0000899243-20-022283.txt : 20200813 0000899243-20-022283.hdr.sgml : 20200813 20200813160548 ACCESSION NUMBER: 0000899243-20-022283 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200811 FILED AS OF DATE: 20200813 DATE AS OF CHANGE: 20200813 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Levy Noah G. CENTRAL INDEX KEY: 0001788608 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 201099288 MAIL ADDRESS: STREET 1: 60 EAST 42ND ST, 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Newtyn Management, LLC CENTRAL INDEX KEY: 0001569241 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 201099289 BUSINESS ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 BUSINESS PHONE: 212-446-2465 MAIL ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NEWTYN PARTNERS, LP CENTRAL INDEX KEY: 0001548707 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 201099290 BUSINESS ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 BUSINESS PHONE: 212-446-2465 MAIL ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NEWTYN TE PARTNERS, LP CENTRAL INDEX KEY: 0001548709 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 201099291 BUSINESS ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 BUSINESS PHONE: 212-446-2465 MAIL ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Newtyn Capital Partners, LP CENTRAL INDEX KEY: 0001789643 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 201099292 BUSINESS ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 BUSINESS PHONE: 212-446-2460 MAIL ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ledo Capital, LLC CENTRAL INDEX KEY: 0001789647 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 201099293 BUSINESS ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 BUSINESS PHONE: 212-446-2460 MAIL ADDRESS: STREET 1: 60 EAST 42ND STREET STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10165 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MERRIMACK PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001274792 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE BROADWAY STREET 2: 14TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 617-441-1000 MAIL ADDRESS: STREET 1: ONE BROADWAY STREET 2: 14TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-08-11 0 0001274792 MERRIMACK PHARMACEUTICALS INC MACK 0001788608 Levy Noah G. 60 EAST 42ND STREET, 9TH FLOOR NEW YORK NY 10165 1 0 0 1 See remarks 0001569241 Newtyn Management, LLC 60 EAST 42ND STREET, 9TH FLOOR NEW YORK NY 10165 0 0 0 1 See Remarks 0001548707 NEWTYN PARTNERS, LP 60 EAST 42ND STREET, 9TH FLOOR NEW YORK NY 10165 0 0 0 1 See Remarks 0001548709 NEWTYN TE PARTNERS, LP 60 EAST 42ND STREET, 9TH FLOOR NEW YORK NY 10165 0 0 0 1 See Remarks 0001789643 Newtyn Capital Partners, LP 60 EAST 42ND STREET, 9TH FLOOR NEW YORK NY 10165 0 0 0 1 See Remarks 0001789647 Ledo Capital, LLC 60 EAST 42ND STREET, 9TH FLOOR NEW YORK NY 10165 0 0 0 1 See Remarks Common Stock 2020-08-11 4 P 0 8186 3.4525 A 804551 I See footnote Common Stock 2020-08-12 4 P 0 1166 3.493 A 805717 I See footnote Common Stock 2020-08-11 4 P 0 5856 3.4525 A 586371 I See footnote Common Stock 2020-08-12 4 P 0 834 3.493 A 587205 I See footnote The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $3.35 to $3.50, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (1) to this Form 4. The shares are directly held by NP. The general partner of the Funds is NCP. The general partner of NCP is Ledo. The investment manager to the Funds is Newtyn Management. The managing member of Newtyn Management and Ledo and the portfolio manager to the Funds is Mr. Levy. Each of Newtyn Management, Ledo, NCP and Mr. Levy disclaims beneficial ownership of the shares except to the extent of its or his pecuniary interest therein, if any, and this report shall not be deemed an admission that it or he is the beneficial owner of such shares. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $3.45 to $3.50, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) to this Form 4. The shares are directly held Newtyn TE. The general partner of the Funds is NCP. The general partner of NCP is Ledo. The investment manager to the Funds is Newtyn Management. The managing member of Newtyn Management and Ledo and the portfolio manager to the Funds is Mr. Levy. Each of Newtyn Management, Ledo, NCP and Mr. Levy disclaims beneficial ownership of the shares except to the extent of its or his pecuniary interest therein, if any, and this report shall not be deemed an admission that it or he is the beneficial owner of such shares. As a result of an agreement among the persons listed below to vote their respective shares of Common Stock jointly, such persons have formed a "group" under Section 13(d)(1) of the Exchange Act. In addition to Mr. Levy, Newtyn Management, LLC ("Newtyn Management"), Newtyn Partners, LP ("NP"), Newtyn TE Partners, LP ("Newtyn TE" and together with NP, the "Funds"), Newtyn Capital Partners, LP ("NCP") and Ledo Capital, LLC ("Ledo") (collectively, the "Newtyn Parties"), the members of this group are Eric D. Andersen, Western Standard, LLC, Western Standard Partners, L.P. and Western Standard Partners QP, L.P. (the "Western Standard Parties" and collectively with the Newtyn Parties, the "13D Group"). As a member of the 13D Group, each Newtyn Party would be deemed to beneficially own the aggregate amount of the Common Stock that each of the 13D Group members beneficially owns, in which case it or he would be deemed to beneficially own 2,455,580 shares of Common Stock. However, none of the Newtyn Parties have the ability to direct the acquisition or disposition or, except through the Cooperation Agreement, voting of the securities held by Western Standard Parties, and none of the Western Standard Parties have the ability to direct the acquisition or disposition or, except through the Cooperation Agreement, voting of the securities held by the Newtyn Parties. As members of the 13D Group, the combined holdings of the Newtyn Parties and the Western Standard Parties would result in each Newtyn Party having voting power equivalent to a combined beneficial ownership of 18.4% of the Issuer's outstanding Common Stock for voting purposes. Each Newtyn Party disclaims beneficial ownership of the shares beneficially owned by the 13D Group except to the extent of its or his pecuniary interest therein, if any, and this report shall not be deemed an admission that it or he is the beneficial owner of such shares. /s/ Noah G. Levy 2020-08-13 Newtyn Management, LLC; /s/ Noah G. Levy, Managing Member 2020-08-13 Newtyn Partners, LP; By: Newtyn Management, LLC, Investment Manager; /s/ Noah G. Levy, Managing Member 2020-08-13 Newtyn TE Partners, LP; By: Newtyn Management, LLC, Investment Manager; /s/ Noah G. Levy, Managing Member 2020-08-13 Newtyn Capital Partners, LP; By: Ledo Capital, LLC, General Partner; /s/ Noah; G. Levy, Managing Member 2020-08-13 Ledo Capital, LLC; /s/ Noah G. Levy, Managing Member 2020-08-13