0001209191-13-038814.txt : 20130801
0001209191-13-038814.hdr.sgml : 20130801
20130801191625
ACCESSION NUMBER: 0001209191-13-038814
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130730
FILED AS OF DATE: 20130801
DATE AS OF CHANGE: 20130801
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Conatus Pharmaceuticals Inc
CENTRAL INDEX KEY: 0001383701
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 203183915
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4365 EXECUTIVE DRIVE
STREET 2: Suite 200
CITY: San Diego
STATE: CA
ZIP: 92121
BUSINESS PHONE: (858) 558-8130
MAIL ADDRESS:
STREET 1: 4365 EXECUTIVE DRIVE
STREET 2: Suite 200
CITY: San Diego
STATE: CA
ZIP: 92121
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KLINGENSTEIN PAUL H
CENTRAL INDEX KEY: 0000935463
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36003
FILM NUMBER: 131004146
MAIL ADDRESS:
STREET 1: 428 UNIVERSITY AVE
STREET 2: C/O ACCEL PARTNERS
CITY: PALO ALTO
STATE: CA
ZIP: 94301
4
1
c578183_4x0.xml
MAIN DOCUMENT DESCRIPTION
X0306
4
2013-07-30
0001383701
Conatus Pharmaceuticals Inc
CNAT
0000935463
KLINGENSTEIN PAUL H
ONE EMBARCADERO CENTER
SUITE 4000
SAN FRANCISCO
CA
94111
1
0
1
0
Common Stock
2013-07-30
4
C
0
1979321
0
A
2038535
I
By Aberdare Ventures III, L.P.
Common Stock
2013-07-30
4
X
0
73395
0.0825
A
2111930
I
By Aberdare Ventures III, L.P.
Common Stock
2013-07-30
4
S
0
552
11.00
D
2111378
I
By Aberdare Ventures III, L.P.
Common Stock
2013-07-30
4
J
0
10614
11.00
A
2121992
I
By Aberdare Ventures III, L.P.
Common Stock
2013-07-30
4
P
0
104952
11.00
A
2226944
I
By Aberdare Ventures III, L.P.
Common Stock
2013-07-30
4
C
0
46594
0
A
47985
I
By Aberdare Partners III, L.P.
Common Stock
2013-07-30
4
X
0
1727
0.0825
A
49712
I
By Aberdare Partners III, L.P.
Common Stock
2013-07-30
4
S
0
14
11.00
D
49698
I
By Aberdare Partners III, L.P.
Common Stock
2013-07-30
4
J
0
251
11.00
A
49949
I
By Aberdare Partners III, L.P.
Common Stock
2013-07-30
4
P
0
2470
11.00
A
52419
I
By Aberdare Partners III, L.P.
Series A Preferred Stock
2013-07-30
4
C
0
10483166
D
Common Stock
1270687
0
I
By Aberdare Ventures III, L.P.
Series B Preferred Stock
2013-07-30
4
C
0
5846236
D
Common Stock
708634
0
I
By Aberdare Ventures III, L.P.
Warrant to Purchase Series A Preferred Stock
0.01
2013-07-30
4
C
0
363308
D
Series A Preferred
363308
0
I
By Aberdare Ventures III, L.P.
Warrant to Purchase Series A Preferred Stock
0.01
2013-07-30
4
C
0
242205
D
Series A Preferred
242205
0
I
By Aberdare Ventures III, L.P.
Warrant to Purchase Common Stock
0.0825
2013-07-30
4
C
0
73395
A
2013-07-30
2013-07-30
Common Stock
73395
73395
I
By Aberdare Ventures III, L.P.
Warrant to Purchase Common Stock
0.0825
2013-07-30
4
X
0
73395
D
2013-07-30
2013-07-30
Common Stock
73395
0
I
By Aberdare Ventures III, L.P.
Warrant to Purchase Common Stock
0.90
2013-07-30
4
C
0
42336
D
2018-05-30
2018-05-30
Series B Preferred Stock
42336
0
I
By Aberdare Ventures III, L.P.
Warrant to Purchase Common Stock
7.43
2013-07-30
4
C
0
5131
A
2018-05-30
Common Stock
5131
5131
I
By Aberdare Ventures III, L.P.
Series A Preferred Stock
2013-07-30
4
C
0
246775
D
Common Stock
29912
0
I
By Aberdare Partners III, L.P.
Series B Preferred Stock
2013-07-30
4
C
0
137626
D
Common Stock
16682
0
I
By Aberdare Partners III, L.P.
Warrant to Purchase Series A Preferred Stock
0.01
2013-07-30
4
C
0
8552
D
Series A Preferred
8552
0
I
By Aberdare Partners III, L.P.
Warrant to Purchase Series A Preferred Stock
0.01
2013-07-30
4
C
0
5701
D
Series A Preferred
5701
0
I
By Aberdare Partners III, L.P.
Warrant to Purchase Common Stock
0.0825
2013-07-30
4
C
0
1727
A
2013-07-30
2013-07-30
Common Stock
1727
1727
I
By Aberdare Partners III, L.P.
Warrant to Purchase Common Stock
0.0825
2013-07-30
4
X
0
1727
D
2013-07-30
2013-07-30
Common Stock
1727
0
I
By Aberdare Partners III, L.P.
Warrant to Purchase Series B Preferred Stock
.90
2013-07-30
4
C
0
997
D
2018-05-30
2018-05-30
Series B Preferred Stock
997
0
I
By Aberdare Partners III, L.P.
Warrant to Purchase Common Stock
7.43
2013-07-30
4
C
0
120
A
2018-05-30
Common Stock
120
120
I
By Aberdare Partners III, L.P.
Stock Option (right to buy)
11.00
2013-07-30
4
A
0
30000
0
A
2023-07-29
Common Stock
30000
30000
D
Each share of Series A Preferred Stock and Series B Preferred Stock automatically converted into shares of the Issuer's Common Stock at the closing of the Issuer's initial public offering ("IPO") at a conversion rate of 1 share of Common Stock for every 8.25 shares of Preferred Stock, rounded down to the nearest whole number, for no additional consideration. The shares of Preferred Stock had no expiration date.
The Reporting Person is a Managing Director of Aberdare GP III, L.L.C. ("Aberdare GP III") which serves as the sole General Partner of Aberdare Ventures III, L.P. ("Aberdare Ventures III") and Aberdare Partners III, L.P. ("Aberdare Partners III"). As such, the Reporting Person shares voting and investment control over the securities owned by Aberdare Ventures III and Aberdare Partners III, and may be deemed to own beneficially the securities held by Aberdare Ventures III and Aberdare Partners III. The Reporting Person disclaims beneficial ownership of the shares held by Aberdare Ventures III and Aberdare Partners III except to the extent of his proportionate pecuniary interest therein.
Upon the conversion of all outstanding shares of Preferred Stock of the Issuer in connection with the closing of the IPO, the warrants to purchase shares of Series A Preferred Stock were converted to warrants to purchase Common Stock with an exercise price of $0.0825 per share, at a ratio of 1 share of Common Stock for every 8.25 shares of Preferred Stock, rounded down to the nearest whole number, for no additional consideration, and were then net exercised based on the IPO price of $11.00 per share.
The Common Stock was acquired upon conversion of a convertible promissory note exempt from the definition of derivative security because the conversion price did not become fixed until automatic conversion at the time of the closing of the IPO.
The warrant was immediately exercisable and was originally scheduled to expire on March 5, 2020, subject to its earlier termination upon the completion of the Issuer's initial public offering or certain mergers, acquisitions or similar transactions.
The warrant was immediately exercisable and was originally scheduled to expire on October 15, 2020, subject to its earlier termination upon the completion of the Issuer's initial public offering or certain mergers, acquisitions or similar transactions.
Upon the conversion of all outstanding shares of Preferred Stock of the Issuer in connection with the closing of the IPO, the warrants to purchase Series B Preferred Stock were converted into warrants to purchase Common Stock with an exercise price of $7.43 per share, at a ratio of 1 share of Common Stock for every 8.25 shares of Preferred Stock, rounded down to the nearest whole number, for no additional consideration.
The warrant is immediately exercisable.
The shares subject to this option become exercisable as they vest. One-third of the total number of shares subject to this option vests and becomes exercisable on each anniversary of the date of grant, July 30, 2013, so that the entire number of shares subject to this option becomes fully vested and exercisable on the third anniversary of the date of grant.
/s/ Paul H. Klingenstein
2013-08-01