0001209191-13-045531.txt : 20130924
0001209191-13-045531.hdr.sgml : 20130924
20130924191240
ACCESSION NUMBER: 0001209191-13-045531
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130924
FILED AS OF DATE: 20130924
DATE AS OF CHANGE: 20130924
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Ophthotech Corp.
CENTRAL INDEX KEY: 0001410939
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5 VAUGHN DRIVE
STREET 2: SUITE 106
CITY: PRINCETON
STATE: NJ
ZIP: 08540
BUSINESS PHONE: 609-945-6050
MAIL ADDRESS:
STREET 1: 5 VAUGHN DRIVE
STREET 2: SUITE 106
CITY: PRINCETON
STATE: NJ
ZIP: 08540
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Novo A/S
CENTRAL INDEX KEY: 0001388325
STATE OF INCORPORATION: G7
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36080
FILM NUMBER: 131113151
BUSINESS ADDRESS:
STREET 1: KROGSHOJVEJ 41
CITY: BAGSVAERD
STATE: G7
ZIP: DK-2880
BUSINESS PHONE: 45 8824 8824
MAIL ADDRESS:
STREET 1: KROGSHOJVEJ 41
CITY: BAGSVAERD
STATE: G7
ZIP: DK-2880
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2013-09-24
0
0001410939
Ophthotech Corp.
OPHT
0001388325
Novo A/S
TUBORG HAVNEVEJ 19
HELLERUP
G7
2900
DENMARK
0
0
1
1
SEE REMARKS
SERIES A PREFERRED STOCK
COMMON STOCK
14374443
D
SERIES B PREFERRED STOCK
COMMON STOCK
5208334
D
SERIES C PREFERRED STOCK
COMMON STOCK
15438009
D
SERIES A PREFERRED STOCK WARRANT (RIGHT TO BUY)
2017-06-18
SERIES A PREFERRED STOCK
70000
D
Series A, B and C Preferred Stock (collectively, the "Preferred Stock") has no expiration date and is convertible into shares of the Issuer's Common Stock on a one-for-5.9000 basis upon the closing of the Issuer's initial public offering (the "IPO Closing").
Does not give effect to the one-for-5.9000 reverse stock split that will occur upon the IPO Closing.
Excludes 370,591 shares of Common Stock issuable upon conversion for dividends that accrued on each series of Preferred Stock prior to conversion.
Excludes 112,752 shares of Common Stock issuable upon conversion for dividends that accrued on each series of Preferred Stock prior to conversion.
Excludes 22,748 shares of Common Stock issuable upon conversion for dividends that accrued on each series of Preferred Stock prior to conversion.
Does not give effect to the one-for-5.9000 reverse stock split with respect to the shares underlying the warrant that will occur upon the IPO Closing and excludes shares of Common Stock issuable upon exercise for dividends that accrued prior to exercise.
The warrant was originally issued at an exercise price of $0.01 per share. Upon the IPO Closing, the warrant will become exercisable for shares of the Issuer's Common Stock at an exercise price of $0.059 per share, after giving effect to the one-for-5.9000 reverse stock split that will occur upon the IPO Closing and an adjustment to account for additional shares issuable as accrued stock dividends.
Novo A/S is a Danish limited liability company. The board of directors of Novo A/S (the "Novo Board"), currently is comprised of Sten Scheibye, Goran Ando, Jorgen Boe, Jeppe Christiansen, Steen Riisgaard and Per Wold-Olsen, has shared investment and voting control over the securities of the Issuer held by Novo A/S (the "Shares") and may exercise such control only with the support of a majority of the Novo Board. As such, no individual member of the Novo Board is deemed to hold any beneficial ownership or reportable pecuniary interest in the Shares.
/s/ Thorkil Kastberg Christensen, Chief Financial Officer of Novo A/S
2013-09-24