Sec Form 13G Filing - Aisling Capital II LP filing for Cidara Therapeutics Inc. (CDTX) - 2019-02-11

 

(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)

[__] A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);

 

(k)

[__] Group, in accordance with §240.13d-1(b)(1)(ii)(J).

ITEM 4.

OWNERSHIP

 

 

 

(a)

Amount beneficially owned:

 

 

Each of the Reporting Persons (other than Seachaid) may be deemed to beneficially own an aggregate of 1,027,843 shares of Common Stock, consisting of (i) 887,222 shares of Common Stock held by Aisling and (ii) 140,621 shares of Common Stock held by Seachaid.  Seachaid may be deemed to beneficially own an aggregate of 140,621 shares of Common Stock.

 

 

 

 

(b)

Percent of class:

 

 

Based on the calculations made in accordance with Rule 13d-3(d), each of the Reporting Persons (other than Seachaid) may be deemed to beneficially own approximately 3.7% of the outstanding Common Stock and Seachaid may be deemed to beneficially own approximately 0.5% of the outstanding Common Stock.

 

All percentages of ownership of the Common Stock by Reporting Persons presented in this Statement is based on 27,751,431 shares which is the total outstanding number of shares of the Common Stock reported in the Issuer’s quarterly report on Form 10-Q filed with the Securities Exchange Commission by the Issuer on November 8, 2018.

 

 

 

 

(c)

Number of shares as to which such person has:

 

 

 

 

 

(i), (iii)

Sole power to vote or to direct the vote

 

 

 

 

 

 

 

Each of Aisling, Aisling Partners and Aisling Partners GP may be deemed to have sole power to direct the voting and disposition of an aggregate of 1,027,843 shares of Common Stock, consisting of (i) 887,222 shares of Common Stock held by Aisling and (ii) 140,621 shares of Common Stock held by Seachaid.

Seachaid may be deemed to have sole power to direct the voting and disposition of the 140,621 shares of Common Stock beneficially owned by Seachaid.

 

 

 

 

 

 

(ii), (iv)

Shared power to vote or to direct the vote

 

 

 

 

 

 

 

By virtue of the relationships between and among the Reporting Persons as described in Item 2, each of Mr. Elms, Mr. Purcell and Mr. Schiff may be deemed to share the power to direct the voting and the disposition of an aggregate of 1,027,843 shares of Common Stock, consisting of (i) 887,222 shares of Common Stock held by Aisling and (ii) 140,621 shares of Common Stock held by Seachaid.

 

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 ☑.

 

 

ITEM 6.

OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

 

 

 

The partners of Aisling have the right to participate in the receipt of dividends from, or proceeds from the sale of, the Shares held for the account of Aisling in accordance with their ownership interests in Aisling.

CUSIP No. 171757107

Page 11 of 13

ITEM 7.

IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

Not Applicable.

ITEM 8.

IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

Not Applicable.

ITEM 9.

NOTICE OF DISSOLUTION OF GROUP

Not Applicable.

ITEM 10.

CERTIFICATIONS.

Not Applicable.

 

CUSIP No. 171757107

Page 12 of 13

SEACHAID PHARMACEUTICALS LLC

By: 

 

 

/s/  Robert Wenzel

Name:  Robert Wenzel

Title:   Vice President and Secretary