0000904454-13-000764.txt : 20130702 0000904454-13-000764.hdr.sgml : 20130702 20130702164816 ACCESSION NUMBER: 0000904454-13-000764 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130701 FILED AS OF DATE: 20130702 DATE AS OF CHANGE: 20130702 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Esperion Therapeutics, Inc. CENTRAL INDEX KEY: 0001434868 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 46701 COMMERCE CENTER DRIVE CITY: PLYMOUTH STATE: MI ZIP: 48170 BUSINESS PHONE: 734-862-4840 MAIL ADDRESS: STREET 1: 46701 COMMERCE CENTER DRIVE CITY: PLYMOUTH STATE: MI ZIP: 48170 FORMER COMPANY: FORMER CONFORMED NAME: HDL THERAPEUTICS INC DATE OF NAME CHANGE: 20080513 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOVEY BRIAN H CENTRAL INDEX KEY: 0001207786 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35986 FILM NUMBER: 13949335 MAIL ADDRESS: STREET 1: ONE PALMER SQUARE CITY: PRINCETON STATE: NJ ZIP: 08542 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2013-07-01 0001434868 Esperion Therapeutics, Inc. ESPR 0001207786 DOVEY BRIAN H C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 Common Stock 2013-07-01 4 C 0 1786012 A 1786012 I By Domain Partners VII, L.P. Common Stock 2013-07-01 4 P 0 280923 14.00 A 2066935 I By Domain Partners VII, L.P. Common Stock 2013-07-01 4 C 0 30462 A 30462 I By DP VII Associates, L.P. Common Stock 2013-07-01 4 P 0 4791 14.00 A 35253 I By DP VII Associates, L.P. Series A Preferred Stock 2013-07-01 4 C 0 1786012 0 D Common Stock 1786012 0 I By Domain Partners VII, L.P. Warrant to Purchase Series A Preferred Stock 1.00 2013-07-01 4 J 0 489320 0 D Series A Preferred Stock 489320 0 I By Domain Partners VII, L.P. Warrant to Purchase Common Stock 6.99 2013-07-01 4 J 0 70042 0 A 2018-02-12 Common Stock 70042 70042 I By Domain Partners VII, L.P. Series A Preferred Stock 2013-07-01 4 C 0 30462 0 D Common Stock 30462 0 I By DP VII Associates, L.P. Warrant to Purchase Series A Preferred Stock 1.00 2013-07-01 4 J 0 8346 0 D Series A Preferred Stock 8346 0 I By DP VII Associates, L.P. Warrant to Purchase Common Stock 6.99 2013-07-01 4 J 0 1193 0 A 2018-02-12 Common Stock 1193 1193 I By DP VII Associates, L.P. All outstanding shares of Series A Preferred Stock were automatically converted into Common Stock upon the closing of the Issuer's initial public offering (the "IPO"), for no additional consideration. Upon the closing of the IPO the Warrants to purchase Series A Preferred Stock automatically converted on a 6.986-for-1 basis into Warrants to purchase Common Stock, and the exercise price automatically adjusted to $6.99 per share, pursuant to the terms of such Warrants. This transaction is reported on Form 4 solely for the purpose of reflecting such changes. The Warrant is immediately exercisable. The Reporting Person also indirectly beneficially owns 21,471 shares of Common Stock held by Domain Associates, LLC. The Reporting Person is a Managing Member of (i) One Palmer Square Associates VII, LLC, which is the sole general partner of Domain Partners VII, L.P. and DP VII Associates, L.P. and (ii) Domain Associates, LLC. Pursuant to Instruction (4)(b)(iv) of Form 4, the Reporting Person has elected to report as indirectly beneficially owned the entire number of securities beneficially owned by each such entity. The Reporting Person disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his or her pecuniary interest therein and/or that are not actually distributed to him or her. /s/Kathleen K. Schoemaker, Attorney-in-Fact 2013-07-02