0001104659-18-073366.txt : 20181217 0001104659-18-073366.hdr.sgml : 20181217 20181217171521 ACCESSION NUMBER: 0001104659-18-073366 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20181217 DATE AS OF CHANGE: 20181217 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Millendo Therapeutics, Inc. CENTRAL INDEX KEY: 0001544227 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 451472564 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87213 FILM NUMBER: 181238794 BUSINESS ADDRESS: STREET 1: 301 NORTH MAIN STREET, SUITE 100 CITY: ANN ARBOR STATE: MI ZIP: 48104 BUSINESS PHONE: 734-845-9000 MAIL ADDRESS: STREET 1: 301 NORTH MAIN STREET, SUITE 100 CITY: ANN ARBOR STATE: MI ZIP: 48104 FORMER COMPANY: FORMER CONFORMED NAME: OvaScience, Inc. DATE OF NAME CHANGE: 20120308 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROCHE FINANCE LTD CENTRAL INDEX KEY: 0001053942 STATE OF INCORPORATION: V8 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O HOFFMAN LA ROCHE STREET 2: 124 GRENSACHERSTRASSE CH 4002 CITY: BASEL SWITZERLAND STATE: V8 MAIL ADDRESS: STREET 1: C/O HOFFMAN LA ROCHE STREET 2: 124 GRENSACHERSTRASSE CH 4002 CITY: BASEL SWITZERLAND STATE: V8 SC 13G 1 a18-41757_2sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934
(Amendment No.     )*

 

Millendo Therapeutics, Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

60040X103

(CUSIP Number)

December 7, 2018

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

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. 60040X103

13G

Page 2 of 5 Pages

 

 

1

Names of Reporting Persons
Roche Finance Ltd

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

o

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Switzerland

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
755,847

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
755,847

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
755,847

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares o

 

 

11

Percent of Class Represented by Amount in Row (9)
5.9%

 

 

12

Type of Reporting Person
CO

 

 

CUSIP No. 60040X103

13G

Page 3 of 5 Pages

 

Item 1(a).

Name of Issuer:
Millendo Therapeutics, Inc. (the “Issuer”)

Item 1(b).

Address of Issuer’s Principal Executive Offices:
The Issuer’s principal executive offices are located at 301 N. Main Street, Suite 100, Ann Arbor, MI 48104

 

Item 2(a).

Name of Persons Filing:
Roche Finance Ltd

Item 2(b).

Address of Principal Business Office or, if none, Residence:
The address of the principal business office of Roche Finance Ltd is Grenzacherstrasse 122, 4070 Basel, Switzerland.

Item 2(c).

Citizenship:
Switzerland

Item 2(d).

Title of Class of Securities:
Common stock, $0.001 par value (the “Common Stock”).

Item 2(e).

CUSIP Number:
60040X103

 

Item 3.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

Not applicable.

 

 

CUSIP No. 60040X103

13G

Page 4 of 5 Pages

 

 

Item 4.

Ownership.

 

(a)

755,847

 

 

(b)

5.9%

 

 

(c)

Number of shares as to which such person has:

 

 

 

(i)

Sole power to vote or to direct the vote:

755,847

 

 

(ii)

Shared power to vote or to direct the vote:

0

 

 

(iii)

Sole power to dispose or to direct the disposition:

755,847

 

 

(iv)

Shared power to dispose or to direct the disposition:

0

 

Item 5.

Ownership of Five Percent or Less of a Class.

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

 

Not applicable.

 

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

 

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.

 

Not applicable.

 

Item 9.

Notice of Dissolution of Group.

 

Not applicable.

 

 

CUSIP No. 60040X103

13G

Page 5 of 5 Pages

 

Item 10.

Certification.

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

Dated December 17, 2018

 

 

ROCHE FINANCE LTD

 

 

By:

/s/ Carole Nuechterlein

 

By:

Beat Kraehenmann

 

Authorized Signatory

 

Authorized Signatory