0001209191-18-044777.txt : 20180801
0001209191-18-044777.hdr.sgml : 20180801
20180801172640
ACCESSION NUMBER: 0001209191-18-044777
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180730
FILED AS OF DATE: 20180801
DATE AS OF CHANGE: 20180801
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: New Enterprise Associates 12, Limited Partnership
CENTRAL INDEX KEY: 0001383391
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38601
FILM NUMBER: 18985874
BUSINESS ADDRESS:
STREET 1: 1119 ST. PAUL STREET
CITY: BALTIMORE
STATE: MD
ZIP: 21202
BUSINESS PHONE: 4102440115
MAIL ADDRESS:
STREET 1: 1119 ST. PAUL STREET
CITY: BALTIMORE
STATE: MD
ZIP: 21202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NEA Partners 12, Limited Partnership
CENTRAL INDEX KEY: 0001383390
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38601
FILM NUMBER: 18985875
BUSINESS ADDRESS:
STREET 1: 1119 ST. PAUL STREET
CITY: BALTIMORE
STATE: MD
ZIP: 21202
BUSINESS PHONE: 4102440115
MAIL ADDRESS:
STREET 1: 1119 ST. PAUL STREET
CITY: BALTIMORE
STATE: MD
ZIP: 21202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NEA 12 GP, LLC
CENTRAL INDEX KEY: 0001383389
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38601
FILM NUMBER: 18985876
BUSINESS ADDRESS:
STREET 1: 1119 ST. PAUL STREET
CITY: BALTIMORE
STATE: MD
ZIP: 21202
BUSINESS PHONE: 4102440115
MAIL ADDRESS:
STREET 1: 1119 ST. PAUL STREET
CITY: BALTIMORE
STATE: MD
ZIP: 21202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Liquidia Technologies Inc
CENTRAL INDEX KEY: 0001330436
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 419 DAVIS DRIVE
STREET 2: SUITE 100
CITY: DURHAM
STATE: NC
ZIP: 27713
BUSINESS PHONE: 919-328-4400
MAIL ADDRESS:
STREET 1: P.O. BOX 110085
CITY: RESEARCH TRIANGLE PARK
STATE: NC
ZIP: 27709
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-07-30
0
0001330436
Liquidia Technologies Inc
LQDA
0001383391
New Enterprise Associates 12, Limited Partnership
1954 GREENSPRING DRIVE
SUITE 600
TIMONIUM
MD
21093
0
0
1
0
0001383390
NEA Partners 12, Limited Partnership
1954 GREENSPRING DRIVE
SUITE 600
TIMONIUM
MD
21093
0
0
1
0
0001383389
NEA 12 GP, LLC
1954 GREENSPRING DRIVE
SUITE 600
TIMONIUM
MD
21093
0
0
1
0
Common Stock
2018-07-30
4
C
0
515547
A
526667
D
Common Stock
2018-07-30
4
C
0
432033
A
958700
D
Common Stock
2018-07-30
4
C
0
980715
A
1939415
D
Common Stock
2018-07-30
4
P
0
545455
11.00
A
2484870
D
Series B Preferred Stock
2018-07-30
4
C
0
3645307
D
Common Stock
515547
0
D
Series C Preferred Stock
2018-07-30
4
C
0
3337206
D
Common Stock
432033
0
D
Series D Preferred Stock
2018-07-30
4
C
0
16502833
D
Common Stock
980715
0
D
Warrant to purchase Series D Preferred Stock
0.01
2018-07-30
4
J
0
684911
D
2017-02-17
2026-12-31
Series D Preferred Stock
40702
0
D
Warrant to purchase Common Stock
0.01
2018-07-30
4
J
0
40702
A
2017-02-17
2026-12-31
Common Stock
40702
40702
D
The Series B preferred stock had no expiration date and automatically converted into the Issuer's common stock on a 0.1414-for-1 basis immediately prior to the closing of the Issuer's initial public offering.
The securities are held by New Enterprise Associates 12, Limited Partnership ("NEA 12") and indirectly held by NEA Partners 12, Limited Partnership ("NEA Partners 12"), the sole general partner of NEA 12, NEA 12 GP, LLC ("NEA 12 GP"), the sole general partner of NEA Partners 12, and the individual managers of NEA 12 GP (NEA Partners 12, NEA 12 GP and the individual managers of NEA 12 GP together, the "Indirect Reporting Persons"). The individual managers of NEA 12 GP are M. James Barrett, Peter J. Barris, Forest Baskett, Patrick J. Kerins and Scott D. Sandell. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the issuer held by NEA 12 in which the Indirect Reporting Persons have no pecuniary interest.
The Series C preferred stock had no expiration date and automatically converted into the Issuer's common stock on a 0.1295-for-1 basis immediately prior to the closing of the Issuer's initial public offering.
The Series D preferred stock had no expiration date and automatically converted into the Issuer's common stock on a 0.0594-for-1 basis immediately prior to the closing of the Issuer's initial public offering.
Immediately prior to the closing of the Issuer's initial public offering and without payment of further consideration, the Warrants to purchase Series D Preferred Stock automatically became exercisable to purchase the Issuer's common stock. The transaction is listed solely for the purpose of reporting the change of the title and amount of securities underlying the warrant.
/s/ Sasha Keough, attorney-in-fact
2018-08-01