0001179110-13-006939.txt : 20130418 0001179110-13-006939.hdr.sgml : 20130418 20130418102318 ACCESSION NUMBER: 0001179110-13-006939 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130416 FILED AS OF DATE: 20130418 DATE AS OF CHANGE: 20130418 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Omthera Pharmaceuticals, Inc. CENTRAL INDEX KEY: 0001477598 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 263797738 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 707 STATE ROAD CITY: NEW JERSEY STATE: NJ ZIP: 08540 BUSINESS PHONE: 908-741-4323 MAIL ADDRESS: STREET 1: 707 STATE ROAD CITY: NEW JERSEY STATE: NJ ZIP: 08540 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SOFINNOVA CAPITAL VI FCPR CENTRAL INDEX KEY: 0001441261 STATE OF INCORPORATION: XX FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35869 FILM NUMBER: 13768458 BUSINESS ADDRESS: STREET 1: C/O SOFINNOVA PARTNERS STREET 2: 17 RUE DE SURENE CITY: PARIS STATE: XX ZIP: 75008 BUSINESS PHONE: 33 1 53 054100 MAIL ADDRESS: STREET 1: C/O SOFINNOVA PARTNERS STREET 2: 17 RUE DE SURENE CITY: PARIS STATE: XX ZIP: 75008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sofinnova Partners SAS CENTRAL INDEX KEY: 0001574139 STATE OF INCORPORATION: I0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35869 FILM NUMBER: 13768459 BUSINESS ADDRESS: STREET 1: 17 RUE DE SERENE CITY: PARIS STATE: I0 ZIP: 75008 BUSINESS PHONE: 33 1 53 05 41 13 MAIL ADDRESS: STREET 1: 17 RUE DE SERENE CITY: PARIS STATE: I0 ZIP: 75008 4 1 edgar.xml FORM 4 - X0306 4 2013-04-16 0 0001477598 Omthera Pharmaceuticals, Inc. OMTH 0001441261 SOFINNOVA CAPITAL VI FCPR 17, RUE DE SERENE PARIS I0 75008 FRANCE 0 0 1 0 0001574139 Sofinnova Partners SAS 17, RUE DE SERENE PARIS I0 75008 FRANCE 0 0 1 0 Common Stock 2013-04-16 4 C 0 5745044 0 A 5745044 D Common Stock 2013-04-16 4 C 0 156250 0.01 A 5901294 D Common Stock 2013-04-16 4 S 0 196 8.00 D 5901098 D Common Stock 2013-04-16 4 C 0 633219 8.00 A 6534317 D Common Stock 2013-04-16 4 P 0 625000 8.00 A 7159317 D Series A Convertible Preferred Stock 2013-04-16 4 C 0 4350000 D Common Stock 3117609 0 D Series B Convertible Preferred Stock 2013-04-16 4 C 0 3666061 D Common Stock 2627435 0 D Warrant (right to buy) 0.01 2013-04-16 4 C 0 156250 0 D 2013-04-16 2023-02-15 Common Stock 156250 0 D Secured Convertible Promissory Note 8.00 2013-04-16 4 C 0 633219 D 2013-04-16 2014-02-15 Common Stock 633219 0 D Represents the total number of shares received upon conversion of shares of the Issuer's Series A Convertible Preferred Stock (the "Series A Shares") and Series B Convertible Preferred Stock (the "Series B Shares" and together with the Series A Shares, the "Preferred Shares"). Sofinnova Partners SAS is the managing company of Sofinnova Capital VI FCPR and disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, if any. Represents the total number of shares received upon conversion of the reporting person's warrant. Effective upon the closing of the Issuer's initial public offering ("IPO") of its Common Stock, the reporting person's warrant automatically converted into 156,250 shares of Common Stock. The reporting person paid the exercise price of $0.01 per share of the warrant on a cashless basis, resulting in the Issuer's withholding of 196 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 156,054 shares. Represents the total number of shares received upon conversion of the Secured Convertible Promissory Note issued to the reporting person. Effective upon the closing of the Issuer's IPO of its Common Stock, each Preferred Share automatically converted at a ratio of 1.3953-to-1 into the number of shares of Common Stock shown in column 7. The Preferred Shares had no expiration date. This is the maturity date of the Secured Convertible Promissory Note. The Secured Convertible Promissory Note was issued to the reporting person in exchange for $5,000,000. Effective upon the closing of the Issuer's IPO of its Common Stock, the Secured Convertible Promissory Note automatically converted into the number of shares of Common Stock shown in column 7. /s/Christian S. Schade, Attorney-in-Fact 2013-04-18 /s/Christian S. Schade, Attorney-in-Fact 2013-04-18