0001192482-19-000419.txt : 20191113 0001192482-19-000419.hdr.sgml : 20191113 20191113204753 ACCESSION NUMBER: 0001192482-19-000419 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191108 FILED AS OF DATE: 20191113 DATE AS OF CHANGE: 20191113 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ORBIMED ADVISORS LLC CENTRAL INDEX KEY: 0001055951 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39130 FILM NUMBER: 191215969 BUSINESS ADDRESS: STREET 1: 601 LEXINGTON AVENUE STREET 2: 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 739-6400 MAIL ADDRESS: STREET 1: 601 LEXINGTON AVENUE STREET 2: 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OrbiMed Capital GP IV LLC CENTRAL INDEX KEY: 0001502240 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39130 FILM NUMBER: 191215970 BUSINESS ADDRESS: STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-739-6400 MAIL ADDRESS: STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TELA Bio, Inc. CENTRAL INDEX KEY: 0001561921 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 455320061 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1 GREAT VALLEY PARKWAY, SUITE 24 CITY: MALVERN STATE: PA ZIP: 19355 BUSINESS PHONE: 484-320-2930 MAIL ADDRESS: STREET 1: 1 GREAT VALLEY PARKWAY, SUITE 24 CITY: MALVERN STATE: PA ZIP: 19355 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2019-11-08 0001561921 TELA Bio, Inc. TELA 0001055951 ORBIMED ADVISORS LLC 601 LEXINGTON AVENUE, 54TH FLOOR NEW YORK NY 10022 0 0 1 0 0001502240 OrbiMed Capital GP IV LLC 601 LEXINGTON AVENUE, 54TH FLOOR NEW YORK NY 10022 0 0 1 0 Common Stock 2019-11-08 4 P 0 384615 13.00 A 1568627 D Common Stock 2019-11-13 4 C 0 481095 A 2049722 D Common Stock 2019-11-13 4 C 0 977820 A 3027542 D Series A Preferred Stock 2019-11-13 4 C 0 11878249 0 D Common Stock 481095 0 D Series B Preferred Stock 2019-11-13 4 C 0 24142419 0 D Common Stock 977820 0 D Warrant (right to buy) 1.16 2019-11-13 4 C 0 758623 0 D 2017-01-18 2027-01-18 Series B Preferred Stock 758623 0 D Warrant (right to buy) 28.65 2019-11-13 4 C 0 758623 0 A 2019-11-13 2027-01-18 Common Stock 30725 758623 D Reflects 1,184,012 shares of common stock received by the reporting person as a payment-in-kind dividend on Series A Preferred Stock and Series B Preferred Stock exempt from reporting under Rule 16a-9(a). These securities are held of record by OrbiMed Private Investments IV, LP ("OPI IV"). OrbiMed Capital GP IV LLC ("GP IV") is the general partner of OPI IV, and OrbiMed Advisors LLC ("Advisors"), a registered advisor under the Investment Advisors Act of 1940, as amended, is the managing member of GP IV. By virtue of such relationships, GP IV and Advisors may be deemed to have voting and investment power with respect to the securities held by OPI IV noted above and as a result may be deemed to have beneficial ownership over such securities. Advisors exercised this investment and voting power through a management committee consisting of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the securities held by OPI IV. Each of GP IV and Advisors disclaims beneficial ownership of the securities reported herein for the purposes of Rule 16a-1(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its interest therein, if any. This report shall not be deemed an admission that any such entity is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. Shares of Series A Preferred Stock automatically converted into shares of Common Stock at a 1-for-1 conversion rate upon the closing of the Issuer's initial public offering and had no expiration date. Reflects 1-for-24.69 reverse stock split which became effective on October 28, 2019. Shares of Series B Preferred Stock automatically converted into shares of Common Stock at a 1-for-1 conversion rate upon the closing of the Issuer's initial public offering and had no expiration date. Warrants exercisable for shares of Series B Preferred Stock automatically converted into warrants exercisable for shares of Common Stock upon the closing of the Issuer's initial public offering. /s/ Carl L. Gordon 2019-11-13 /s/ Carl L. Gordon 2019-11-13