UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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SCHEDULE 13G
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Under the Securities Exchange Act of 1934*
(Rule 13d-102)
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(Amendment No. 1)
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Sagent Pharmaceuticals, Inc.
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(Name of Issuer)
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Common Stock, par value $0.01 per share
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(Title of Class of Securities)
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786692103
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(CUSIP Number)
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September 16, 2013
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(Date of Event Which Requires Filing of This Statement)
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VIVO VENTURES V, LLC
|
|||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [ ]
(b) [X]
|
||
3
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SEC USE ONLY
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|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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|||
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH
|
5
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SOLE VOTING POWER
|
0
|
|
6
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SHARED VOTING POWER
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3,618,946
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||
7
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SOLE DISPOSITIVE POWER
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0
|
||
8
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SHARED DISPOSITIVE POWER
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3,618,946
|
||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
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3,618,946
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||
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES
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[ ]
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
11.4%
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||
12
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TYPE OF REPORTING PERSON
|
OO
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VIVO VENTURES FUND V, L.P.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [ ]
(b) [X]
|
||
3
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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
|
3,576,966
|
||
7
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SOLE DISPOSITIVE POWER
|
0
|
||
8
|
SHARED DISPOSITIVE POWER
|
3,576,966
|
||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
3,576,966
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
11.3%
|
||
12
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TYPE OF REPORTING PERSON
|
PN
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VIVO VENTURES V AFFILIATES FUND, L.P.
|
|||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(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
|
41,980
|
||
7
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SOLE DISPOSITIVE POWER
|
0
|
||
8
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SHARED DISPOSITIVE POWER
|
41,980
|
||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
41,980
|
||
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.1%
|
||
12
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TYPE OF REPORTING PERSON
|
PN
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VIVO VENTURES VI, LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [ ]
(b) [X]
|
||
3
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SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
|||
|
5
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SOLE VOTING POWER
|
0
|
|
NUMBER OF SHARES
BENEFICIALLY OWNED BY |
6
|
SHARED VOTING POWER
|
4,180,791
|
|
EACH REPORTING PERSON WITH
|
7
|
SOLE DISPOSITIVE POWER
|
0
|
|
8
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SHARED DISPOSITIVE POWER
|
4,180,791
|
||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
4,180,791
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
13.2%
|
||
12
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TYPE OF REPORTING PERSON OO
|
OO
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VIVO VENTURES FUND VI, L.P.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(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
|
4,150,386
|
||
7
|
SOLE DISPOSITIVE POWER
|
0
|
||
8
|
SHARED DISPOSITIVE POWER
|
4,150,386
|
||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
4,150,386
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
13.1%
|
||
12
|
TYPE OF REPORTING PERSON
|
PN
|
1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
VIVO VENTURES VI AFFILIATES FUND, L.P.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [ ]
(b) [X]
|
||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
|||
|
5
|
SOLE VOTING POWER
|
0
|
|
NUMBER OF SHARES
BENEFICIALLY OWNED BY
|
6
|
SHARED VOTING POWER
|
30,405
|
|
EACH REPORTING PERSON WITH
|
7
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SOLE DISPOSITIVE POWER
|
0
|
|
8
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SHARED DISPOSITIVE POWER
|
30,405
|
||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
30,405
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.1%
|
||
12
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TYPE OF REPORTING PERSON
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PN
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Item 1(a).
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Name of Issuer:
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Sagent Pharmaceuticals, Inc. (the “Issuer”)
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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1901 N. Roselle Road, Suite 700, Schaumburg, Illinois 60195
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Item 2(a).
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Name of Person Filing:
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This statement is filed on behalf of the following persons with respect to shares of common stock of the Issuer:
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(i)
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Vivo Ventures V, LLC, a Delaware limited liability company (“Vivo V”), as general partner of Vivo Ventures Fund V, L.P. (“VV Fund V”) and Vivo Ventures V Affiliates Fund, L.P. (“Affiliates Fund V”), with respect to shares held by VV Fund V and Affiliates Fund V;
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(ii)
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Vivo Ventures Fund V, L.P., a Delaware limited partnership, with respect to shares held by it;
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(iii)
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Vivo Ventures V Affiliates Fund, L.P., a Delaware limited partnership, with respect to shares held by it;
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(iv)
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Vivo Ventures VI, LLC, a Delaware limited liability company (“Vivo VI”), as general partner of Vivo Ventures Fund VI, L.P. (“VV Fund VI”) and Vivo Ventures VI Affiliates Fund, L.P. (“Affiliates Fund VI”), with respect to shares held by VV Fund VI and Affiliates Fund VI;
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(v)
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Vivo Ventures Fund VI, L.P., a Delaware limited partnership, with respect to shares held by it; and
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(vi)
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Vivo Ventures VI Affiliates Fund, L.P., a Delaware limited partnership, with respect to shares held by it.
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The foregoing persons are hereinafter referred to collectively as the “Reporting Persons.”
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Item 2(b).
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Address of Principal Business Office or, if none, Residence:
575 High Street, Suite 201, Palo Alto, CA 94301
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Item 2(c).
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Citizenship:
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Vivo Ventures V, LLC is a limited liability company organized under the laws of the State of Delaware.
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Vivo Ventures Fund V, L.P. is a limited partnership organized under the laws of the State of Delaware.
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Vivo Ventures V Affiliates Fund, L.P. is a limited partnership organized under the laws of the State of Delaware.
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Vivo Ventures VI, LLC is a limited liability company organized under the laws of the State of Delaware.
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Vivo Ventures Fund VI, L.P. is a limited partnership organized under the laws of the State of Delaware.
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Vivo Ventures VI Affiliates Fund, L.P. is a limited partnership organized under the laws of the State of Delaware.
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Item 2(d).
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Title of Class of Securities:
|
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Common Stock, par value $0.01 per share (the “Common Stock”)
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Item 2(e).
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CUSIP Number: 786692103
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Item 3.
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Not applicable.
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Item 4.
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Ownership.
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Provide the following information regarding the aggregate number and percentage of the class of securities of the Issuer identified in Item 1.
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(a)
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Amount Beneficially Owned:
|
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Vivo V. Vivo V is the general partner of VV Fund V and Affiliates Fund V. Accordingly, Vivo V may be deemed to have indirect beneficial ownership of shares of the Issuer directly owned by VV Fund V and Affiliates Fund V. As of the date of this filing, VV Fund V and Affiliates Fund V beneficially own 3,576,966 and 41,980 shares of Common Stock, respectively.
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||
Vivo VI. Vivo VI is the general partner of both VV Fund VI and Affiliates Fund VI. Accordingly, Vivo VI may be deemed to have indirect beneficial ownership of shares of the Issuer directly owned by VV Fund VI and Affiliates Fund VI. As of the date of this filing, VV Fund VI and Affiliates Fund VI beneficially own 4,150,386 and 30,405 shares of Common Stock, respectively.
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Each of the Reporting Persons disclaims beneficial ownership of such securities except to the extent of such Reporting Person's pecuniary interest in such securities.
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(b)
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Percent of Class:
|
Reporting Person
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Percent
|
|||
Vivo Ventures V, LLC
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11.4%
|
|||
Vivo Ventures Fund V, L.P.
|
11.3%
|
|||
Vivo Ventures V Affiliates Fund, L.P.
|
0.1%
|
|||
Vivo Ventures VI, LLC
|
13.2%
|
|||
Vivo Ventures Fund VI, L.P.
|
13.1%
|
|||
Vivo Ventures VI Affiliates Fund, L.P.
|
0.1%
|
The foregoing percentages are calculated based on 31,735,294 shares of Common Stock outstanding as of September 11, 2013 as reported in the Issuer’s Prospectus Supplement filed pursuant to Rule 424(b)(3) on September 11, 2013, including shares of Common Stock issued pursuant to the underwriters’ option to purchase up to 690,000 additional shares of Common Stock described in the Prospectus Supplement.
|
||
(c)
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Number of shares as to which such person has:
|
(i)
|
sole power to vote or to direct the vote:
|
||
Not applicable.
|
|||
(ii)
|
shared power to vote or to direct the vote:
|
Reporting Person
|
Shares
|
||||
Vivo Ventures V, LLC
|
3,618,946
|
||||
Vivo Ventures Fund V, L.P.
|
3,576,966
|
||||
Vivo Ventures V Affiliates Fund, L.P.
|
41,980
|
||||
Vivo Ventures VI, LLC
|
4,180,791
|
||||
Vivo Ventures Fund VI, L.P.
|
4,150,386
|
||||
Vivo Ventures VI Affiliates Fund, L.P.
|
30,405
|
(iii)
|
sole power to dispose or to direct the disposition of:
|
||
Not applicable.
|
|||
(iv)
|
shared power to dispose or to direct the disposition of:
|
Reporting Person
|
Shares
|
||||
Vivo Ventures VI, LLC
|
3,618,946
|
||||
Vivo Ventures Fund VI, L.P.
|
3,576,966
|
||||
Vivo Ventures VI Affiliates Fund, L.P.
|
41,980
|
||||
Vivo Ventures VI, LLC
|
4,180,791
|
||||
Vivo Ventures Fund VI, L.P.
|
4,150,386
|
||||
Vivo Ventures VI Affiliates Fund, L.P.
|
30,405
|
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.
|
See Items 2 and 4.
|
|
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.
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Notice of Dissolution of Group.
|
Not applicable.
|
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Item 10.
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Certification.
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Each of the Reporting Persons hereby makes the following 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.
|
VIVO VENTURES V, LLC
|
||
By:
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/s/ Frank Kung
|
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Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
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VIVO VENTURES FUND V, L.P.
|
||
By:
|
Vivo Ventures V, LLC, its general partner
|
|
By:
|
/s/ Frank Kung
|
|
Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
|
VIVO VENTURES V AFFILIATES FUND, L.P.
|
||
By:
|
Vivo Ventures V, LLC, its general partner
|
|
By:
|
/s/ Frank Kung
|
|
Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
|
VIVO VENTURES VI, LLC
|
||
By:
|
/s/ Frank Kung
|
|
Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
|
VIVO VENTURES FUND VI, L.P.
|
||
By:
|
Vivo Ventures VI, LLC, its general partner
|
|
By:
|
/s/ Frank Kung
|
|
Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
|
VIVO VENTURES VI AFFILIATES FUND, L.P.
|
||
By:
|
Vivo Ventures VI, LLC, its general partner
|
|
By:
|
/s/ Frank Kung
|
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Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
Exhibit Number
|
Exhibit Description
|
99.1
|
Joint Filing Agreement
|
VIVO VENTURES V, LLC
|
||
By:
|
/s/ Frank Kung
|
|
Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
|
VIVO VENTURES FUND V, L.P.
|
||
By:
|
Vivo Ventures V, LLC, its general partner
|
|
By:
|
/s/ Frank Kung
|
|
Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
|
VIVO VENTURES V AFFILIATES FUND, L.P.
|
||
By:
|
Vivo Ventures V, LLC, its general partner
|
|
By:
|
/s/ Frank Kung
|
|
Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
|
VIVO VENTURES VI, LLC
|
||
By:
|
/s/ Frank Kung
|
|
Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
|
VIVO VENTURES FUND VI, L.P.
|
||
By:
|
Vivo Ventures VI, LLC, its general partner
|
|
By:
|
/s/ Frank Kung
|
|
Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|
|
VIVO VENTURES VI AFFILIATES FUND, L.P.
|
||
By:
|
Vivo Ventures VI, LLC, its general partner
|
|
By:
|
/s/ Frank Kung
|
|
Name:
|
Frank Kung
|
|
Title:
|
Managing Member
|