UNITED STATES
Under the Securities Exchange Act of 1934
|
Paratek Pharmaceuticals, Inc. |
(Name of Issuer) |
Common Stock, $0.001 par value per share |
(Title of Class of Securities) |
699374302 |
(CUSIP Number) |
December 31, 2017 |
(Date of Event which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
[ ] Rule 13d-1(b) |
[ ] Rule 13d-1(c) |
[X] Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
Cusip No. | 699374302 | |||||
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Abingworth LLP 98-051-8585 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |||||
(a) | [ ] | |||||
(b) | [ ] | |||||
3 |
SEC USE ONLY
| |||||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
England | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5 |
SOLE VOTING POWER
|
0 | |||
6 |
SHARED VOTING POWER
|
1,041,131* | ||||
7 |
SOLE DISPOSITIVE POWER
|
0 | ||||
8 |
SHARED DISPOSITIVE POWER
|
1,041,131* | ||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,041,131* | |||||
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [ ] | |||||
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.7%* | |||||
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA | |||||
* Based on the information set forth in the Quarterly Report on Form 10-Q of Paratek Pharmaceuticals, Inc. (the “Issuer”) filed with the Securities and Exchange Commission on November 8, 2017, there were 27,941,015 shares of the Issuer’s common stock, par value $0.001 (the “Common Stock”), outstanding as of October 31, 2017. As of December 31, 2017 (the “Event Date”), Abingworth LLP (“Abingworth”) may be deemed to beneficially own an aggregate of 1,041,131 shares of Common Stock of the Issuer. The number of shares of Common Stock reported above consists of 1,041,131 shares of Common Stock held by Abingworth Bioventures VI, LP (“ABV VI”). Abingworth, as the investment manager of ABV VI, may be deemed to beneficially own the 1,041,131 shares of Common Stock held by ABV VI. Thus, as of the Event Date, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, Abingworth may be deemed to beneficially own 3.7% of the shares of Common Stock deemed issued and outstanding. This Amendment No. 2 constitutes an exit filing for the Reporting Persons as the Reporting Persons beneficially own less than five percent (5%) of the Common Shares of Issuer.
Cusip No. | 699374302 | |||||
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Abingworth Bioventures VI, LP | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |||||
(a) | [ ] | |||||
(b) | [ ] | |||||
3 |
SEC USE ONLY
| |||||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
England | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5 |
SOLE VOTING POWER
|
0 | |||
6 |
SHARED VOTING POWER
|
1,041,131* | ||||
7 |
SOLE DISPOSITIVE POWER
|
0 | ||||
8 |
SHARED DISPOSITIVE POWER
|
1,041,131* | ||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,041,131* | |||||
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [ ] | |||||
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.7%* | |||||
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA | |||||
* Based on the information set forth in the Quarterly Report on Form 10-Q of the Issuer filed with the Securities and Exchange Commission on November 8, 2017, there were 27,941,015 shares of Common Stock, par value $0.001, outstanding as of October 31, 2017. As of the Event Date, ABV VI held 1,041,131 shares of Common Stock of the Issuer. Thus, as of the Event Date, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, ABV VI may be deemed to beneficially own 3.7% of the shares of Common Stock deemed issued and outstanding. Abingworth, as the investment manager of ABV VI, may be deemed to beneficially own the 1,041,131 shares of Common Stock held by ABV VI. This Amendment No. 2 constitutes an exit filing for the Reporting Persons as the Reporting Persons beneficially own less than five percent (5%) of the Common Shares of Issuer.
Item 1(a). Name of Issuer:
Paratek Pharmaceuticals, Inc.
Item 1(b). Address of Issuer’s Principal Executive Offices:
75 Park Plaza
Boston, MA 02116
Item 2(a). Name of Persons Filing:
This Schedule 13G is being filed on behalf of (i) Abingworth Bioventures VI, LP (“ABV VI”), and (ii) Abingworth LLP (“Abingworth” and together with ABV VI, the “Reporting Persons”). As of December 31, 2017 (the “Event Date”), ABV VI is the owner of record of 1,041,131 shares of common stock (the “Common Stock”) of Paratek Pharmaceuticals, Inc., a Delaware corporation (the “Issuer”). Abingworth, as the investment manager of ABV VI, may be deemed to beneficially own the 1,041,131 shares of Common Stock held by ABV VI.
Item 2(b). Address of Principal Business Office or, if None, Residence:
The business address for Abingworth and ABV VI is Princess House, 38 Jermyn Street, London, England SW1Y 6DN.
Item 2(c). Citizenship:
Abingworth LLP is a limited liability partnership organized under the laws of England. ABV VI is a limited partnership organized under the laws of England.
Item 2(d). Title of Class of Securities:
Common Stock, par value $0.001
Item 2(e). CUSIP Number:
699374302
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person filing is a:
Not Applicable.
Item 4. Ownership. | |||||
As reported in the cover pages to this report, the ownership information with respect to each of the Reporting Persons is as follows:
|
|||||
(a) Amount Beneficially Owned: | 1,041,131* | ||||
(b) Percent of Class: | 3.7%* | ||||
(c) Number of Shares as to which such person has: | |||||
(i) Sole power to vote or to direct the vote: | 0 | ||||
(ii) Shared power to vote or to direct the vote: | 1,041,131* | ||||
(iii) Sole power to dispose or to direct the disposition of: | 0 | ||||
(iv) Shared power to dispose or to direct the disposition of: | 1,041,131* | ||||
* Based on the information set forth in the Quarterly Report on Form 10-Q of Paratek Pharmaceuticals, Inc. (the “Issuer”) filed with the Securities and Exchange Commission on November 8, 2017, there were 27,941,015 shares of the Issuer’s common stock, par value $0.001 (the “Common Stock”), outstanding as of October 31, 2017. As of December 31, 2017 (the “Event Date”), Abingworth LLP (“Abingworth”) may be deemed to beneficially own an aggregate of 1,041,131 shares of Common Stock of the Issuer. The number of shares of Common Stock reported above consists of 1,041,131 shares of Common Stock held by Abingworth Bioventures VI, LP (“ABV VI”). Abingworth, as the investment manager of ABV VI, may be deemed to beneficially own the 1,041,131 shares of Common Stock held by ABV VI. Thus, as of the Event Date, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, Abingworth may be deemed to beneficially own 3.7% of the shares of Common Stock deemed issued and outstanding. This Amendment No. 2 constitutes an exit filing for the Reporting Persons as the Reporting Persons beneficially own less than five percent (5%) of the Common Shares of Issuer.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [ X ]
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable. |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 14, 2018
ABINGWORTH LLP | ||
By: | /s/ John Heard | |
Name: John Heard | ||
Title: Authorized Signatory | ||
ABINGWORTH BIOVENTURES VI, LP | ||
By: Abingworth LLP, its Manager | ||
By: | /s/ John Heard | |
Name: John Heard | ||
Title: Authorized Signatory | ||
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)
Exhibit Index
Exhibit |
A. Joint Filing Agreement dated as of February 16, 2016 by and between Abingworth LLP and Abingworth Bioventures VI, LP (incorporated by reference to Exhibit A to Schedule 13G, filed with the Securities and Exchange Commission on February 16, 2016) |