Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(AMENDMENT NO. 3)*
Invacare Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
461203101
(CUSIP Number)
December 31, 2021
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[ X ] Rule 13d-1(c)
[ ] 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
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 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.
92971A109
13G
Page 2 of 7 Pages
1.
NAMES OF REPORTING PERSONS OR
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Pura Vida Investments, LLC
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) [ ]
(b) [ x ]
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5.
SOLE VOTING POWER
0
6.
SHARED VOTING POWER
0*
7.
SOLE DISPOSITIVE POWER
0
8.
SHARED DISPOSITIVE POWER
0*
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0*
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) [ ]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%**
12.
TYPE OF REPORTING PERSON (see instructions)
IA
CUSIP No. 92971A109
13G
Page 3 of 7 Pages
1.
NAMES OF REPORTING PERSONS OR
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Efrem Kamen
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) [ ]
(b) [ x ]
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5.
SOLE VOTING POWER
0
6.
SHARED VOTING POWER
0*
7.
SOLE DISPOSITIVE POWER
0
8.
SHARED DISPOSITIVE POWER
0*
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0*
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) [ ]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%**
12.
TYPE OF REPORTING PERSON (see instructions)
IN, HC
CUSIP No. 92971A109
13G
Page 4 of 7 Pages
Item 1.
(a)
Name of Issuer
Invacare Corporation
(b)
Address of Issuer's Principal Executive Offices
1 Invacare Way
Elyria, OH 44035
Item 2.
(a)
Name of Person Filing
Pura Vida Investments, LLC
Efrem Kamen, (collectively, the "Filers").
(b)
The address of the principal place of the Filers is located at:
Pura Vida Investments, LLC 888 7th Avenue 6th Floor New York, New York 10106
(c)
For citizenship of Filers, see Item 4 of the cover sheet for each Filer.
(d)
Title of Class of Securities
Common Stock
(e)
CUSIP Number
461203101
Item 3. If this statement is filed pursuant to 240.13d-1(b)
or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
[ ]
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)
[ ]
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)
[ ]
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)
[ ]
Investment company registered under section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8).
(e)
[x]
An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f)
[ ]
An employee benefit plan or endowment fund in accordance with
240.13d-1(b)(1)(ii)(F);
(g)
[ ]
A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G);
(h)
[ ]
A savings associations as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813);
(i)
[ ]
A church plan that is excluded from the definition of an investment company
under
section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
[ ]
Group, in accordance with 240.13d-1(b)(1)(ii)(J).
CUSIP No. 92971A109
13G
Page 5 of 7 Pages
Item 4. Ownership.
(a) Amount beneficially owned: Pura Vida Investments LLC 0* shares
Efrem Kamen 0* shares (b) Percent of class: Pura Vida Investments LLC
0%** Efrem Kamen 0%**
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 0*
(ii) Shared power to vote or to direct the vote Pura Vida Investments LLC
0* shares Efrem Kamen 0* shares
(iii) Sole power to dispose or to direct the disposition of 0*
(iv) Shared power to dispose or to direct the disposition of
Pura Vida Investments, LLC 0* shares Efrem Kamen 0* shares
*Shares reported herein are held by Pura Vida Master Fund, Ltd.
(the Pura Vida Master Fund), and certain separately managed accounts
(the Accounts). Pura Vida Investments, LLC (PVI) serves as the investment
manager to the Pura Vida Master Fund and the Accounts. Efrem Kamen serves as
the managing member of PVI. By virtue of these relationships, the Reporting
Persons may be deemed to have shared voting and dispositive power with respect
to the Shares owned directly by the Pura Vida Master Fund and the Accounts
.. This report shall not be deemed an admission that the Reporting Persons are
beneficial owners of the Shares for purposes of Section 13 of the Securities
Exchange Act of 1934, as amended, or for any other purpose. Each of the
Reporting Persons disclaims beneficial ownership of the Shares reported herein
except to the extent of the Reporting Persons pecuniary interest therein.
**The percentages used herein are calculated based upon 35,019,682
Ordinary Shares outstanding as of October 25, 2021, as reported in the
Company's Quarterly Report on Form 10-Q for the quarterly period ended
September 30, 2021 filed with the Securities and Exchange
Commission on October 27, 2021
Item 5. Ownership of Five Percent or Less of a Class.
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 5 percent of the class of securities.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
N/A
Item 8. Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
CUSIP No. 92971A109
13G
Page 6 of 7 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.
Exhibits. Exhibit A Joint Filing Agreement.
SIGNATURE
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: February 14, 2022
Pura Vida Investments, LLC
By: /s/ Efrem Kamen, Managing Member
CUSIP No. 92971A109
13G
Page 7 of 7 Pages
EXHIBIT A
AGREEMENT REGARDING JOINT FILING
OF STATEMENT ON SCHEDULE 13D OR 13GThe undersigned agree to file jointly
with the Securities and Exchange Commission
(the "SEC") any and all statements on Schedule 13D or Schedule 13G
(and any amendments or supplements thereto) required under section 13(d)
of the Securities Exchange Act of 1934, as amended, in connection with
purchases and sales by the undersigned of the securities of any issuer until
such time as the undersigned file with the SEC a statement terminating this
Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G. For
that purpose, the undersigned hereby constitute and appoint
Pura Vida Investments, LLC a limited liability company, as their
true and lawful agent and attorney-in-fact, with full power and authority
for and on behalf of the undersigned to prepare or cause to be prepared,
sign, file with the SEC and furnish to any other person all certificates,
instruments, agreements and documents necessary to comply with section 13(d)
and section 16(a) of the Securities Exchange Act of 1934, as amended, in
connection with said purchases and sales, and to do and perform every act
necessary and proper to be done incident to the exercise of the foregoing
power, as fully as the undersigned might or could do if personally present,
until such time as the undersigned file with the SEC a statement terminating
this Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G.
Dated: February 14, 2022
Pura Vida Investments, LLC
By: /s/ Efrem Kamen, Managing Member