Sec Form 4 Filing - ABG WTT-MedAvail Ltd @ MedAvail Holdings, Inc. - 2023-06-16

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ABG WTT-MedAvail Ltd
2. Issuer Name and Ticker or Trading Symbol
MedAvail Holdings, Inc. [ MDVL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
UNIT 3002-3004, 30TH FLOOR, GLOUCESTER TOWER, THE LANDMARK, CENTRAL
3. Date of Earliest Transaction (MM/DD/YY)
06/16/2023
(Street)
HONG KONG, K3
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Warrant (Right to Buy) $ 0.3854 06/16/2023 J( 1 ) 6,818,181 06/16/2023 06/16/2028 Common Stock 6,818,181 ( 1 ) 6,818,181 I See footnote ( 2 )
Series A Warrant (Right to Buy) $ 0.3854 06/16/2023 J( 1 ) 965,130 06/16/2023 06/16/2028 Common Stock 965,130 ( 1 ) 965,130 I See footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ABG WTT-MedAvail Ltd
UNIT 3002-3004, 30TH FLOOR
GLOUCESTER TOWER, THE LANDMARK, CENTRAL
HONG KONG, K3
X
Ally Bridge Group-WTT Global Life Science Capital Partners, L.P.
UNIT 3002-3004, 30TH FLOOR
GLOUCESTER TOWER, THE LANDMARK, CENTRAL
HONG KONG, K3
X
ABG-WTT Global Life Science Capital Partners GP, L.P.
UNIT 3002-3004, 30TH FLOOR
GLOUCESTER TOWER, THE LANDMARK, CENTRAL
HONG KONG, K3
X
ABG-WTT Global Life Science Capital Partners GP Ltd
UNIT 3002-3004, 30TH FLOOR
GLOUCESTER TOWER, THE LANDMARK, CENTRAL
HONG KONG, K3
X
ABG Management Ltd.
UNIT 3002-3004, 30TH FLOOR
GLOUCESTER TOWER, THE LANDMARK, CENTRAL
HONG KONG, K3
X
Yu Fan
UNIT 3002-3004, 30TH FLOOR
GLOUCESTER TOWER, THE LANDMARK, CENTRAL
HONG KONG, K3
X
Ally Bridge MedAlpha Master Fund L.P.
430 PARK AVENUE, 12TH FLOOR,
NEW YORK, NY10022
X
Ally Bridge Group (NY) LLC
430 PARK AVENUE, 12TH FLOOR,
NEW YORK, NY10022
X
Signatures
Ally Bridge Group-WTT Global Life Science Capital Partners, L.P., By: ABG-WTT Global Life Science Capital Partners GP, L.P., its general partner, By: ABG-WTT Global Life Science Capital Partners GP Limited, its general partner, By: /s/ Fan Yu, Director 06/21/2023
Signature of Reporting Person Date
ABG-WTT Global Life Science Capital Partners GP, L.P., By: ABG-WTT Global Life Science Capital Partners GP Limited, its general partner, By: /s/ Fan Yu, Director 06/21/2023
Signature of Reporting Person Date
ABG-WTT Global Life Science Capital Partners GP Limited, By: /s/ Fan Yu, Director 06/21/2023
Signature of Reporting Person Date
Ally Bridge MedAlpha Master Fund L.P., By: Ally Bridge MedAlpha General Partner L.P., its general partner, By: Ally Bridge MedAlpha GP, LLC, its general partner, By: /s/ Fan Yu, Manager 06/21/2023
Signature of Reporting Person Date
Ally Bridge Group (NY) LLC, By: ABG Management Ltd., its managing member, By: /s/ Fan Yu, Director 06/21/2023
Signature of Reporting Person Date
ABG Management Ltd., By: /s/ Fan Yu, Director 06/21/2023
Signature of Reporting Person Date
ABG WTT-MedAvail Limited, By: /s/ Charles Chon, Director 06/21/2023
Signature of Reporting Person Date
/s/ Fan Yu 06/21/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On March 13, 2023, pursuant to the securities purchase agreement, dated as of March 9, 2023 (the "2023 Securities Purchase Agreement"), by and among the Issuer and the certain purchasers listed therein, ABG WTT-MedAvail Limited ("ABG WTT") and Ally Bridge MedAlpha Master Fund L.P. ("MedAlpha") purchased from the Issuer 6,818,181 and 965,130 Pre-Funded Warrants, respectively, at a purchase price of $0.3212 per share. Pursuant to the 2023 Securities Purchase Agreement, ABG WTT and MedAlpha also purchased for no additional consideration 6,818,181 and 965,130 Series A Warrants, respectively. The Series A Warrants were issued two business days following the date the Issuer received required approval of the Issuer's stockholders on June 14, 2023.
( 2 )These securities are held of record by ABG WTT. ABG WTT is wholly owned by Ally Bridge Group-WTT Global Life Science Capital Partners, L.P. Voting and investment decisions with respect to any securities held of record by ABG WTT are made by the investment committee of ABG-WTT Global Life Science Capital Partners GP Limited, which is the general partner of ABG-WTT Global Life Science Capital Partners GP, L.P., which is the general partner of Ally Bridge Group-WTT Global Life Science Capital Partners, L.P. As such, each of the foregoing entities may be deemed to share beneficial ownership of the shares held by ABG-WTT. Each of them disclaims any such beneficial ownership.
( 3 )These securities are held of record by MedAlpha. Mr. Fan Yu is the sole shareholder of ABG Management Ltd., which is the sole member of Ally Bridge Group (NY) LLC, which manages MedAlpha's investments. As such, each of the foregoing entities and Mr. Fan Yu may be deemed to share beneficial ownership of the shares held of record by MedAlpha. Each of them disclaims any such beneficial ownership.

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