Major Shareholding Notification • Aug 15, 2017
Major Shareholding Notification
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Washington, D.C. 20549
Under the Securities Exchange Act of 1934 (Amendment No. 1 )*
(Name of Issuer)
Common Stock, par value \$0.01 per share (Title of Class of Securities)
81834Q104 (CUSIP Number)
Kate Inman General Counsel, Secretary OPKO Health, Inc. 4400 Biscayne Boulevard Miami, Florida 33137 Telephone: (305) 575-4100 (Name, address and telephone number of person authorized to receive notices and communications)
August 10, 2017 (Date of event which requires filing of this statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box ☐.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.
* 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 on the remainder of this cover page shall not be deemed to be "filed" for 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).
| 1 NAME OF REPORTING PERSONS |
|
|---|---|
| OPKO Health, Inc. | |
| 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐ |
|
| 3 SEC USE ONLY |
|
| 4 SOURCE OF FUNDS |
|
| WC | |
| 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) |
|
| ☐ | |
| 6 CITIZENSHIP OR PLACE OF ORGANIZATION |
|
| Delaware | |
| 7 SOLE VOTING POWER |
|
| 16,233,919* NUMBER OF SHARES 8 SHARED VOTING POWER |
|
| BENEFICIALLY | |
| OWNED BY 0 EACH |
|
| 9 SOLE DISPOSITIVE POWER REPORTING |
|
| PERSON 16,233,919* WITH |
|
| 10 SHARED DISPOSITIVE POWER |
|
| 0 | |
| 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
| 16,233,919* | |
| 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |
|
| ☐ | |
| 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
| 33.6% | |
| 14 TYPE OF REPORTING PERSON |
|
| CO |
* The 16,233,919 shares are comprised of (i) 14,643,838 shares of common stock, 4,126,822 of which were issued pursuant to convertible promissory notes that were recently converted, and accrued interest thereon (ii) Series C Preferred shares convertible into 1,250,007 shares of common stock, and (iii) warrants to purchase an aggregate of 340,074 shares of common stock which are exercisable within 60 days from the date hereof.
This Amendment No. 1 (the "Amendment") to Schedule 13D is being filed with the Securities & Exchange Commission (the "SEC") on behalf of OPKO Health, Inc., a Delaware corporation ("OPKO") and relates to the common stock, \$0.01 par value per share (the "Shares"), of Sevion Therapeutics, Inc. (the "Issuer"). The address of the principal executive offices of the Issuer is 10210 Campus Point Drive, Suite 150, San Diego, CA 92121. This Amendment amends and supplements the initial statement on Schedule 13D (the "Original Schedule 13D") filed by OPKO with the SEC on August 4, 2017. Except as set forth herein, this Amendment does not modify any of the information previously reported by OPKO in the Original Schedule 13D. Unless otherwise indicated, all capitalized terms used herein have the meanings ascribed to them in the Original Schedule 13D.
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: August 14, 2017 By: /s/ Kate Inman
Name: Kate Inman Title: General Counsel, Secretary
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