Sec Form 4 Filing - Avista Acquisition Corp. @ Avista Healthcare Public Acquisition Corp. - 2017-07-05

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
Avista Acquisition Corp.
2. Issuer Name and Ticker or Trading Symbol
Avista Healthcare Public Acquisition Corp. [ AHPA]
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)
C/O AVISTA HEALTHCARE PUBLIC ACQUISITION, CORP. 65 EAST 55TH STREET, 18TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
07/05/2017
(Street)
NEW YORK, NY10022
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
Class B Ordinary Shares ( 1 ) 11/28/2016 S 186,320 ( 1 ) ( 1 ) Class A Ordinary Shares 186,320 $ 0.003 5,792,500 D ( 2 ) ( 3 ) ( 4 )
Reporting Owners
Reporting Owner Name / Address Relation ships
Director 10% Owner Officer Other
Avista Acquisition Corp.
C/O AVISTA HEALTHCARE PUBLIC ACQUISITION
CORP. 65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X
Avista Acquisition, LLC
C/O AVISTA HEALTHCARE PUBLIC ACQUISITION
CORP. 65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X
Dean Thompson
C/O AVISTA HEALTHCARE PUBLIC ACQUISITION
CORP. 65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X X Executive Chairman
Burgstahler David F
C/O AVISTA HEALTHCARE PUBLIC ACQUISITION
CORP. 65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X X President and CEO
Signatures
By: /s/ Benjamin Silbert, Attorney-in-Fact for Avista Acquisition Corp 07/07/2017
Signature of Reporting Person Date
By: /s/ Benjamin Silbert, Attorney-in-Fact for Avista Acquisition, LLC 07/07/2017
Signature of Reporting Person Date
By: /s/ Benjamin Silbert, Attorney-in-Fact for Thompson Dean 07/07/2017
Signature of Reporting Person Date
By: /s/ Benjamin Silbert, Attorney-in-Fact for David Burgstahler 07/07/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the Amended and Restated Memorandum and Articles of Association (the "Articles") of the Issuer, the Class B ordinary shares, par value $0.0001 per share (the "Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of the Issuer's Business Combination, as defined in the Articles, on a one-for-one basis, subject to adjustment, and have no expiration date.
( 2 )Directly owned by Sponsor. The sole shareholder of Sponsor is Avista Acquisition, LLC ("Avista Acquisition"). Thompson Dean and David Burgstahler are the managers of Avista Acquisition (and, together with Sponsor, Messrs. Dean and Burgstahler are the "Reporting Persons").
( 3 )Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
( 4 )Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

Remarks:
Exhibit 99.1 Joint Filer Information, incorporated herein by reference.

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