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