0001140361-17-027184.txt : 20170707 0001140361-17-027184.hdr.sgml : 20170707 20170705175813 ACCESSION NUMBER: 0001140361-17-027184 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20170705 DATE AS OF CHANGE: 20170707 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Aurinia Pharmaceuticals Inc. CENTRAL INDEX KEY: 0001600620 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88628 FILM NUMBER: 17949407 BUSINESS ADDRESS: STREET 1: #1203-4464 MARKHAM STREET CITY: VICTORIA BC STATE: A1 ZIP: V8Z 7X8 BUSINESS PHONE: 250-708-4272 MAIL ADDRESS: STREET 1: #1203-4464 MARKHAM STREET CITY: VICTORIA BC STATE: A1 ZIP: V8Z 7X8 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: venBio Global Strategic Fund, L.P. CENTRAL INDEX KEY: 0001504130 IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1700 OWENS STREET, SUITE 595 CITY: SAN FRANCISCO STATE: CA ZIP: 94158 BUSINESS PHONE: 415-522-0100 MAIL ADDRESS: STREET 1: 1700 OWENS STREET, SUITE 595 CITY: SAN FRANCISCO STATE: CA ZIP: 94158 SC 13G 1 formsc13g.htm SC 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549



SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. __)*
Aurinia Pharmaceuticals Inc.
(Name of Issuer)

Common Shares, no par value
 (Title of Class of Securities)
 
05156V102
 
(CUSIP Number)
 
May 10, 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)
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.                    __05156V102___ _
13G
Page                    ____2___          of                    ____6_____
 
Item 1(a).
Name of Issuer:

Aurinia Pharmaceuticals Inc.

Item 1(b).
Address of Issuer’s Principal Executive Offices:

#1203-4464 Markham Street, Victoria, British Columbia V8Z7X8, Canada.

Item 2(a).
Names of Persons Filing:

This statement is being filed by venBio Global Strategic Fund, L.P. (“the Fund”); venBio Global Strategic GP, L.P. (“the General Partner”), which is the sole general partner of the Fund; venBio Global Strategic GP, Ltd. (the “GP Ltd.”), which is the sole general partner of the General Partner; Robert Adelman (“Adelman”), a director of the GP Ltd.; Corey Goodman (“Goodman” and, together with Adelman, the “Directors”), a director of the GP Ltd. The Fund, the General Partner, the GP Ltd. and the Directors are sometimes referred to collectively herein as the “Reporting Persons”.

Item 2(b).
Address of Principal Business Office or, if None, Residence:

The address of the principal business office of each Reporting Person is c/o venBio Partners, LLC, 1700 Owens Street, Suite 595, San Francisco, CA 94158.

Item 2(c).
Citizenship:

Each of the Fund and the General Partner is a Cayman Islands exempted limited partnership.  The GP Ltd. is a Cayman Islands exempted company.  Each of the Directors is a United States citizen.

Item 2(d).
Title of Class of Securities:

Common Shares, no par value (“Common Stock”).

Item 2(e).
CUSIP Number:

05156V102.

Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Item 4.
Ownership.

Not applicable.

Item 5.
Ownership of Five Percent or Less of a Class.

Each Reporting Person has ceased to beneficially own five percent (5%) or more of the Issuer’s outstanding Common Stock.
 

CUSIP No.                    05156V102          
13G
Page                    _____3____          of                    ______6______
 
Material to be Filed as Exhibits.

 
– Agreement regarding filing of joint Schedule 13G.

 
– Power of Attorney regarding filings under the Securities Exchange Act of 1934, as amended.
 

CUSIP No.                    05156V102
13G
Page                    ____4_____          of                    _____6_____
 
SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date:          July 5, 2017

VENBIO GLOBAL STRATEGIC FUND, L.P.
 
By:
VENBIO GLOBAL STRATEGIC GP, L.P.
 
General Partner
 
 
By:
venBio Global Strategic GP, Ltd.
 
General Partner
 
 
By:
*
   
 
Director
   

VENBIO GLOBAL STRATEGIC GP, L.P.
 
By:
VENBIO GLOBAL STRATEGIC GP, LTD.
 
General Partner
   
 
 
By:
*
   
 
Director
   

VENBIO GLOBAL STRATEGIC GP, LTD.
 
By:
*
 
Director
 
 
*
 
Robert Adelman
 
 
*
 
Corey Goodman
 
 
*By:
/s/ David Pezeshki
   
David Pezeshki
 
   
As attorney-in-fact
 

This Schedule 13G was executed by David Pezeshki on behalf of the individual listed above pursuant to a Power of Attorney, a copy of which is attached as Exhibit 2.
 
 

EX-99.1 2 ex1.htm EXHIBIT 1

CUSIP No.                    05156V102
13G
Page                    ___5___          of                    ___6___
 
EXHIBIT 1
AGREEMENT

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of shares of stock of Aurinia Pharmaceuticals Inc.

EXECUTED this 5th day of July, 2017.

VENBIO GLOBAL STRATEGIC FUND, L.P.
 
By:
VENBIO GLOBAL STRATEGIC GP, L.P.
 
General Partner
 
 
By:
venBio Global Strategic GP, Ltd.
 
General Partner
 
   
By:
*
 
   
Director
 
 
VENBIO GLOBAL STRATEGIC GP, L.P.
 
By:
VENBIO GLOBAL STRATEGIC GP, LTD.
 
General Partner
 
 
By:
*
 
 
Director
 
 
VENBIO GLOBAL STRATEGIC GP, LTD.
 
By:
*
 
Director
 
 
*
 
Robert Adelman
 
 
*
 
Corey Goodman
 

 
*By:
/s/ David Pezeshki  
   
David Pezeshki
    As attorney-in-fact
 
This Agreement was executed by David Pezeshki on behalf of the individual listed above pursuant to a Power of Attorney, a copy of which is attached as Exhibit 2.
 
 

EX-99.2 3 ex2.htm EXHIBIT 2

CUSIP No.                    05156V102
13G
Page                    ____6___          of                    ____6_____
 
EXHIBIT 2

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints David Pezeshki his true and lawful attorney-in-fact, with full power of substitution, to sign any and all instruments, certificates and documents that may be necessary, desirable or appropriate to be executed on behalf of himself as an individual or in his capacity as a direct or indirect general partner, director, officer, member or manager of any partnership, corporation or limited liability company, pursuant to section 13 or 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and any and all regulations promulgated thereunder, and to file the same, with all exhibits thereto, and any other documents in connection therewith, with the Securities and Exchange Commission, and with any other entity when and if such is mandated by the Exchange Act or by the Financial Industry Regulatory Authority, granting unto said attorney-in-fact full power and authority to do and perform each and every act and thing necessary, desirable or appropriate, fully to all intents and purposes as he might or could do in person, thereby ratifying and confirming all that said attorney-in-fact, or his substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, this Power of Attorney has been signed as of the 10th day of February, 2017.

 
/s/ Robert Adelman
 
 
Robert Adelman
 
     
 
/s/ Corey Goodman
 
 
Corey Goodman