0000921895-19-001055.txt : 20190409 0000921895-19-001055.hdr.sgml : 20190409 20190409183052 ACCESSION NUMBER: 0000921895-19-001055 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190405 FILED AS OF DATE: 20190409 DATE AS OF CHANGE: 20190409 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lawler Joseph F. CENTRAL INDEX KEY: 0001770401 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 19740327 MAIL ADDRESS: STREET 1: 2110 RANCH ROAD 620 S, #341732 CITY: LAKEWAY STATE: TX ZIP: 78734 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JFL Partners Fund LP CENTRAL INDEX KEY: 0001626392 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 19740328 BUSINESS ADDRESS: STREET 1: 2110 RANCH ROAD 620S STREET 2: #341732 CITY: LAKEWAY STATE: TX ZIP: 78734 BUSINESS PHONE: 5122150510 MAIL ADDRESS: STREET 1: 2110 RANCH ROAD 620S STREET 2: #341732 CITY: LAKEWAY STATE: TX ZIP: 78734 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JFL Capital Holdings LLC CENTRAL INDEX KEY: 0001770405 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 19740329 BUSINESS ADDRESS: STREET 1: 2110 RANCH ROAD 620 S, #341732 CITY: LAKEWAY STATE: TX ZIP: 78734 BUSINESS PHONE: (512) 761-4500 MAIL ADDRESS: STREET 1: 2110 RANCH ROAD 620 S, #341732 CITY: LAKEWAY STATE: TX ZIP: 78734 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JFL Capital Management LP CENTRAL INDEX KEY: 0001770400 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 19740330 BUSINESS ADDRESS: STREET 1: 2110 RANCH ROAD 620 S, #341732 CITY: LAKEWAY STATE: TX ZIP: 78734 BUSINESS PHONE: (512) 761-4500 MAIL ADDRESS: STREET 1: 2110 RANCH ROAD 620 S, #341732 CITY: LAKEWAY STATE: TX ZIP: 78734 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JFL Capital Management, LLC CENTRAL INDEX KEY: 0001687888 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35409 FILM NUMBER: 19740331 BUSINESS ADDRESS: STREET 1: 2110 RANCH ROAD 620 S 341732 CITY: LAKEWAY STATE: TX ZIP: 78734 BUSINESS PHONE: 5127614500 MAIL ADDRESS: STREET 1: 2110 RANCH ROAD 620 S 341732 CITY: LAKEWAY STATE: TX ZIP: 78734 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 KENDALL SQUARE STREET 2: SUITE B7201 CITY: CAMBRIDGE STATE: MA ZIP: 02139 BUSINESS PHONE: 617-441-1000 MAIL ADDRESS: STREET 1: ONE KENDALL SQUARE STREET 2: SUITE B7201 CITY: CAMBRIDGE STATE: MA ZIP: 02139 4 1 form412042002_04092019.xml OWNERSHIP DOCUMENT X0306 4 2019-04-05 0 0001274792 MERRIMACK PHARMACEUTICALS INC MACK 0001687888 JFL Capital Management, LLC 2110 RANCH ROAD 620 S 341732 LAKEWAY TX 78734 0 0 1 1 See Explanation of Responses 0001770400 JFL Capital Management LP 2110 RANCH ROAD 620 S, #341732 LAKEWAY TX 78734 0 0 1 1 See Explanation of Responses 0001770405 JFL Capital Holdings LLC 2110 RANCH ROAD 620 S, #341732 LAKEWAY TX 78734 0 0 1 1 See Explanation of Responses 0001626392 JFL Partners Fund LP 2110 RANCH ROAD 620S #341732 LAKEWAY TX 78734 0 0 1 1 See Explanation of Responses 0001770401 Lawler Joseph F. 2110 RANCH ROAD 620 S, #341732 LAKEWAY TX 78734 0 0 1 1 See Explanation of Responses Common Stock 2019-04-05 4 P 0 26288 5.9520 A 703524 I By: Managed Account of JFL Capital Management LLC Common Stock 2019-04-08 4 P 0 6484 5.7264 A 710008 I By: Managed Account of JFL Capital Management LLC Common Stock 2019-04-08 4 P 0 4506 5.7264 A 489532 I By: JFL Partners Fund LP This Form 4 is filed jointly by JFL Partners Fund LP ("JFL Partners"), JFL Capital Management LP ("JFL GP"), JFL Capital Holdings LLC ("JFL Holdings"), JFL Captal Management LLC ("JFL Capital Management") and Joseph F. Lawler (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities of the Issuer owned directly by other members of the Section 13(d) group and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. Further, each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. Securities owned directly by JFL Partners. As the general partner of JFL Partners, JFL GP may be deemed to beneficially own the securities owned directly by JFL Partners. As the general parter of JFL GP, JFL Holdings may be deemed to beneficially own the securities owned directly by JFL Partners. JFL Capital Management, as the investment manager of JFL Partners, may be deemed to beneficially own the securities owned directly by JFL Partners. Dr. Lawler, as the managing member of both JFL Holdings and JFL Capital Management, may be deemed to beneficially own the securities owned directly by JFL Partners. Securities held in an account separately managed by JFL Capital Management (the "JFL Managed Account"). JFL Capital Management, as the investment manager of the JFL Managed Account, may be deemed to beneficially own the securities held in the JFL Managed Account. Dr. Lawler, as the managing member of JFL Capital Management, may be deemed to beneficially own the securities held in the JFL Managed Account. The reported price in Column 4 is a weighted average price. These shares of Common Stock were purchased in multiple transactions at prices ranging from $5.9501 to $6, excluding commissions. The Reporting Persons undertake 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 of Common Stock purchased at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares of Common Stock were purchased in multiple transactions at prices ranging from $5.7113 to $5.7462, excluding commissions. The Reporting Persons undertake 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 of Common Stock purchased at each separate price within the range set forth in this footnote. JFL Capital Management LLC; By: /s/ Joseph F. Lawler, Managing Member 2019-04-09 JFL Capital Management LP; By: JFL Capital Holdings LLC; By; /s/ Joseph F. Lawler, Managing Member 2019-04-09 JFL Capital Holdings LLC; By: /s/ Joseph F. Lawler, Managing Member 2019-04-09 JFL Partners Fund LP; By: JFL Capital Management LP; By: JFL Capital Holdings LLC; By: /s/ Joseph F. Lawler, Managing Member 2019-04-09 /s/ Joseph F. Lawler 2019-04-09