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