0001104659-22-077763.txt : 20220706 0001104659-22-077763.hdr.sgml : 20220706 20220706171720 ACCESSION NUMBER: 0001104659-22-077763 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220701 FILED AS OF DATE: 20220706 DATE AS OF CHANGE: 20220706 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Redmile Group, LLC CENTRAL INDEX KEY: 0001425738 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36533 FILM NUMBER: 221069716 BUSINESS ADDRESS: STREET 1: ONE LETTERMAN DRIVE STREET 2: BUILDING D, SUITE D3-300 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 BUSINESS PHONE: 415-489-9980 MAIL ADDRESS: STREET 1: ONE LETTERMAN DRIVE STREET 2: BUILDING D, SUITE D3-300 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RedCo II Master Fund, L.P. CENTRAL INDEX KEY: 0001921783 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36533 FILM NUMBER: 221069714 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: PO BOX 309, UGLAND HOUSE CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 4154899980 MAIL ADDRESS: STREET 1: ONE LETTERMAN DRIVE, BLDG D, STE D3-300 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Green Jeremy CENTRAL INDEX KEY: 0001650527 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36533 FILM NUMBER: 221069715 MAIL ADDRESS: STREET 1: 45 W. 27TH STREET, FLOOR 11 CITY: NEW YORK STATE: NY ZIP: 10001 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MedAvail Holdings, Inc. CENTRAL INDEX KEY: 0001402479 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 900772394 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4720 E COTTON GIN LOOP STREET 2: SUITE 220 CITY: PHOENIX STATE: AZ ZIP: 85040 BUSINESS PHONE: 1.877.830.0826 MAIL ADDRESS: STREET 1: 4720 E COTTON GIN LOOP STREET 2: SUITE 220 CITY: PHOENIX STATE: AZ ZIP: 85040 FORMER COMPANY: FORMER CONFORMED NAME: MYOS RENS TECHNOLOGY INC. DATE OF NAME CHANGE: 20160322 FORMER COMPANY: FORMER CONFORMED NAME: MYOS Corp DATE OF NAME CHANGE: 20120521 FORMER COMPANY: FORMER CONFORMED NAME: Atlas Therapeutics Corp DATE OF NAME CHANGE: 20100719 4 1 tm2220423-2_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-07-01 0 0001402479 MedAvail Holdings, Inc. MDVL 0001425738 Redmile Group, LLC ONE LETTERMAN DRIVE, BUILDING D SUITE D3-300 SAN FRANCISCO CA 94129 1 0 1 0 0001650527 Green Jeremy C/O REDMILE GROUP, LLC (NY OFFICE) 45 W. 27TH STREET, FLOOR 11 NEW YORK NY 10001 1 0 1 0 0001921783 RedCo II Master Fund, L.P. ONE LETTERMAN DRIVE, BUILDING D SUITE D3-300 SAN FRANCISCO CA 94129 1 0 1 0 Common Stock 2022-07-01 4 A 0 9411765 1.0625 A 34604516 I See Footnote Common Stock 2022-07-01 4 A 0 7639117 1.0625 A 19097796 D Warrants to Purchase Shares of Common Stock 1.25 2022-07-01 4 A 0 4705881 0 A 2022-07-01 2027-07-01 Common Stock 4705881 12069628 I See Footnote Warrants to Purchase Shares of Common Stock 1.25 2022-07-01 4 A 0 3819558 0 A 2022-07-01 2027-07-01 Common Stock 3819558 9548897 D On July 1, 2022, certain private investment vehicles (collectively, the "Redmile Funds") managed by Redmile Group, LLC ("Redmile"), among other investors in the Issuer, acquired shares of the Issuer's common stock in the second closing of a private placement (the "PIPE Shares") pursuant to a securities purchase agreement, dated as of March 30, 2022 (the "Purchase Agreement"), following the satisfaction of certain closing conditions. Each Redmile Fund that purchased PIPE Shares was also issued a warrant to purchase the Issuer's common stock (the "Warrant Shares") in an amount equal to 50% of the number of PIPE Shares that such Redmile Fund purchased under the Purchase Agreement. The warrants will be exercisable by the holder at any time on or after the issuance date of the warrant for a period of 5 years. The warrant terms provide the Issuer with a call option to force the warrant-holders to exercise up to 2/3 of the Warrant Shares, with 1/3 of the Warrant Shares being callable beginning on each of the 12 month and 24 month anniversaries of the warrant issuance dates, in each case, until the expiration of the warrants, and subject to the satisfaction of certain pricing conditions relating to the trading of the Issuer's common stock. In the second closing of the Issuer's private placement on July 1, 2022, one of the Redmile Funds, RedCo II Master Fund, L.P. ("RedCo II"), which beneficially owns more than 10% of the Issuer's common stock, acquired 7,639,117 PIPE Shares and was issued a warrant to purchase 3,819,558 Warrant Shares pursuant to the Purchase Agreement. These securities are directly owned by the Redmile Funds (or by RedCo II as indicated), and may be deemed beneficially owned by Redmile as investment manager of the Redmile Funds. The reported securities may also be deemed beneficially owned by Jeremy Green as the principal of Redmile (collectively with Redmile and RedCo II, the "Reporting Persons"). Each of Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. This report shall not be deemed an admission that such Reporting Persons are a beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Rob Faulkner, a member of the board of directors of the Issuer and a managing director of Redmile, was elected to the board of the Issuer as a representative of Redmile and its affiliates. As a result, the Reporting Persons are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. By: /s/ Jeremy Green, Managing Member of Redmile Group, LLC 2022-07-06 /s/ Jeremy Green 2022-07-06 By: /s/ Jeremy Green, Managing Member of RedCo II (GP), LLC, general partner of RedCo II Master Fund, L.P. 2022-07-06