0001123292-16-002234.txt : 20160509 0001123292-16-002234.hdr.sgml : 20160509 20160509160924 ACCESSION NUMBER: 0001123292-16-002234 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160509 DATE AS OF CHANGE: 20160509 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Sorrento Therapeutics, Inc. CENTRAL INDEX KEY: 0000850261 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 330344842 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-82540 FILM NUMBER: 161631726 BUSINESS ADDRESS: STREET 1: 9380 JUDICIAL DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 858-210-3700 MAIL ADDRESS: STREET 1: 9380 JUDICIAL DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: QUIKBYTE SOFTWARE INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Yuhan Corp CENTRAL INDEX KEY: 0001673975 IRS NUMBER: 000000000 STATE OF INCORPORATION: M5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 74 NORYANGJIN-RO STREET 2: DONGJAK-GU CITY: SEOUL STATE: M5 ZIP: 06927 BUSINESS PHONE: 82-2-8280181 MAIL ADDRESS: STREET 1: 74 NORYANGJIN-RO STREET 2: DONGJAK-GU CITY: SEOUL STATE: M5 ZIP: 06927 SC 13G 1 sorrento13g-05092016.htm SCHEDULE 13G
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No.___ )*
 
 
 Sorrento Therapeutics, Inc.
(Name of Issuer)
 
 
 Common Stock, par value $0.0001 per share
(Title of Class of Securities)
 
 
83587F202
(CUSIP Number)
 
 
April 29, 2016
(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 (the "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.  83587F202  13G    
 
 
 1   NAMES OF REPORTING PERSONS  
       
     Yuhan Corporation  
       
 2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)     (a)  o
         (b)  o
       
 3   SEC USE ONLY
   
 4    CITIZENSHIP OR PLACE OF ORGANIZATION  
     
    South Korea  
     
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
 
  5   SOLE VOTING POWER  
     
    2,037,096  
     
6   SHARED VOTING POWER  
     
    -0-  
     
 7   SOLE DISPOSITIVE POWER  
     
    2,037,096  
     
 8   SHARED DISPOSITIVE POWER  
     
    -0-  
           
 9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON *  
     
    2,037,096  
     
 10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)     o
     
       
 11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) **  
     
    5.0%  
     
 12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)  
     
    CO  
     
 
* See Item 4 below.
** Based on a total of 38,365,767 shares of common stock, par value $0.0001 per share ("Common Stock") of Sorrento Therapeutics, Inc. (the "Issuer") outstanding as of March 10, 2016, as set forth in the Issuer's Annual Report, as amended, on Form 10-K/A for the fiscal year ended December 31, 2015, filed with the Securities and Exchange Commission (the "SEC") on April 29, 2016, plus 1,801,802 shares of Common Stock issued to Yuhan Corporation ("Yuhan") on April 29, 2016, plus 235,294 shares of Common Stock issuable upon exercise of the Warrant (as defined below).
 
 
 CUSIP NO.  83587F202  13G    
 
Item 1(a)
 
Name of Issuer:
 
 
 
 
 
 
 
  Sorrento Therapeutics, Inc.
 
 
 
 
 
Item 1(b)
 
Address of Issuer's Principal Executive Offices:
 
 
 
 
 
 
 
 
 
9380 Judicial Drive
San Diego, CA  92121
 
 
 
 
 
Item 2(a)
 
Name of Person Filing:
 
 
 
 
 
 
 
 
 
Yuhan Corporation
 
 
Item 2(b)
Address of Principal Business Office or, if none, Residence:
 
 
74, Noryangjin-ro Dongjak-gu
Seoul, 06927
South Korea
 
Item 2(c)
Citizenship:
 
  South Korea
 
Item 2(d)
Title of Class of Securities:
 
  Common Stock, $0.0001 par value
 
Item 2(e)
CUSIP No.:
 
  83587F202
 
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:
 
  Not applicable.
 
 
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.
 
 
 
 
(a)
Amount beneficially owned:   2,037,096
         
      On April 29, 2016, Issuer issued and sold to Yuhan in a private placement transaction (1) 1,801,802 shares of Common Stock, and (2) a warrant to purchase 235,294 shares of Common Stock (the "Warrant").
         
 
 
 
(b)
Percent of class: 5.0%
         
      Based on a total of 38,365,767 shares of Common Stock outstanding as of March 10, 2016, as set forth in the Issuer's Annual Report, as amended, on Form 10-K/A for the fiscal year ended December 31, 2015, filed with the SEC on April 29, 2016, plus 1,801,802 shares of Common Stock newly issued to Yuhan, plus 235,294 shares of Common Stock issuable upon exercise of the Warrant.
         
 
 
 
(c)
Number of shares as to which such person has:
 
 
 
 
 
 
 
 
 
 
 
(i)
 
Sole power to vote or direct the vote:   2,037,096
 
  (ii)
Shared power to vote or direct the vote:   -0-
 
  (iii)
Sole power to dispose or direct the disposition:   2,037,096
 
  (iv)
Shared power to dispose or direct the disposition:   -0-
 
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 [_].
 
 
 
 
 
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 or Control Person:
 
 
 
 
 
 
 
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, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
 
       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.
 
Date:
 
May 9, 2016
     
 
 
 
By:
 
/s/ Chong-Hyun Park
     Chong-Hyun Park, CFO/Executive Vice President