0000894579-15-000054.txt : 20150213 0000894579-15-000054.hdr.sgml : 20150213 20150213162517 ACCESSION NUMBER: 0000894579-15-000054 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150213 DATE AS OF CHANGE: 20150213 GROUP MEMBERS: INDEX VENTURE ASSOCIATES IV LTD GROUP MEMBERS: INDEX VENTURES IV (JERSEY) LP GROUP MEMBERS: INDEX VENTURES IV PARALLEL ENTREPRENEUR FUND (JERSEY) LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Versartis, Inc. CENTRAL INDEX KEY: 0001513818 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 244106690 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88067 FILM NUMBER: 15615035 BUSINESS ADDRESS: STREET 1: 4200 BOHANNON DRIVE STREET 2: SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6509638580 MAIL ADDRESS: STREET 1: 4200 BOHANNON DRIVE STREET 2: SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Index Venture Associates IV Ltd CENTRAL INDEX KEY: 0001447962 IRS NUMBER: 000000000 STATE OF INCORPORATION: Y9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 44 ESPLANADE CITY: ST. HELLIER, CHANNEL ISLANDS STATE: Y9 ZIP: JE4 9WG BUSINESS PHONE: 44 1534 753 623 MAIL ADDRESS: STREET 1: 44 ESPLANADE CITY: ST. HELLIER, CHANNEL ISLANDS STATE: Y9 ZIP: JE4 9WG SC 13G 1 ivversartis13g021215.htm SCHEDULE 13G ivversartis13g021215.htm

  UNITED STATES    
  SECURITIES AND EXCHANGE COMMISSION    
  Washington, D.C. 20549    
       
       
________________

SCHEDULE 13G

(Amendment No.  )*

Versartis, Inc.
(Name of Issuer)

Ordinary Shares, $0.0001 par value per share
(Title of Class of Securities)


92529L102
(CUSIP Number)

December 31, 2014
(Date of Event which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[ ]   Rule 13d-1(b)
[ ]   Rule 13d-1(c)
[X] 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 the disclosures provided in a prior cover page.
 
The information required in 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. 92529L102
 13G
Page 2 of 14 Pages


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Index Ventures IV (Jersey) LP
   
2
 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
    (b) [ ]
   
3 SEC USE ONLY
 
 
   
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
2,169,930
 
 
6
SHARED VOTING POWER
0
 
 
7
SOLE DISPOSITIVE POWER
2,169,930
 
  
8
SHARED DISPOSITIVE POWER
0
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,169,930
  
     
10
 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    
[ ]
  
     
     
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.6%
  
     
12
TYPE OF REPORTING PERSON
PN
  
     


 
 
 

CUSIP No. 92529L102
 13G
Page 3 of 14 Pages

1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Index Ventures IV Parallel Entrepreneur Fund (Jersey) LP
   
2
 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
    (b) [ ]
   
3 SEC USE ONLY
 
 
   
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
205,971
 
 
6
SHARED VOTING POWER
0
 
 
7
SOLE DISPOSITIVE POWER
205,971
 
  
8
SHARED DISPOSITIVE POWER
0
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
205,971
  
     
10
 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    
[ ]
  
     
     
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.7%
  
     
12
TYPE OF REPORTING PERSON
PN
  
     


 
 
 
CUSIP No. 92529L102
 13G
Page 4 of 14 Pages


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Yucca (Jersey) SLP
   
2
 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
    (b) [ ]
   
3 SEC USE ONLY
 
 
   
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
19,159
 
 
6
SHARED VOTING POWER
0
 
 
7
SOLE DISPOSITIVE POWER
19,159
 
  
8
SHARED DISPOSITIVE POWER
0
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,159
  
     
10
 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    
[ ]
  
     
     
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.07%
  
     
12
TYPE OF REPORTING PERSON
PN
  
     


 
 
 
CUSIP No. 92529L102
 13G
Page 5 of 14 Pages


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Index Venture Associates IV Limited
   
2
 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
    (b) [ ]
   
3 SEC USE ONLY
 
 
   
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
0
 
 
6
SHARED VOTING POWER
2,395,060
 
 
7
SOLE DISPOSITIVE POWER
0
 
  
8
SHARED DISPOSITIVE POWER
2,395,060
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,395,060
  
     
10
 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    
[ ]
  
     
     
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.4%
  
     
12
TYPE OF REPORTING PERSON
CO
  
     

 
 
 
 
 
 
 
CUSIP No. 92529L102
 13G
Page 6 of 14 Pages
 
 
Item 1.
(a)
Name of Issuer:
     
   
Versartis, Inc.
     
 
(b)
Address of Issuer’s Principal Executive Offices:
     
   
4200 Bohannon Drive, Suite 250, Menlo Park, California 94025
     
Item 2.
(a)
Name of Persons Filing:
     
    (i)   Index Ventures IV (Jersey) LP
    (ii)  Index Ventures IV Parallel Entrepreneur Fund (Jersey) LP
    (iii) Yucca (Jersey) SLP
    (iv) Index Venture Associates IV Limited
     
 
(b)
Address of Principal Business Office:
     
   
(i)   44 Esplanade, St Helier, JE4 9WG
    (ii)  44 Esplanade, St Helier, JE4 9WG
    (iii) No. 1 Seaton Place, St. Helier, JE4 8YJ
    (iv) 44 Esplanade, St Helier, JE4 9WG
     
 
(c)
Citizenship:
     
    (i)   Jersey
    (ii)  Jersey
    (iii) Jersey
    (iv) Jersey
     
 
(d)
Title of Class of Securities:
     
   
Ordinary shares, $0.0001 par value per share
     
 
(e)
CUSIP Number:
     
   
92529L102
 
 
 
CUSIP No. 92529L102
 13G
Page 7 of 14 Pages
   
   
Item 3. If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
       
 
 
[ ]
Broker or dealer registered under Section 15 of the Act;
       
 
 
[ ]
Bank as defined in Section 3(a)(6) of the Act;
       
 
 
[ ]
Insurance company as defined in Section 3(a)(19) of the Act;
       
 
 
[ ]
Investment company registered under Section 8 of the Investment Company Act of 1940;
       
 
 
[ ]
An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);
       
 
 
[ ]
An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);
       
 
 
[ ]
A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);
       
 
 
[ ]
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
       
 
 
[ ]
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;
       
 
 
[ ]
A non-U.S. institution in accordance with Section 240.240.13d–1(b)(1)(ii)(J);
       
 
 
[ ]
Group, in accordance with Section 240.13d-1(b)(1)(ii)(K).
       
    If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: _____

 
 
 


 
CUSIP No. 92529L102
 13G
Page 8 of 14 Pages
 

Item 4.
Ownership.
     

 
The information requested hereinafter is set forth in items 5 through 9 and 11 of the cover pages to this Schedule 13G. Ownership is stated as of December 31, 2014 and the ownership percentages are based on 28,542,634 ordinary shares outstanding as set forth on the Issuer’s prospectus filed under Rule 424(b)(4) with the SEC on January 22, 2015.
 
(A) Index Ventures IV (Jersey) LP (“Index Ventures IV”) is the record owner of 2,169,930 ordinary shares and Index Ventures IV Parallel Entrepreneur Fund (Jersey) LP (“Index Ventures IV Parallel” and together with Index Ventures IV, the “Funds”) is the record owner of 205,971 ordinary shares. As the managing general partner of the Funds, Index Venture Associates IV Limited (“Index Limited”) may be deemed to have shared dispositive power and shared voting power over the shares owned by the Funds.
 
Yucca (Jersey) SLP (“Yucca”) is the owner of record of 19,159 ordinary shares, which are held in a co-investment fund that is contractually required to mirror the Funds’ investments. As a result, Index Limited may be deemed to have shared dispositive and shared voting power over Yucca’s shares by virtue of its shared dispositive power over and shared voting power over the shares owned by the Funds.
 


 
 
 

CUSIP No. 92529L102
 13G
Page 9 of 14 Pages

Item 5.
Ownership of Five Percent or Less of a Class:
  Not applicable.

Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
  Not applicable.
   
Item 7.
Identification and Classification of Subsidiaries Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
  Not applicable.
   
Item 8.
 Identification and Classification of Members of the Group.
  See Exhibit 2.
   
Item 9.
 Notice of Dissolution of Group.
  Not applicable.
   
Item 10.
Certifications.
 
 
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.
   
 
 
 
 

CUSIP No. 92529L102
 13G
Page 10 of 14 Pages
 
SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

    Date:  February 13, 2015
     
   
INDEX VENTURES IV (JERSEY) LP
 
By: /s/ Edward Thorogood
 
Name: Edward Thorogood
 
Title: Alternate Director of Index Venture Associates IV
Limited, as Managing General Partner of Index Ventures
IV (Jersey) LP
     
   
INDEX VENTURES IV PARALLEL ENTREPRENEUR
FUND (JERSEY) LP
 
By: /s/ Edward Thorogood
 
Name: Edward Thorogood
 
Title: Alternate Director of Index Venture Associates IV
Limited, as Managing General Partner of Index Ventures
IV Parallel Entrepreneur Fund (Jersey) LP
     
   
YUCCA (JERSEY) SLP
 
By: Elian Employee Benefit Services Limited as
authorized signatory of Yucca (Jersey) SLP in its
capacity as Administrator of the Index Co-Investment Scheme
 
By: /s/ Edward Thorogood
 
Name: Edward Thorogood
 
Title: Alternate Signatory
 
 
By: /s/ Alex Di Santo
 
Name: Alex Di Santo
 
Title: Alternate Signatory
     
 
 
 
 
 
 
 
 
 
 
 
 
 
CUSIP No. 92529L102
 13G
Page 11 of 14 Pages
 
 
   
INDEX VENTURE ASSOCIATES IV LIMITED
 
By: /s/ Edward Thorogood
 
Name: Edward Thorogood
 
Title: Alternate Director
     
 

 
 
 
 

CUSIP No. 92529L102
 13G
Page 12 of 14 Pages

 
Exhibit 1

AGREEMENT

    Each of the undersigned, pursuant to Rule 13d-1(k)(l) under the Act, hereby agrees and acknowledges that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of the shares of Common Stock and the information required by this Schedule 13G, to which this Agreement is attached as an exhibit, is filed on behalf of each of them.  The undersigned further agree that any further amendments or supplements thereto shall also be filed on behalf of each of them.
 
 
    Date:  February 13, 2015
     
   
INDEX VENTURES IV (JERSEY) LP
 
By: /s/ Edward Thorogood
 
Name: Edward Thorogood
 
Title: Alternate Director of Index Venture Associates IV
Limited, as Managing General Partner of Index Ventures
IV (Jersey) LP
     
   
INDEX VENTURES IV PARALLEL ENTREPRENEUR
FUND (JERSEY) LP
 
By: /s/ Edward Thorogood
 
Name: Edward Thorogood
 
Title: Alternate Director of Index Venture Associates IV
Limited, as Managing General Partner of Index Ventures
IV Parallel Entrepreneur Fund (Jersey) LP
     
   
YUCCA (JERSEY) SLP
 
By: Elian Employee Benefit Services Limited as
authorized signatory of Yucca (Jersey) SLP in its
capacity as Administrator of the Index Co-Investment Scheme
 
By: /s/ Edward Thorogood
 
Name: Edward Thorogood
 
Title: Alternate Signatory
 
 
By: /s/ Alex Di Santo
 
Name: Alex Di Santo
 
Title: Alternate Signatory
     
 
 
 
 
 
 
 
CUSIP No. 92529L102
 13G
Page 13 of 14 Pages
 
 
 
   
INDEX VENTURE ASSOCIATES IV LIMITED
 
By: /s/ Edward Thorogood
 
Name: Edward Thorogood
 
Title: Alternate Director
     
 
 
 

 
 
 

CUSIP No. 92529L102
 13G
Page 14 of 14 Pages



Exhibit 2
 
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THIS GROUP

 
Index Ventures IV (Jersey) LP (“Index Ventures IV”), Index Ventures IV Parallel Entrepreneur Fund (Jersey) LP (“Index Ventures IV Parallel”), Yucca Jersey SLP (“Yucca”) and Index Venture Associates IV Limited (“Index Limited”) are filing this statement on Schedule 13G as a group.
 
Index Ventures IV is a Jersey (Channel Islands) partnership. Its managing general partner is Index Limited.
 
Index Ventures IV Parallel is a Jersey (Channel Islands) partnership. Its managing general partner is Index Limited.
 
Yucca is a Jersey (Channel Islands) separate limited partnership. Its corporate general partner is an affiliate of Index Limited.