0000919574-20-005887.txt : 20200916 0000919574-20-005887.hdr.sgml : 20200916 20200916204352 ACCESSION NUMBER: 0000919574-20-005887 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200914 FILED AS OF DATE: 20200916 DATE AS OF CHANGE: 20200916 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARMISTICE CAPITAL, LLC CENTRAL INDEX KEY: 0001601086 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33818 FILM NUMBER: 201179911 BUSINESS ADDRESS: STREET 1: 510 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 231-4932 MAIL ADDRESS: STREET 1: 510 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Armistice Capital Master Fund Ltd. CENTRAL INDEX KEY: 0001633584 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33818 FILM NUMBER: 201179912 BUSINESS ADDRESS: STREET 1: C/O ARMISTICE CAPITAL, LLC STREET 2: 510 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-231-4932 MAIL ADDRESS: STREET 1: C/O ARMISTICE CAPITAL, LLC STREET 2: 510 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Boyd Steven CENTRAL INDEX KEY: 0001706140 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33818 FILM NUMBER: 201179913 MAIL ADDRESS: STREET 1: 510 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ReShape Lifesciences Inc. CENTRAL INDEX KEY: 0001371217 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 481293684 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1001 CALLE AMANECER CITY: SAN CLEMENTE STATE: CA ZIP: 92673 BUSINESS PHONE: 9494296680 MAIL ADDRESS: STREET 1: 1001 CALLE AMANECER CITY: SAN CLEMENTE STATE: CA ZIP: 92673 FORMER COMPANY: FORMER CONFORMED NAME: EnteroMedics Inc DATE OF NAME CHANGE: 20060802 4 1 ownership.xml X0306 4 2020-09-14 0 0001371217 ReShape Lifesciences Inc. RSLS 0001601086 ARMISTICE CAPITAL, LLC 510 MADISON AVENUE, 7TH FLOOR NEW YORK NY 10022 0 0 1 0 0001633584 Armistice Capital Master Fund Ltd. C/O DMS CORPORATE SERVICES LTD. 20 GENESIS CLOSE, P.O. BOX 314 GRAND CAYMAN E9 KY1-1104 CAYMAN ISLANDS 0 0 1 0 0001706140 Boyd Steven C/O ARMISTICE CAPITAL, LLC 510 MADISON AVENUE, 7TH FLOOR NEW YORK NY 10022 0 0 1 0 Common Stock 2020-09-16 4 P 0 100 3.75 A 5312100 D Common Stock 2020-09-16 4 P 0 0 0 A 5312100 I See Footnote Series G Warrants 2020-09-14 4 J 0 1200000 A 2020-09-14 2025-09-14 COMMON STOCK 1200000 1200000 D Series G Warrants 2020-09-14 4 J 0 0 A 2020-09-14 2025-09-14 COMMON STOCK 0 1200000 I See Footnote Series G Warrants 2020-03-25 2025-03-25 COMMON STOCK 1200000 1200000 D Series G Warrants 2020-03-25 2025-03-25 COMMON STOCK 0 1200000 I See Footnote Series E Warrants 2019-09-23 2020-11-12 COMMON STOCK 2625000 2625000 D Series E Warrants 2019-09-23 2020-11-12 COMMON STOCK 0 2625000 I See Footnote Series A Warrants 2019-06-18 2024-11-12 COMMON STOCK 2625000 2625000 D Series A Warrants 2019-06-18 2024-11-12 COMMON STOCK 0 2625000 I See Footnote The reported securities are directly owned by Armistice Capital Master Fund Ltd., a Cayman Islands exempted company (the "Master Fund"), and may be deemed to be indirectly beneficially owned by: (i) Armistice Capital, LLC ("Armistice Capital"), as the investment manager of the Master Fund; and (ii) Steven Boyd, as the Managing Member of Armistice Capital. Armistice Capital and Steven Boyd disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that either of them are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. The Issuer issued to the Master Fund these Series G Warrants (the "Existing Series G Warrants") in connection with a credit agreement entered into between the Issuer and the Master Fund on March 25, 2020, as amended on March 31, 2020 (the "Credit Agreement"). The exercise price for each Existing Series G Warrant is the lesser of: (i) $3.70 per share of the Issuer's common stock (collectively, the "Shares"); or (ii) the average of the two lowest volume weighted average prices for the Shares during the 10 trading days immediately prior to the exercise date, subject to adjustment pursuant to the terms of the Series G Common Stock Purchase Warrant dated March 25, 2020. The exercise price of each Series E Warrant is $0.05 per Share, subject to adjustment pursuant to the terms of the Series E Warrants. The exercise price for each Series A Warrant is $0.022 per Share, subject to adjustment pursuant to the terms of the Series A Warrants. The Issuer issued to the Master Fund these Series G Warrants (the "New Series G Warrants") in connection with a second amendment to the Credit Agreement entered into between Issuer and the Master Fund on September 14, 2020. The exercise price for each New Series G Warrant is $3.25 per Share, subject to adjustment pursuant to cashless exercise provisions and other terms set forth in the Series G Common Stock Purchase Warrant dated September 14, 2020. Armistice Capital, LLC By: /s/ Steven Boyd, Managing Member 2020-09-16 Armistice Capital Master Fund Ltd. By: /s/ Steven Boyd, Director 2020-09-16 /s/ Steven Boyd 2020-09-16