warrants.

 

6


 

Item 1.    Security and Issuer

 

This Amendment No. 3 to Schedule 13D (this “Amendment No. 3”) amends and supplements the statement on Schedule 13D originally filed on March 12, 2010 (the “Original Schedule 13D” and as amended and supplemented by Amendment No. 1 to Schedule 13D filed on October 12, 2010, Amendment No. 2 to Schedule 13D filed on  May 5, 2011, and this Amendment No. 3 the “Schedule 13D”), on behalf of VantagePoint Venture Partners IV (Q), L.P., a Delaware limited partnership (“VPVP IV (Q)”), VantagePoint Venture Partners IV, L.P., a Delaware limited partnership (“VPVP IV”), VantagePoint Venture Partners IV Principals Fund, L.P., a Delaware limited partnership (“VPVP IV Principals,” and together with VPVP IV (Q) and VPVP IV, the “VantagePoint Funds”), VantagePoint Venture Associates IV, L.L.C., a Delaware limited liability company (“VP IV Venture Associates” ), and Alan E. Salzman (Mr. Salzman, together with the VantagePoint Funds and VP IV Venture Associates, the “Reporting Persons”), relating to the common stock, par value $0.001 per share (the “Common Stock”), of Anthera Pharmaceuticals, Inc., a corporation organized under the laws of the state of Delaware (the “Issuer”), with its principal executive offices located at 25801 Industrial Boulevard, Suite B, Hayward, California 94545.  Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable.

 

Item 5.    Interest in Securities of the Issuer.

 

Clauses (a)-(c) of Item 5 of the Schedule 13D are hereby amended and restated in their entirety as follows:

 

(a)-(b) VPVP IV (Q) may be deemed, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (“Rule 13d-3”), to have sole power to direct the voting and disposition of 4,984,062 shares of Common Stock, representing approximately 12.2%(1) of the outstanding shares of Common Stock.

 

VPVP IV may be deemed, for purposes of Rule 13d-3, to have sole power to direct the voting and disposition of 498,953 shares of Common Stock, representing approximately 1.2%(2) of the outstanding shares of Common Stock.

 

VPVP IV Principals may be deemed, for purposes of Rule 13d-3, to have sole power to direct the voting and disposition of 18,150 shares of Common Stock, representing approximately 0.04%(3) of the outstanding shares of Common Stock.

 

VP IV Venture Associates, as the general partner of each of VPVP IV (Q), VPVP IV and VPVP IV Principals, may be deemed to have sole power to direct the voting and disposition of the 5,520,728 shares of Common Stock beneficially owned by VPVP IV (Q), VPVP and VPVP IV Principals representing approximately 13.5%(4) of the outstanding shares of Common Stock.

 

Mr. Alan Salzman, as a managing member of VP IV Venture Associates, may be deemed to have sole power to direct the voting and disposition of the 5,520,728 shares of Common Stock beneficially owned by VP IV Venture Associates, over which VP IV Venture Associates has sole voting and investment power, in the aggregate, representing approximately 13.5%(5) of the outstanding shares of Common Stock.

 

Each of the Reporting Persons expressly disclaims beneficial ownership of the shares of capital stock of the Issuer owned by all other Reporting Persons.

 

(1) Based upon 40,907,945 shares of Common Stock outstanding as of October 31, 2011, plus 147,861 shares of Common Stock subject to currently exercisable warrants.

(2) Based upon 40,907,945 shares of Common Stock outstanding as of October 31, 2011, plus 14,801 shares of Common Stock subject to currently exercisable warrants.

(3) Based upon 40,907,945 shares of Common Stock outstanding as of October 31, 2011, plus 538 shares of Common Stock subject to currently exercisable warrants.

(4) Based upon 40,907,945 shares of Common Stock outstanding as of October 31, 2011, plus 163,200 shares of Common Stock subject to currently exercisable warrants.

(5) Based upon 40,907,945 shares of Common Stock outstanding as of October 31, 2011, plus 163,200 shares of Common Stock subject to currently exercisable warrants.

 

7


 

(c)  Each of the Reporting Persons has not engaged in any transaction in shares of Common Stock during the past 60 days except for the following sales of shares of Common Stock:

 

 

 

 

 

Number of Shares of

 

 

 

 

 

 

 

Reporting Person

 

Common Stock

 

 

 

 

 

 

 

Effecting the Sale of

 

Sold by Reporting

 

Sale Price Per Share of

 

 

 

Date

 

Shares of Common Stock

 

Person

 

Common Stock

 

Transaction

 

N/A

 

 

 

 

 

 

 

 

 

 

8


 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned hereby certifies that the information set forth in this statement is true, complete and correct.

 

Dated: February 8, 2012

 

 

 

 

 

 

 

 

VantagePoint Venture Partners IV (Q), L.P.

 

VantagePoint Venture Partners IV, L.P.

 

 

 

 

 

By:

VantagePoint Venture Associates IV, L.L.C.,

 

By:

VantagePoint Venture Associates IV, L.L.C.,

 

 

 

 

 

 

 

 

 

 

By:

/s/ Alan E. Salzman

 

By:

/s/ Alan E. Salzman

 

 

 

 

 

 

Alan E. Salzman, Managing Member

 

 

Alan E. Salzman, Managing Member

 

 

 

 

 

 

 

 

 

 

VantagePoint Venture Partners IV Principals Fund, L.P.

 

VantagePoint Venture Associates IV, L.L.C.

 

 

 

 

 

By:

VantagePoint Venture Associates IV, L.L.C.,

 

By:

/s/ Alan E. Salzman

 

 

 

 

 

 

 

 

 

Alan E. Salzman, Managing Member

 

 

 

 

 

By:

/s/ Alan E. Salzman

 

 

 

 

 

 

 

 

 

Alan E. Salzman, Managing Member

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Alan E. Salzman

 

 

 

Alan E. Salzman

 

 

 

9