0000919574-19-004716.txt : 20190722
0000919574-19-004716.hdr.sgml : 20190722
20190722161532
ACCESSION NUMBER: 0000919574-19-004716
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190718
FILED AS OF DATE: 20190722
DATE AS OF CHANGE: 20190722
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Broadfin Healthcare Master Fund Ltd
CENTRAL INDEX KEY: 0001511900
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35952
FILM NUMBER: 19965802
BUSINESS ADDRESS:
STREET 1: C/O 20 GENESIS CLOSE
STREET 2: ANSBACHER HOUSE, 2ND FLOOR, PO BOX 1344
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1108
BUSINESS PHONE: 212-808-2460
MAIL ADDRESS:
STREET 1: C/O 20 GENESIS CLOSE
STREET 2: ANSBACHER HOUSE, 2ND FLOOR, PO BOX 1344
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1108
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Broadfin Capital, LLC
CENTRAL INDEX KEY: 0001511901
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35952
FILM NUMBER: 19965803
BUSINESS ADDRESS:
STREET 1: 300 PARK AVENUE, 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-808-2463
MAIL ADDRESS:
STREET 1: 300 PARK AVENUE, 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KOTLER KEVIN
CENTRAL INDEX KEY: 0001601692
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35952
FILM NUMBER: 19965804
MAIL ADDRESS:
STREET 1: C/O BROADFIN CAPITAL, LLC
STREET 2: 300 PARK AVENUE, 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ARATANA THERAPEUTICS, INC.
CENTRAL INDEX KEY: 0001509190
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 383826477
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 11400 TOMAHAWK CREEK PARKWAY, SUITE 340
CITY: LEAWOOD
STATE: KS
ZIP: 66211
BUSINESS PHONE: 913.353.1000
MAIL ADDRESS:
STREET 1: 11400 TOMAHAWK CREEK PARKWAY, SUITE 340
CITY: LEAWOOD
STATE: KS
ZIP: 66211
4
1
ownership.xml
X0306
4
2019-07-18
1
0001509190
ARATANA THERAPEUTICS, INC.
PETX
0001511900
Broadfin Healthcare Master Fund Ltd
20 GENESIS CLOSE
ANSBACHER HOUSE, SECOND FLOOR, 1344
GRAND CAYMAN
E9
KY1-1108
CAYMAN ISLANDS
0
0
1
0
0001511901
Broadfin Capital, LLC
300 PARK AVENUE
25TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001601692
KOTLER KEVIN
C/O BROADFIN CAPITAL, LLC
300 PARK AVENUE, 25TH FLOOR
NEW YORK
NY
10022
0
0
1
0
Common Stock
2019-07-18
4
D
0
7258135
D
0
D
The securities are held in the account of Broadfin Healthcare Master Fund, Ltd., a private investment fund managed by Broadfin Capital, LLC and may be deemed to be beneficially owned by Kevin Kotler, managing member of Broadfin Capital, LLC. Each of Broadfin Capital, LLC, Broadfin Healthcare Master Fund, Ltd. and Kevin Kotler disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and affirmatively disclaim being a "group" for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
See Remarks.
On July 18, 2019, pursuant to an Agreement and Plan of Merger, dated as of April 26, 2019 (the "Merger Agreement"), by and among Elanco Animal Health Incorporated, an Indiana corporation ("Elanco"), Elanco Athens Inc., a Delaware corporation and a direct wholly owned subsidiary of Elanco ("Acquisition Sub"), and the Issuer, Acquisition Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Elanco (the "Merger"). Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock that was outstanding immediately prior to the Effective Time (other than certain excluded shares as described in the Merger Agreement) was automatically converted into the right to receive (A) 0.1481 validly issued, fully paid and non-assessable shares of Elanco common stock, no par value per share (the "Stock Consideration"), plus the right to receive cash in lieu of any fractional shares of Elanco common stock, and (B) one contingent value right (a "CVR", and together with the Stock Consideration and the right to receive cash in lieu of any fractional shares of Elanco common stock, the "Merger Consideration") representing the right to receive $0.25 in cash if a specified milestone is achieved, as set forth in the CVR Agreement (as defined and described in the Issuer's 8-K filed on 7/18/2019).
BROADFIN CAPITAL, LLC, By: /s/ Kevin Kotler, Managing Member
2019-07-18
BROADFIN HEALTHCARE MASTER FUND, LTD., By: /s/ Kevin Kotler, Director
2019-07-18
/s/ Kevin Kotler
2019-07-18