SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
FARALLON CAPITAL MANAGEMENT LLC

(Last) (First) (Middle)
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Nexvet Biopharma plc [ NVET ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of Group Owning 10%
3. Date of Earliest Transaction (Month/Day/Year)
02/24/2016
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Shares 02/24/2016 P 21,959 A $3.18 810,158 D (1) (2) (3)
Ordinary Shares 02/25/2016 P 20,680 A $3.18 830,838 D (1) (2) (3)
Ordinary Shares 02/26/2016 P 3,007 A $3.36 833,845 D (1) (2) (3)
Ordinary Shares 02/24/2016 P 23,681 A $3.18 873,720 D (1) (2) (4)
Ordinary Shares 02/25/2016 P 22,304 A $3.18 896,024 D (1) (2) (4)
Ordinary Share 02/26/2016 P 3,244 A $3.36 899,268 D (1) (2) (4)
Ordinary Shares 02/24/2016 P 24,112 A $3.18 889,570 D (1) (2) (5)
Ordinary Shares 02/25/2016 P 22,710 A $3.18 912,280 D (1) (2) (5)
Ordinary Shares 02/26/2016 P 3,303 A $3.36 915,583 D (1) (2) (5)
Ordinary Shares 02/24/2016 P 3,213 A $3.18 118,540 I See Footnotes (1) (2) (3) (7) (8)
Ordinary Shares 02/25/2016 P 3,026 A $3.18 121,566 I See Footnotes (1) (2) (3) (7) (8)
Ordinary Shares 02/26/2016 P 440 A $3.36 122,006 I See Footnotes (1) (2) (3) (7) (8)
Ordinary Shares 02/24/2016 P 6,569 A $3.18 242,375 I See Footnotes (1) (2) (4) (9)
Ordinary Shares 02/25/2016 P 6,187 A $3.18 248,562 I See Footnotes (1) (2) (4) (9)
Ordinary Shares 02/26/2016 P 900 A $3.36 249,462 I See Footnotes (1) (2) (4) (9)
Ordinary Shares 02/24/2016 P 5,519 A $3.18 203,623 I See Footnotes (1) (2) (5) (10)
Ordinary Shares 02/25/2016 P 5,198 A $3.18 208,821 I See Footnotes (1) (2) (5) (10)
Ordinary Shares 02/26/2016 P 756 A $3.36 209,577 I See Footnotes (1) (2) (5) (10)
Ordinary Shares 02/24/2016 P 54,451 A $3.18 2,008,910 I See Footnotes (1) (2) (11)
Ordinary Shares 02/25/2016 P 51,283 A $3.18 2,060,193 I See Footnotes (1) (2) (11)
Ordinary Shares 02/26/2016 P 7,458 A $3.36 2,067,651 I See Footnotes (1) (2) (11)
Ordinary Shares 02/24/2016 P 69,752 A $3.18 2,573,448 I See Footnotes (1) (2) (6) (12) (13)
Ordinary Shares 02/25/2016 P 65,694 A $3.18 2,639,142 I See Footnotes (1) (2) (6) (12) (13)
Ordinary Shares 02/26/2016 P 9,554 A $3.36 2,648,696 I See Footnotes (1) (2) (6) (12) (13)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
FARALLON CAPITAL MANAGEMENT LLC

(Last) (First) (Middle)
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
1. Name and Address of Reporting Person*
FARALLON PARTNERS L L C/CA

(Last) (First) (Middle)
C/O FARALLON CAPITAL MANAGEMENT, L.L.C.,
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Fisch Michael B.

(Last) (First) (Middle)
C/O FARALLON CAPITAL MANAGEMENT, L.L.C.
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
1. Name and Address of Reporting Person*
FRIED RICHARD B

(Last) (First) (Middle)
C/O FARALLON CAPITAL MANAGEMENT, L.L.C.
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Hirsch Daniel J.

(Last) (First) (Middle)
C/O FARALLON CAPITAL MANAGEMENT, L.L.C.
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Kim David T

(Last) (First) (Middle)
C/O FARALLON CAPITAL MANAGEMENT, L.L.C.
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LANDRY MONICA R

(Last) (First) (Middle)
C/O FARALLON CAPITAL MANAGEMENT, L.L.C.
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Linn Michael G

(Last) (First) (Middle)
C/O FARALLON CAPITAL MANAGEMENT, L.L.C.
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Roberts Thomas G. Jr.

(Last) (First) (Middle)
C/O FARALLON CAPITAL MANAGEMENT, L.L.C.
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Spokes Andrew J M

(Last) (First) (Middle)
C/O FARALLON CAPITAL MANAGEMENT, L.L.C.
ONE MARITIME PLAZA, SUITE 2100

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
Explanation of Responses:
1. The entities and individuals identified in the footnotes of this Form 4 may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 4 and any statements included herein shall not be deemed to be an admission that such entities and individuals are members of such group.
2. Since the number of reporting persons that may be listed on a Form 4 is limited, the entities and individuals listed in these footnotes that are not reporting persons on this Form 4 are filing additional Forms 4 on the date hereof as reporting persons with respect to the securities described herein (the "Parallel Forms 4"). Information regarding these entities and individuals is included in this Form 4 for purposes of clarification and convenience only, and is duplicative of the information reported in the Parallel Forms 4.
3. The amount of securities shown in this row is owned directly by Akubra Investors, LLC ("Akubra").
4. The amount of securities shown in this row is owned directly by Bushranger Funding, LLC ("Bushranger").
5. The amount of securities shown in this row is owned directly by Ute Holdings, LLC ("Ute" and, together with Akubra and Bushranger, the "Farallon SPVs").
6. The amount of securities shown in this row is owned directly by the Farallon SPVs.
7. The members of Akubra are FCIP XR 2014, L.L.C. ("FCIP XR") and Noonday Special Situation Partners, L.P. ("NSSP") (each, a "Farallon Akubra Fund"). As the general partner of NSSP, NGP, L.L.C. (the "NSSP General Partner") may be deemed to be a beneficial owner of the Issuer's securities indirectly held by NSSP as a Farallon Akubra Fund. The NSSP General Partner disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "'34 Act"), or otherwise, except as to securities representing its pro rata interest in, and interest in the profits of, Akubra.
8. As the manager of the NSSP General Partner, Farallon Capital Management, L.L.C. (the "Management Company") may be deemed to be a beneficial owner of the Issuer's securities held by NSSP as a Farallon Akubra Fund. The Management Company disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 of the '34 Act or otherwise, except as to securities representing its pro rata interest in, and interest in the profits of, Akubra.
9. The members of Bushranger are FCP XR 2014, L.L.C. ("FCP XR"), Farallon Capital Institutional Partners III, L.P. ("FCIP III"), and Farallon Capital AA Investors, L.P. ("FCAAI") (collectively, the "Farallon Bushranger Funds"). As the general partner of FCAAI, Farallon AA GP, L.L.C. (the "FCAAI General Partner") may be deemed to be a beneficial owner of the Issuer's securities indirectly held by FCAAI as a Farallon Bushranger Fund. The FCAAI General Partner disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 of the '34 Act or otherwise, except as to securities representing its pro rata interest in, and interest in the profits of, Bushranger.
10. The members of Ute are FCOI II SS 2014, Ltd. ("FCOI II SS"), Farallon Capital Institutional Partners II, L.P. ("FCIP II"), and Farallon Special Situation Partners VI, L.P. ("FSSP VI") (collectively, the "Farallon Ute Funds"). As the general partner of FSSP VI, Farallon Partners GP VI, L.L.C. (the "FSSP VI General Partner") may be deemed to be a beneficial owner of the Issuer's securities indirectly held by FSSP VI as a Farallon Ute Fund. The FSSP VI General Partner disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 of the '34 Act or otherwise, except as to securities representing its pro rata interest in, and interest in the profits of, Ute.
11. As the general partner of each of (a) the sole member of FCIP XR, (b) the sole member of FCP XR, (c) FCIP III, (d) the sole member of FCOI II SS and (e) FCIP II, Farallon Partners, L.L.C. (the "Farallon General Partner") may be deemed to be a beneficial owner of the Issuer's securities indirectly held by FCIP XR as a Farallon Akubra Fund, FCP XR and FCIP III as Farallon Bushranger Funds, and FCOI II SS and FCIP II as Farallon Ute Funds. The Farallon General Partner disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 of the '34 Act or otherwise, except as to securities representing its pro rata interest in, and interest in the profits of, the Farallon SPVs.
12. Each of Michael B. Fisch, Richard B. Fried, Daniel J. Hirsch, David T. Kim, Monica R. Landry, Michael G. Linn, Thomas G. Roberts, Jr., John R. Warren and Mark C. Wehrly (collectively, the "Managing Members") and Andrew J. M. Spokes (the "Senior Managing Member"), as Managing Members or the Senior Managing Member, as the case may be, of both the Farallon General Partner and the Management Company, and as a manager or senior manager, as the case may be, of both the FCAAI General Partner and the FSSP VI General Partner, in each case with the power to exercise investment discretion, may be deemed to be a beneficial owner of the Issuer's securities held by the Farallon SPVs. Each of the Managing Members and the Senior Managing Member disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 of the '34 Act or otherwise, except to the extent of his or her pecuniary interest, if any.
13. As a Managing Member of both the Farallon General Partner and the Management Company, and as a manager of both the FCAAI General Partner and the FSSP VI General Partner, in each case with the power to exercise investment discretion, Rajiv A. Patel ("Patel") may be deemed to be a beneficial owner of the Issuer's securities held by the Farallon SPVs. As a director of the Issuer, Patel is filing a separate Form 4 on the date hereof, which Form 4 reports that Patel may be deemed to be a beneficial owner of the Issuer's securities held by the Farallon SPVs. Patel disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 of the '34 Act or otherwise, except to the extent of his pecuniary interest, if any.
/s/ Thomas G. Roberts Jr., as attorney-in-fact and/or authorized signer for Farallon Capital Management, L.L.C. 02/26/2016
/s/ Thomas G. Roberts Jr., as attorney-in-fact and/or authorized signer for Farallon Partners, L.L.C. 02/26/2016
/s/ Thomas G. Roberts Jr., as attorney-in-fact and/or authorized signer for Michael B. Fisch 02/26/2016
/s/ Thomas G. Roberts Jr., as attorney-in-fact and/or authorized signer for Richard B. Fried 02/26/2016
/s/ Thomas G. Roberts Jr., as attorney-in-fact and/or authorized signer for Daniel J. Hirsch 02/26/2016
/s/ Thomas G. Roberts Jr., as attorney-in-fact and/or authorized signer for David T. Kim 02/26/2016
/s/, Thomas G. Roberts, Jr. as attorney-in-fact and/or authorized signer for Monica R. Landry 02/26/2016
/s/, Thomas G. Roberts, Jr. as attorney-in-fact and/or authorized signer for Michael G. Linn 02/26/2016
/s/ Thomas G. Roberts Jr., for himself. 02/26/2016
/s/ Thomas G. Roberts Jr., as attorney-in-fact and/or authorized signer for Andrew J.M. Spokes 02/26/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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